Common use of Sale of the Company Clause in Contracts

Sale of the Company. (a) If a Sale of the Company is approved in accordance with Section 7 of the Stockholders Agreement (an “Approved Sale”), each holder of Director Securities shall vote for, consent to and raise no objections against such Approved Sale. If the Approved Sale is structured as a (i) merger or consolidation, the holders of Director Securities shall waive any dissenters rights, appraisal rights or similar rights in connection with such merger or consolidation or (ii) sale of stock, the holders of Director Securities shall agree to sell all of their Option Shares and rights to acquire Option Shares on the terms and conditions approved by the Supermajority Vote (as defined in the Stockholders Agreement). The Director shall take all necessary or desirable actions in connection with the consummation of the Approved Sale as requested by the Person(s) entitled to request the stockholders to take such actions pursuant to the Stockholders Agreement.

Sale of the Company. (a) If a Sale of the Company is approved in accordance with Section 7 or Section 9 of the Stockholders Agreement (an “Approved Sale”), each holder of Director Executive Securities shall vote for, consent to and raise no objections against such Approved Sale. If the Approved Sale is structured as a (i) merger or consolidation, the holders of Director Executive Securities shall waive any dissenters rights, appraisal rights or similar rights in connection with such merger or consolidation or (ii) sale of stock, the holders of Director Executive Securities shall agree to sell all of their Option Shares and rights to acquire Option Shares on the terms and conditions approved by the Supermajority Vote (as defined in the Stockholders Agreement). The Director Executive shall take all necessary or desirable actions in connection with the consummation of the Approved Sale as requested by the Person(s) entitled to request the stockholders Stockholders to take such actions pursuant to the Stockholders Agreement.

Sale of the Company. (a) If a Sale of the Company is approved in accordance with Section 7 or Section 9 of the Stockholders Agreement (an “Approved Sale”), each holder of Director Executive Securities shall vote for, consent to and raise no objections against such Approved Sale. If the Approved Sale is structured as a (i) merger or consolidation, the holders of Director Executive Securities shall waive any dissenters rights, appraisal rights or similar rights in connection with such merger or consolidation or (ii) sale of stock, the holders of Director Executive Securities shall agree to sell all of their Option Shares and rights to acquire Option Shares on the terms and conditions approved by the Supermajority Vote (as defined in the Stockholders Agreement). The Director Executive shall take all necessary or desirable actions in connection with the consummation of the Approved Sale as requested by the Person(s) entitled to request the stockholders to take such actions pursuant to the Stockholders Agreement.

Sale of the Company. (a) If a Sale of the Company is approved in accordance with Section 7 of the Stockholders Agreement (an “Approved Sale”), each holder of Director Executive Securities shall vote for, consent to and raise no objections against such Approved Sale. If the Approved Sale is structured as a (i) merger or consolidation, the holders of Director Executive Securities shall waive any dissenters rights, appraisal rights or similar rights in connection with such merger or consolidation or (ii) sale of stock, the holders of Director Executive Securities shall agree to sell all of their Option Shares and rights to acquire Option Shares on the terms and conditions approved by the Supermajority Vote (as defined in the Stockholders Agreement). The Director Executive shall take all necessary or desirable actions in connection with the consummation of the Approved Sale as requested by the Person(s) entitled to request the stockholders Stockholders to take such actions pursuant to the Stockholders Agreement.

Sale of the Company. (a) If a Sale of the Company is approved in accordance with Section 7 of the Stockholders Agreement (an “Approved Sale”), each holder of Director Executive Securities shall vote for, consent to and raise no objections against such Approved Sale. If the Approved Sale is structured as a (i) merger or consolidation, the holders of Director Executive Securities shall waive any dissenters rights, appraisal rights or similar rights or similar rights in connection with such merger or consolidation or (ii) sale of stock, the holders of Director Executive Securities shall agree to sell all of their Option Shares and rights to acquire Option Shares on the terms and conditions approved by the Supermajority Vote (as defined in the Stockholders Agreement). The Director Executive shall take all necessary or desirable actions in connection with the consummation of the Approved Sale as requested by the Person(s) entitled to request the stockholders Stockholders to take such actions pursuant to the Stockholders Agreement.