DISAPPROVED ASSET Sample Clauses

DISAPPROVED ASSET. For so long as the Class B Stock constitutes at least 20% of the outstanding capital stock of Newco, if (a) the Board of Directors of Newco votes not to approve Newco's acquisition of an asset that Newco management in good faith seeks to acquire and has a reasonable opportunity to acquire (a "DISAPPROVED ASSET"), (b) a majority of the Class A Directors voted to approve such acquisition and (c) NBC or any of its Subsidiaries acquires a Controlling Interest in such Disapproved Asset during the one year period following such Board vote, then in such event any acquisition by Newco of an asset that directly competes in the same product or category with the Disapproved Asset shall be subject only to the approval of a Board of Directors committee consisting solely of Class A Directors; PROVIDED that such acquisitions do not exceed, in the aggregate, a comparable value to such Disapproved Asset (as determined based on the value of the Strategic Internet Business at the time of the Class A Director vote). For example, a $50 million acquisition is comparable to a $200 million acquisition, but a $500 million acquisition is not comparable to a $2 billion acquisition.