Approval by the Buyer Clause Samples

Approval by the Buyer s stockholders of a plan of complete liquidation of the Buyer or an agreement for the sale or other disposition by the Buyer of all or substantially all of the Buyer's assets. Notwithstanding the foregoing provisions, a Change in Control shall not be deemed to have occurred if the "person" described in the preceding portion of this Letter Agreement is an underwriter or underwriting syndicate that has acquired the ownership of 50% or more of the combined voting power of the Buyer's then outstanding voting securities solely in connection with a public offering of the Buyer's securities.