Common use of Merger Sub Common Stock Clause in Contracts

Merger Sub Common Stock. The shares of Merger Sub Common Stock issued and outstanding immediately prior to the Effective Time will convert into all of the issued and outstanding shares of Common Stock of the Surviving Corporation, which will thereupon be issued and outstanding and fully-paid and non-assessable, with the effect that the number of issued and outstanding shares of Common Stock of the Surviving Corporation will be the same as the number of issued and outstanding shares of Merger Sub Common Stock immediately prior to the Effective Time.

Merger Sub Common Stock. The shares Each issued and outstanding share ----------------------- of Merger Sub Common Stock issued and outstanding immediately prior to common stock at the Effective Time will convert shall be converted into and shall thereafter represent one validly issued, fully paid and nonassessable share of common stock of the Surviving Corporation, which shall then constitute all of the issued and outstanding shares of Common Stock of the Surviving Corporation, which will thereupon be issued and outstanding and fully-paid and non-assessable, with the effect that the number of issued and outstanding shares of Common Stock of the Surviving Corporation will be the same as the number of issued and outstanding shares of Merger Sub Common Stock immediately prior to the Effective Time.

Merger Sub Common Stock. The shares Each issued and outstanding share of Merger Sub Common Stock issued and outstanding immediately prior to common stock at the Effective Time will convert shall be converted into and shall thereafter represent one validly issued, fully paid and nonassessable share of common stock of the Surviving Corporation, which shall then constitute all of the issued and outstanding shares of Common Stock of the Surviving Corporation, which will thereupon be issued and outstanding and fully-paid and non-assessable, with the effect that the number of issued and outstanding shares of Common Stock of the Surviving Corporation will be the same as the number of issued and outstanding shares of Merger Sub Common Stock immediately prior to the Effective Time.

Merger Sub Common Stock. The shares Each share of Merger Sub Common Stock issued and outstanding immediately prior to the Effective Time will convert shall be converted into all one (1) share of the issued and outstanding shares of Common Stock of the Surviving Corporationcommon stock, which will thereupon be issued and outstanding and fully-paid and non-assessablepar value $0.00001 per share, with the effect that the number of issued and outstanding shares of Common Stock of the Surviving Corporation will (“Surviving Corporation Common Stock”), and as such shall continue to be owned by Holdings and thereafter represent all of the same as the number of issued then validly issued, fully paid, and outstanding nonassessable shares of Merger Sub Surviving Corporation Common Stock. As a result, Holdings shall hold 9,000,000 shares of Surviving Corporation Common Stock immediately prior to following the Effective Time.

Merger Sub Common Stock. The shares Each share of Merger Sub Common Stock issued and outstanding immediately prior to the Effective Time will convert shall, at the Effective Time, be canceled and extinguished and converted into all one validly issued, fully paid and nonassessable share of the issued and outstanding shares of Common Stock common stock of the Surviving Corporation, which will thereupon be issued and outstanding and fully-paid and non-assessable, with the effect that the number of issued and outstanding shares of Common Stock of the Surviving Corporation will be the same as the number of issued and outstanding shares of Merger Sub Common Stock immediately prior to the Effective Time.

Merger Sub Common Stock. The shares Each issued and outstanding share of common stock of Merger Sub Common Stock issued and outstanding immediately prior to the Effective Time will convert into all of the issued shall be converted into, be exchanged for and outstanding become 1,000,000 validly issued, fully paid and nonassessable shares of Common Stock common stock of the Surviving Corporation. From and after the Effective Time, which will thereupon all certificates representing the common stock of Merger Sub shall be issued and outstanding and fully-paid and non-assessable, with the effect that deemed for all purposes to represent the number of issued and outstanding shares of Common Stock common stock of the Surviving Corporation will be into which they were converted in accordance with the same as the number of issued and outstanding shares of Merger Sub Common Stock immediately prior to the Effective Timepreceding sentence.

Merger Sub Common Stock. The shares Each share of capital stock of Merger Sub Common Stock issued and outstanding immediately prior to the Effective Time will convert as a result of the Merger shall be automatically converted into one newly and validly issued, fully paid and nonassessable share of common stock of the Surviving Corporation so that, after the Effective Time, Parent shall be the holder of all of the issued and outstanding shares of Common Stock of the Surviving Corporation, which will thereupon be issued and outstanding and fully-paid and non-assessable, with the effect that the number of issued and outstanding shares of Common Stock of the Surviving Corporation will be the same as the number of issued and outstanding shares of Merger Sub Common Stock immediately prior to the Effective Time’s common stock.

Merger Sub Common Stock. The shares of Merger Sub Common Stock issued and outstanding immediately prior to the Effective Time will convert shall be automatically changed and converted into all of the issued and outstanding shares of Common Stock of the Surviving Corporation, which will shall thereupon be issued and outstanding and fully-paid and non-assessable, with the effect that the number of issued and outstanding shares of Common Stock of the Surviving Corporation will shall be the same as the number of issued and outstanding shares of Merger Sub Common Stock immediately prior to the Effective Time.

Merger Sub Common Stock. The shares Each issued and outstanding share of common stock of Merger Sub Common Stock issued and outstanding immediately prior to the Effective Time will convert shall be converted into all and become one validly issued, fully paid and nonassessable share of the issued and outstanding shares of Common Stock common stock of the Surviving Corporation, which will thereupon be issued and outstanding and fully-paid and non-assessable, with the effect that the number of issued and outstanding shares of Common Stock of the Surviving Corporation will be the same as the number of issued and outstanding shares of Merger Sub Common Stock immediately prior to the Effective Time.

Merger Sub Common Stock. The shares of Merger Sub Common Stock issued and outstanding immediately prior to the Effective Time will convert into all All of the issued and outstanding shares of Common Stock of the Surviving Corporation, which will thereupon be issued and outstanding and fully-paid and non-assessable, with the effect that the number of issued and outstanding shares of Common Stock of the Surviving Corporation will be the same as the number of issued and outstanding shares of Merger Sub Common Stock immediately prior to the Effective TimeTime will be converted into and become one hundred (100) fully paid and nonassessable shares of common stock of the Surviving Corporation and such fully paid and non-assessable shares of common stock will constitute the entire issued and outstanding stock of the Surviving Corporation.

Merger Sub Common Stock. The All of the shares of Merger Sub Common Stock issued and outstanding immediately prior to the Merger Effective Time will convert shall be automatically converted into all an equal number of shares of common stock of the issued Surviving Company, with the same rights, powers and privileges as the shares so converted and shall constitute the only outstanding shares of Common Stock capital stock of the Surviving Corporation, which will thereupon be issued and outstanding and fully-paid and non-assessable, with the effect that the number of issued and outstanding shares of Common Stock of the Surviving Corporation will be the same as the number of issued and outstanding shares of Merger Sub Common Stock immediately prior to the Effective TimeCompany.

Merger Sub Common Stock. The shares of common stock of Merger Sub, without par value (“Merger Sub Common Stock Stock”), issued and outstanding immediately prior to the Effective Time will convert shall be automatically changed and converted into all of the issued and outstanding shares of Common Stock of the Surviving Corporation, which will shall thereupon be issued and outstanding and fully-fully paid and non-assessablenonassessable, with the effect that the number of issued and outstanding shares of Common Stock common stock of the Surviving Corporation will shall be the same as the number of issued and outstanding shares of Merger Sub Common Stock immediately prior to the Effective Time.

Merger Sub Common Stock. The shares Each issued and outstanding share of common stock of Merger Sub Common Stock issued and outstanding immediately prior to the Effective Time will convert into all shall be converted into, be exchanged for and become one validly issued, fully paid and nonassessable share of the issued and outstanding shares of Common Stock common stock of the Surviving Corporation. From and after the Effective Time, which will thereupon all certificates representing the common stock of Merger Sub shall be issued and outstanding and fully-paid and non-assessable, with the effect that deemed for all purposes to represent the number of issued and outstanding shares of Common Stock common stock of the Surviving Corporation will be into which they were converted in accordance with the same as the number of issued and outstanding shares of Merger Sub Common Stock immediately prior to the Effective Timepreceding sentence.