Material Change in Control. If a Campus Crest Material Change in Control (as defined below) occurs, Campus Crest shall send Notice thereof to HSRE within ten (10) days after such occurrence (the failure to send such Notice being a material breach of this Agreement). In the event of a Campus Crest Material Change in Control, HSRE shall have the right as of the date which is thirty (30) days after the date of the Campus Crest Material Change in Control (the “Campus Crest Change in Control Effective Date”) to pursue any of the remedies set forth in Section 6.2; provided, however, if a Campus Crest Material Change in Control occurs under clause (B) below and HSRE Approves such Campus Crest Material Change in Control prior to the Campus Crest Change in Control Effective Date, no Campus Crest Triggering Event shall be deemed to have occurred. For purposes of this Agreement, a Campus Crest Material Change in Control shall be deemed to have occurred only if there is a change in Control of any one or more of the following entities: (A) Campus Crest, (B) Campus Crest Group, LLC, a North Carolina limited liability company and/or (C) the Campus Crest Guarantor.
Material Change in Control. If a Campus Crest Material Change in Control (as defined below) occurs, Campus Crest shall send Notice thereof to HSRE within ten (10) days after such occurrence (the failure to send such Notice being a material breach of this Agreement). In the event of a Campus Crest Material Change in Control, HSRE shall have the right as of the date which is thirty (30) days after the date of the Campus Crest Material Change in Control (the “Campus Crest Change in Control Effective Date”) to pursue any of the remedies set forth in Section 6.2; provided, however, if a Material Change in Control occurs under clause (B) below and HSRE Approves a proposed replacement of a Campus Crest Key Person(s) prior to the Campus Crest Change in Control Effective Date, no Campus Crest Triggering Event shall be deemed to have occurred; and provided further if the Campus Crest Material Change in Control was caused by the death or legal disability of a Campus Crest Key Person (and HSRE has not Approved a replacement as provided above), then HSRE shall only have the right to pursue the remedies set forth in Section 6.2(a) through Section 6.2(d). For purposes of this Agreement, a Campus Crest Material Change in Control shall be deemed to have occurred only if (A) Xxxxxxx X. Xxxxxxxx (“Xxxxxxxx”) and Xxx X. Xxxxxxx (“Xxxxxxx” and, together, with Hartnet, the “Campus Crest Key Persons”) (or members of their Immediately Family) cease to possess, in the aggregate, more than fifty percent (50%) of the direct or indirect ownership interests in the following entities: (i) Campus Crest Group, LLC, a North Carolina limited liablity company; (ii) Campus Crest Development, LLC, a North Carolina limited liablity company; (iii) Campus Crest Properties, LLC, a North Carolina limited liablity company; and (iv) Campus Crest; or (B) the Campus Crest Key Persons no longer possess more than fifty percent (50%) of the direct or indirect voting power or no longer directly or indirectly Control each of the following entities: (i) Campus Crest Group, LLC, a North Carolina limited liablity company; (ii) Campus Crest Development, LLC, a North Carolina limited liablity company; (iii) Campus Crest Properties, LLC, a North Carolina limited liablity company; and (iv) Campus Crest.
