Adjustments. In the event of any change in the shares of Common Stock of the Company as a whole occurring as a result of a stock split, reverse stock split, stock dividend payable on shares of Common Stock, combination or exchange of shares, or other extraordinary or unusual event occurring after the grant of this Option, the Committee shall determine, in its sole discretion, whether such change equitably requires an adjustment in the terms of this Option or the aggregate number of shares reserved for issuance under the Plan. Any such adjustments will be made by the Committee, whose determination will be final, binding and conclusive.
Adjustments. In the event of any change in the shares ofoutstanding Common Stock of the Company as a whole occurring as a resultby reason of a stock split, reverse stock split, stock dividend payable on sharesdividend, combination or reclassification of shares, recapitalization, merger, or similar event, the committee which administers the plan (the “Committee”) may adjust proportionally the number of Option Shares and the Option Price. In the event of any other change affecting the Common Stock or any distribution (other than normal cash dividends) to holders of Common Stock, combinationsuch adjustments as may be deemed equitable by the Committee, including adjustments to avoid fractional shares, may be made to give proper effect to such event. In the event of a corporate merger, consolidation, acquisition of property or exchange of shares,stock, separation, reorganization or other extraordinary or unusual event occurring after the grant of this Option,liquidation, the Committee shall determine, in its sole discretion, whether such change equitably requires an adjustment in the terms ofbe authorized to issue and substitute a new stock option for this Option or the aggregate number of shares reserved for issuance under the Plan. Any such adjustments will be made by the Committee, whose determination will be final, binding and conclusive.Option.
Adjustments. In the event of any change in the outstanding shares of Common Stock, without the receipt of consideration by the Company, by reason of a stock dividend, stock split, reverse stock split or distribution (other than a regular dividend), recapitalization, merger, reorganization, reclassification, consolidation, split-up, spin-off, combination of shares, exchange of shares or other change in corporate structure affecting the Common Stock and not involving the receipt of consideration by the Company, the Committee shall make appropriate adjustments in # the aggregate number of and kind of shares of Common Stock of the Company as a whole occurring as a result of a stock split, reverse stock split, stock dividend payable on shares of Common Stock, combination or exchange of shares, or other extraordinary or unusual event occurring after the grant of this Option, the Committee shall determine, in its sole discretion, whether such change equitably requires an adjustment in the terms of this Option or the aggregate number of shares reserved# available for issuance under the Plan. Any such adjustments willPlan, # for which grants or Awards may be made to any Participant or to any group of Participants (e.g., Outside Directors), # which are available for issuance under Incentive Stock Options, # covered by outstanding unexercised Awards and grants denominated in shares or units of Common Stock, and # underlying Stock Options granted pursuant to [Section 6.7], # the Committee, whose determination willCode Section 162(m) limitations; # the exercise or other applicable price related to outstanding Awards or grants and # the appropriate Fair Market Value and other price determinations relevant to outstanding Awards or grants and shall make such other adjustments as may be final, binding and conclusive.appropriate under the circumstances; provided, that the number of shares subject to any Award or grant always shall be a whole number.
Adjustments.Adjustment in Authorized Shares and Awards. In the event ofthat the Committee determines that any changedividend or other distribution (whether in the sharesform of Common Stock of the Company as a whole occurring as a result of a stock split, reverse stock split, stock dividend payable oncash, shares of Common Stock, or other property), recapitalization, forward or reverse stock split, subdivision, consolidation or reduction of capital, reorganization, merger, consolidation, scheme of arrangement, split-up, spin-off or combination involving the Company or repurchase or exchange of shares,shares or other extraordinarysecurities of the Company or unusualother rights to purchase shares or other securities of the Company, or other similar corporate transaction or event occurring afteraffects the grant of this Option,Shares such that any adjustment is determined by the Committee to be appropriate in order to prevent dilution or enlargement of the benefits or potential benefits intended to be made available under this Agreement, then the Committee shall, in such manner as it may deem equitable, adjust any or all of # the number and type of Shares (or other securities or property) subject to the Option, # the Strike Price with respect to the Option or, if deemed appropriate, make provision for a cash payment to the Grantee, and # the number and kind of Shares underlying the Option. Notwithstanding the foregoing, no such adjustment shall determine, in its sole discretion, whetherbe authorized to the extent that such change equitably requires an adjustment inwould cause the termsOption to violate Section 424(a) of this Optionthe Internal Revenue Code of 1986, as amended from time to time (the “Code”) or otherwise subject (in the aggregatedetermination of the Committee) any Grantee to taxation under Section 409A of the Code; and provided further that the number of shares reserved for issuance underShares subject to the Plan. Any such adjustments willOption shall always be made by the Committee, whose determination will be final, binding and conclusive.a whole number.
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