Common use of Change in Control and Company Sale Clause in Contracts

Change in Control and Company Sale. Upon the occurrence, after the Effective Date, of a Change in Control in one (1) or more transactions to any person or group of persons (a “Company Sale”), and notwithstanding anything in any plan, Incentive Unit Agreement, award agreement, omnibus agreement, or any similar agreement or other document between the Company and Executive to the contrary, as of the effective date of such event, Executive shall receive accelerated vesting of Executive’s unvested time based equity awards or equity interests held by Executive at the time of such event, with any settlement that may be due to Executive as a result of such accelerated vesting being made in accordance with the terms and conditions of the applicable plan, award agreement, omnibus agreement and/or other document or agreement; provided, however, that an initial underwritten public offering (an “IPO”) and sale of equity interests of the Company (or any parent, subsidiary or successor entity of the Company) after which such equity interests are listed for trading on a national securities exchange registered under section 6(a) of the Securities Exchange Act of 1934, as amended, shall not constitute a Change in Control or Company Sale for the purpose of this Section 4.8. All equity interests that remain unvested in connection with a Change in Control (after giving effect to the accelerated vesting provisions set forth in this Section 4.8.1 or the vesting provisions of such equity interests) shall be forfeited and cancelled without consideration at the time of such Change in Control.

Change in Control and Company Sale. Upon the occurrence, after the Effective Date, Date of a Change in Control in one (1) or more transactions to any person or group of persons (a “Company Sale”), and notwithstanding anything in any plan, Incentive Unit Agreement, award agreement, omnibus agreement, or any similar agreement or other document between the Company and Executive to the contrary, as of the effective date of such event, Executive shall receive accelerated vesting of Executive’s unvested time based equity awards or equity interests held by Executive at the time of such event, with any settlement that may be due to Executive as a result of such accelerated vesting being made in accordance with the terms and conditions of the applicable plan, award agreement, omnibus agreement and/or other document or agreement; provided, however, that an initial underwritten public offering (an “IPO”) and sale of equity interests of the Company (or any parent, subsidiary or successor entity of the Company) after which such equity interests are listed for trading on a national securities exchange registered under section 6(a) of the Securities Exchange Act of 1934, as amended, shall not constitute a Change in Control or Company Sale for the purpose of this Section 4.8. All equity interests that remain unvested in connection with a Change in Control (after giving effect to the accelerated vesting provisions set forth in this Section 4.8.1 or the vesting provisions of such equity interests) shall be forfeited and cancelled without consideration at the time of such Change in Control.