Common use of Change in Ownership of Substantial Portion of Assets Clause in Contracts

Change in Ownership of Substantial Portion of Assets. A change in the ownership of a substantial portion of the Company’s assets occurs on the date that a Person acquires (or has acquired during the 12-month period ending on the date of the most recent acquisition by such Person) assets of the Company, that have a total gross fair market value equal to at least 40% of the total gross fair market value of all of the Company’s assets immediately before such acquisition or acquisitions. However, there is no Change in Control when there is such a transfer to an entity that is controlled by the shareholders of the Company immediately after the transfer, through a transfer to (i) a shareholder of the Company (immediately before the asset transfer) in exchange for or with respect to the Company’s stock; (ii) an entity, at least 50% of the total value or voting power of the stock of which is owned, directly or indirectly, by the Company; (iii) a Person that owns directly or indirectly, at least 50% of the total value or voting power of the Company’s outstanding stock; or (iv) an entity, at least 50% of the total value or voting power of the stock of which is owned by a Person that owns, directly or indirectly, at least 50% of the total value or voting power of the Company’s outstanding stock.

Change in Ownership of Substantial Portion of Assets. A change in the ownership of a substantial portion of the Company’s assets occurs on the date that a Person acquires (or has acquired during the twelve (12-) month period ending on the date of the most recent acquisition by such Person) assets of the Company, that have a total gross fair market value equal to at least 40% eighty percent (80%) of the total gross fair market value of all of the Company’s assets immediately before such acquisition or acquisitions. However, there is no Change in Control when there is such a transfer to an entity that is controlled by the shareholders of the Company immediately after the transfer, through a transfer to (i) a shareholder of the Company (immediately before the asset transfer) in exchange for or with respect to the Company’s stock; (ii) an entity, at least fifty percent (50% %) of the total value or voting power of the stock of which is owned, directly or indirectly, by the Company; (iii) a Person that owns directly or indirectly, at least fifty percent (50% %) of the total value or voting power of the Company’s outstanding stock; or (iv) an entity, at least fifty percent (50% %) of the total value or voting power of the stock of which is owned by a Person that owns, directly or indirectly, at least fifty percent (50% %) of the total value or voting power of the Company’s outstanding stock.. For purposes of this paragraph (4),

Change in Ownership of Substantial Portion of Assets. A change in the ownership of a substantial portion of the Company’s assets occurs on the date that a Person acquires (or has acquired during the 12-month period ending on the date of the most recent acquisition by such Person) assets of the Company, Company that have a total gross fair market value equal to at least forty percent (40% %) of the total gross fair market value of all of the Company’s assets immediately before such acquisition or acquisitions. However, there is no Change in Control when there is such a transfer to an entity that is controlled by the shareholders stockholders of the Company immediately after the transfer, through a transfer to (i1) a shareholder stockholder of the Company (immediately before the asset transfer) in exchange for or with respect to the Company’s Company stock; (ii2) an entity, at least fifty percent (50% %) of the total value or voting power of the stock of which is owned, directly or indirectly, by the Company; (iii3) a Person that owns directly or indirectly, at least fifty percent (50% %) of the total value or voting power of the Company’s outstanding stockVoting Stock; or (iv4) an entity, at least fifty percent (50% %) of the total value or voting power of the stock of which is owned by a Person that owns, directly or indirectly, at least fifty percent (50% %) of the total value or voting power of the Company’s outstanding stockVoting Stock.

Change in Ownership of Substantial Portion of Assets. A change in the ownership of a substantial portion of the Company’s assets occurs on the date that a Person acquires (or has acquired during the twelve (12-) month period ending on the date of the most recent acquisition by such Person) assets of the Company, that have a total gross fair market value equal to at least 40% of the total gross fair market value of all of the Company’s assets immediately before such acquisition or acquisitions. However, there is no Change in Control when there is such a transfer to an entity that is controlled by the shareholders of the Company immediately after the transfer, through a transfer to (i1) a shareholder of the Company (immediately before the asset transfer) in exchange for or with respect to the Company’s stock; (ii2) an entity, at least 50% of the total value or voting power of the stock of which is owned, directly or indirectly, by the Company; (iii3) a Person that owns directly or indirectly, at least 50% of the total value or voting power of the Company’s outstanding stock; or (iv4) an entity, at least 50% of the total value or voting power of the stock of which is owned by a Person that owns, directly or indirectly, at least 50% of the total value or voting power of the Company’s outstanding stock.. For purposes of paragraphs (i), (ii), and (iii):

Change in Ownership of Substantial Portion of Assets. A change in the ownership of a substantial portion of the Company’s assets occurs on the date that a Person acquires (or has acquired during the 12-month period ending on the date of the most recent acquisition by such Person) assets of the Company, Company that have a total gross fair market value equal to at least forty percent (40% %) of the total gross fair market value of all of the Company’s assets immediately before such acquisition or acquisitions. However, there is no Change in Control when there is such a transfer to an entity that is controlled by the shareholders of the Company immediately after the transfer, through a transfer to (i1) a shareholder of the Company (immediately before the asset transfer) in exchange for or with respect to the Company’s stock; (ii2) an entity, at least fifty percent (50% %) of the total value or voting power of the stock of which is owned, directly or indirectly, by the Company; (iii3) a Person that owns directly or indirectly, at least fifty percent (50% %) of the total value or voting power of the Company’s outstanding stock; or (iv4) an entity, at least fifty percent (50% %) of the total value or voting power of the stock of which is owned by a Person that owns, directly or indirectly, at least fifty percent (50% %) of the total value or voting power of the Company’s outstanding stock.. For purposes of this paragraph (3):