Common use of CHANGE IN CONTROL OFFER Clause in Contracts

CHANGE IN CONTROL OFFER. If any Third Party Offer is made that, if ----------------------- consummated, would result in a TCI Change in Control, and the transaction represented by the Third Party Offer has been approved by TCI's Board of Directors, the purchase price payable by ▇▇▇▇▇▇ for Offered Shares, to the extent ▇▇▇▇▇▇ exercises his right of first refusal set forth in this Article III, must be paid in cash and not in Series A Shares. The preceding sentence will not preclude TCI, if it exercises its right of first refusal to purchase all or part of the Offered Shares that ▇▇▇▇▇▇ does not elect to purchase, from paying the purchase price therefor in cash or Series A Shares, as it may elect.

Appears in 2 contracts

Sources: Stockholders' Agreement (Malone John C), Stockholders' Agreement (Malone John C)