Common use of Sale of Company Clause in Contracts

Sale of Company. Upon a merger, consolidation, or sale or conveyance of all or substantially all of the shares of Common Stock, or all or substantially all of the assets of the Company, to any Person or other transaction that is effected in a way that holders of shares of Common Stock are entitled to receive (either directly or indirectly upon subsequent liquidation) cash, stock, securities, assets or other consideration with respect to, or in exchange for, shares of Common Stock, the Optionholder shall be deemed to have elected to exercise the Call Option in full as provided in Section 2(b) as of the closing of such merger, consolidation, sale, conveyance or other transaction and shall be entitled to receive the cash, stock, securities, assets or other consideration specified in such transaction in respect of the Net Shares. The Company shall assist the Optionholder to receive such consideration in respect of the Net Shares.

Sale of Company. Upon a merger, consolidation, or sale or conveyance of all or substantially all of the shares of Common StockUnits, or all or substantially all of the assets assets, of the Company, Company to any Person or other transaction that is effected in a way that holders of shares of Common Stock Units are entitled to receive (either directly or indirectly upon subsequent liquidation) cash, stock, securities, assets or other consideration with respect to, or in exchange for, shares of Common StockUnits, the Optionholder shall be deemed to have elected to exercise the Call Option in full as provided in Section 2(b) as of the closing of such merger, consolidation, sale, conveyance or other transaction and shall be entitled to receive the cash, stock, securities, assets or other consideration specified in such transaction in respect of the Net SharesUnits. The Company shall assist the Optionholder to receive such consideration in respect of the Net SharesUnits.