Common use of Equitable Allocations Clause in Contracts

Equitable Allocations. In the event any of Carousel, ▇▇▇▇▇ or --------------------- MJD Partners becomes entitled to a cash payment in respect of any shares of Common Stock, but in connection with a transaction (a) occurring prior to the - fourth anniversary of the date hereof or (b) not constituting a Sale of the - Company, then Carousel, ▇▇▇▇▇ and MJD Partners shall negotiate in good faith an equitable allocation of such cash payments which reflects the economic objectives set forth in Section 11.1 taking into account the limitations set forth in Section 11.4 and the proviso to Section 15.4.