Common use of Partial Sale Clause in Contracts

Partial Sale. In the event that on or before September 30, 2012, as a result of a Partial Sale, the IRR realized by Investors over the term of the investment through the closing date of the Partial Sale (valuing all of the shares of capital stock in Investors or the Class A-1 Shares and Class A Shares held by Investors immediately before the Partial Sale at the value established for each such class of securities that are transferred in the Partial Sale or at the value otherwise established as a result of the consummation of the Partial Sale) is at least 30%, then the Share Appreciation Rights, to the extent not theretofore vested or expired, shall as of the closing date of such Partial Sale, vest as to the number of Share Appreciation Rights calculated as set forth in paragraph (a) of this Section B(2) multiplied by the percentage of the shares of capital stock in Investors or of the Class A-1 Shares and Class A Shares held by Investors transferred in such Partial Sale.