Consummation Before Closing Clause Samples

Consummation Before Closing. If, before the Closing Date, any Preferential Right is exercised and the sale to the holder of such right is consummated, then that portion of the Acquired Assets, as applicable, affected by such Preferential Right shall be excluded from the Acquired Assets conveyed at the Closing, and the Preliminary Adjustment Amount shall be adjusted downward by the Allocated Value of such portion of the Acquired Assets, subject to the following: (i) if the Preferential Right applies to a change of control of the Acquired Assets, then the Preliminary Adjustment Amount shall be adjusted downward by the Allocated Value of all assets attributable to such Preferential Right; and (ii) if the Preferential Right affects only a portion of an Acquired Asset and a portion of the Base Purchase Price has not been allocated specifically to such portion of an Acquired Asset in Exhibit A, Exhibit B or Exhibit C, then the portion of the Base Purchase Price to be allocated to such Acquired Asset shall be determined in the same manner as provided in Section 5.9(g) when a Title Defect affects only a portion of an Asset.