Common use of Acquisition Transaction Clause in Contracts

Acquisition Transaction. Notwithstanding the foregoing provisions of this Agreement, no later than the 30th calendar day following the consummation of an Acquisition Transaction that consists of the purchase by a Private Acquiror of not less than a majority of the then outstanding shares of Common Stock (whether pursuant to a merger, consolidation, tender or exchange offer or otherwise) solely for cash, each Holder shall either (i) tender to such Private Acquiror all of such Holder's Units (including the related Partnership Interests) against payment to such Holder of cash in an amount per Unit equal to 110% of the cash amount paid for each share of Common Stock in the Acquisition Transaction, or (ii) deliver to such Private Acquiror a valid, binding and enforceable waiver, duly executed by such Holder, of such Holder's Exchange Right with respect to any and all Units held by such Holder as of the date of such waiver.