Common use of Consent to Alternative Transaction Clause in Contracts

Consent to Alternative Transaction. Optionor and the Members acknowledge and understand that Kite Realty may desire to effectuate a transfer of the LLC Interest, other than through the direct acquisition of the LLC Interest as contemplated hereby, and that Kite Realty may determine that it is more desirable or appropriate to accomplish the transfer of the LLC Interest through the acquisition of 100% of the Member Interests (the “Member Interest Acquisition”). Optionor and the Members hereby consent to the Member Interest Acquisition, and agree to cooperate with Kite Realty; provided, that the Members receive, in the aggregate, the amount of cash or number of Units to which Optionor would be entitled under Section 3.1 upon the sale of the LLC Interest pursuant to this Agreement, subject to the adjustments in Section 5.2(b); it being understood that the form of consideration shall be determined in the sole and absolute discretion of Kite Realty.

Consent to Alternative Transaction. Optionor and the Members acknowledge and understand that Kite Realty may desire to effectuate a transfer of the LLC Partnership Interest, other than through the direct acquisition of the LLC Partnership Interest as contemplated hereby, and that Kite Realty may determine that it is more desirable or appropriate to accomplish the transfer of the LLC Partnership Interest through the acquisition of 100% of the Member Interests (the “Member Interest Acquisition”). Optionor and the Members hereby consent to the Member Interest Acquisition, and agree to cooperate with Kite Realty; provided, that the Members receive, in the aggregate, the amount of cash or number of Units to which Optionor would be entitled under Section 3.1 upon the sale of the LLC Partnership Interest pursuant to this Agreement, subject to the adjustments in Section 5.2(b); it being understood that the form of consideration shall be determined in the sole and absolute discretion of Kite Realty.

Consent to Alternative Transaction. Optionor and the Members acknowledge and understand that Kite Realty may desire to effectuate a transfer of the LLC Interest, other than through the direct acquisition of the LLC Interest as contemplated hereby, and that Kite Realty may determine that it is more desirable or appropriate to accomplish the transfer of the LLC Interest through the acquisition of 100% of the Member Interests (the “"Member Interest Acquisition”"). Optionor and the Members hereby consent to the Member Interest Acquisition, and agree to cooperate with Kite Realty; provided, that the Members receive, in the aggregate, the amount of cash or number of Units to which Optionor would be entitled under Section 3.1 upon the sale of the LLC Interest pursuant to this Agreement, subject to the adjustments in Section 5.2(b); it being understood that the form of consideration shall be determined in the sole and absolute discretion of Kite Realty.

Consent to Alternative Transaction. Optionor and the Members acknowledge and understand that Kite Realty may desire to effectuate a transfer of the LLC Partnership Interest, other than through the direct acquisition of the LLC Partnership Interest as contemplated hereby, and that Kite Realty may determine that it is more desirable or appropriate to accomplish the transfer of the LLC Partnership Interest through the acquisition of 100% of the Member Interests (the “"Member Interest Acquisition”"). Optionor and the Members hereby consent to the Member Interest Acquisition, and agree to cooperate with Kite Realty; provided, that the Members receive, in the aggregate, the amount of cash or number of Units to which Optionor would be entitled under Section 3.1 upon the sale of the LLC Partnership Interest pursuant to this Agreement, subject to the adjustments in Section 5.2(b); it being understood that the form of consideration shall be determined in the sole and absolute discretion of Kite Realty.