Eastern Standard Time Uses in Effective Time Clause

Effective Time from Agreement and Plan of Merger Among

This AGREEMENT AND PLAN OF MERGER (hereinafter referred to as this Agreement), dated February 26, 2012, is by and among Remark Media, Inc., a Delaware corporation (Parent), Remark Florida, Inc., a Florida corporation and a wholly-owned subsidiary of Parent (Merger Sub), and Banks.com, Inc., a Florida corporation (the Company).

Effective Time. Parent, Merger Sub and the Company shall cause the articles of merger or other appropriate documents to be duly executed and filed in accordance with the FBCA (the Articles of Merger) and at the Effective Time (or on such other date as Parent and the Company may agree) with the Secretary of State of the State of Florida, and shall make all other filings or recordings required under the FBCA. The Merger shall become effective at the time the Articles of Merger shall have been duly filed with, and accepted by, the Secretary of State of the State of Florida or such later date and time as is agreed upon by the parties and specified in the Articles of Merger, such date and time hereinafter referred to as the Effective Time.

Effective Time from Restructuring Agreement

This Master Restructuring Agreement is made as of this 10th day of July, 2008 by and among ADUROMED INDUSTRIES, INC. (formerly General Devices, Inc., "ADRM"), ADUROMED CORPORATION ("Aduromed"), SHERLEIGH ASSOCIATES INC. DEFINED BENEFIT PENSION PLAN ("Sherleigh"), PEQUOT CAPITAL MANAGEMENT, INC. ("Pequot"), on behalf of PEQUOT SCOUT FUND, L.P., PEQUOT MARINER MASTER FUND, L.P., PEQUOT NAVIGATOR OFFSHORE FUND, INC., PEQUOT DIVERSIFIED MASTER FUND, LTD., and PREMIUM SERIES PCC LIMITED CELL 33 (collectively, the "Pequot Funds"), HELLER CAPITAL INVESTMENTS ("Heller") and the individuals and entities listed on Schedule A attached hereto identified as the "Polak/Lazar Secured Parties" (the Polak/Lazar Secured Parties together with Heller are collectively referred to herein as the "Bridge Loan Holders").

Effective Time. The "Effective Time" as used herein shall mean as of 12:00 noon Eastern Standard Time on July 30, 2008 or such other time and date as is mutually agreed by the parties hereto. All transactions contemplated hereby to be consummated as of the Effective Time shall be deemed to happen contemporaneously.

Effective Time from Agreement of Merger and Plan of Reorganization

THIS AGREEMENT OF MERGER AND PLAN OF REORGANIZATION (Agreement), dated as of December 29, 2009, is entered into by and among Lumber Liquidators, Inc., a Delaware corporation (the Company), Lumber Liquidators Holdings, Inc., a Delaware corporation (Holdco) and a direct, wholly owned subsidiary of the Company, and Lumber Liquidators Merger Sub, Inc., a Delaware corporation (MergerSub) and a direct, wholly owned subsidiary of Holdco.

Effective Time. The Merger shall become effective at 11:59 p.m. Eastern Standard Time on December 31, 2009 (such time being referred to herein as the Effective Time).

Effective Time from Restructuring Agreement

This Master Restructuring Agreement is made as of this 10th day of July, 2008 by and among ADUROMED INDUSTRIES, INC. (formerly General Devices, Inc., "ADRM"), ADUROMED CORPORATION ("Aduromed"), SHERLEIGH ASSOCIATES INC. DEFINED BENEFIT PENSION PLAN ("Sherleigh"), PEQUOT CAPITAL MANAGEMENT, INC. ("Pequot"), on behalf of PEQUOT SCOUT FUND, L.P., PEQUOT MARINER MASTER FUND, L.P., PEQUOT NAVIGATOR OFFSHORE FUND, INC., PEQUOT DIVERSIFIED MASTER FUND, LTD., and PREMIUM SERIES PCC LIMITED CELL 33 (collectively, the "Pequot Funds"), HELLER CAPITAL INVESTMENTS ("Heller") and the individuals and entities listed on Schedule A attached hereto identified as the "Polak/Lazar Secured Parties" (the Polak/Lazar Secured Parties together with Heller are collectively referred to herein as the "Bridge Loan Holders").

Effective Time. The "Effective Time" as used herein shall mean as of 12:00 noon Eastern Standard Time on July 30, 2008 or such other time and date as is mutually agreed by the parties hereto. All transactions contemplated hereby to be consummated as of the Effective Time shall be deemed to happen contemporaneously.

Effective Time

Corvis Corporation, a Delaware corporation (the Corporation), which desires to merge (the Merge) Broadwing Merger Sub Corporation, a Delaware corporation and a wholly owned subsidiary of the Corporation (Merger Sub), with and into the Corporation on the terms set forth below and in the Plan of Merger (as defined below), pursuant to the provisions of Section 253 of the Delaware General Corporation Law, as amended (the DGCL), DOES HEREBY CERTIFY AS FOLLOWS:

Effective Time. As used in this Plan, the term Effective Time shall mean 4:31 p.m. Eastern Standard Time on October 7, 2004.