Similar Transactions. Each party understands and agrees that the -------------------- Parent may acquire other entities that are in a business similar to that of the Company. In the event that, prior to the Second Adjustment Date, Parent acquires another entity similar to the Company on terms substantially more favorable to the equity owners of such entity after taking into account the similarities and differences of the businesses, then the valuation of the Company at the First Adjustment Date and the Second Adjustment Date shall be recalculated to take into account such favorable treatment and the First Adjustment to Purchase Price and Second Adjustment to Purchase Price shall be recalculated promptly on such more favorable basis. Any additional shares due to the Sellers upon such recalculation shall be issued promptly to the Company Shareholders.
Appears in 4 contracts
Samples: Agreement and Plan of Reorganization (Usweb Corp), Agreement and Plan of Reorganization (Usweb Corp), Agreement and Plan of Reorganization (Usweb Corp)
Similar Transactions. Each party understands and agrees that the -------------------- Parent may acquire other entities that are in a business similar to that of the Company. In the event that, prior to the Second Adjustment Date, Parent acquires another entity similar to the Company on terms substantially more favorable to the equity owners of such entity after taking into account the similarities and differences of the businesses, then the valuation of the Company at the First Adjustment Date and the Second Adjustment Date shall be recalculated to take into account such favorable treatment and the First Adjustment to Purchase Price and Second Adjustment to Purchase Price shall be recalculated promptly on such more favorable basis. Any additional shares due to the Sellers Company Shareholders upon such recalculation shall be issued promptly to the Company Shareholders.
Appears in 2 contracts
Samples: Merger Agreement (Usweb Corp), Agreement and Plan of Reorganization (Usweb Corp)
Similar Transactions. Each party understands and agrees that the -------------------- Parent may acquire other entities that are in a business similar to that of the Company. In the event that, prior to the Second Adjustment Date, Parent acquires another entity similar to the Company based on terms a valuation model substantially more favorable to the equity owners of such entity after taking into account the similarities and differences of the businesses, then the valuation of the Company at the First Adjustment Date and the Second Adjustment Date shall be recalculated to take into account such more favorable treatment valuation model and the First Adjustment to Purchase Price and Second Adjustment to Purchase Price shall be recalculated promptly on such more favorable basis. Any additional shares due to the Sellers Company Shareholders upon such recalculation shall be issued promptly to the Company Shareholders.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Usweb Corp), Agreement and Plan of Reorganization (Usweb Corp)
Similar Transactions. Each party understands and agrees that the -------------------- Parent may acquire other entities that are in a business similar to that of the Company. In the event that, prior to the Second Adjustment Date, Parent acquires another entity similar to the Company on terms substantially more favorable to the equity owners of such entity after taking into account the similarities and differences of the businesses, then the valuation of the Company at the First Adjustment Date and the Second Adjustment Date shall be recalculated to take into account such favorable treatment and the First Adjustment to Purchase Price and Second Adjustment to Purchase Price shall be recalculated promptly on such more favorable basis. Any additional shares due to the Sellers upon such recalculation shall be issued promptly to the Company ShareholdersMembers.
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