Common use of Changes to the Offer Clause in Contracts

Changes to the Offer. Investor may increase the Tender Offer Price and may make any other changes in the terms and conditions of the Offer, provided that, unless previously approved by the Company in writing, Investor may not (i) decrease the Tender Offer Price, (ii) change the form of consideration payable in the Offer, (iii) increase or decrease the maximum number of Shares sought pursuant to the Offer, (iv) add to or modify the Offer Conditions (v) amend the Offer in a manner which would require the extension of the originally scheduled expiration date to a date later than 50 business days from the date of the commencement of the Offer, as required by any rule, regulation, interpretation or position of the SEC or the staff or (vi) otherwise amend the Offer in any manner adverse to the interests of the Company or its stockholders. Subject to the terms and conditions thereof, the Offer shall expire at midnight, New York City time, on the date that is not more than 30 business days from the date the Offer is first published or sent to holders of Class B Stock. Investor shall be required to extend the Offer for at least ten business days from the originally scheduled expiration date and shall be entitled to extend the Offer for up to 20 business days from such original expiration date (A) if at the scheduled expiration date of the Offer any of the Offer Conditions shall not have been satisfied or waived, until such time as such Offer Conditions are satisfied or waived and (B) for any period required by any rule, regulation, interpretation or position of the SEC or the staff thereof applicable to the Offer, provided, however, that Investor shall terminate the Offer if this Agreement is terminated.