Common use of ADJUSTMENT FOR RECAPITALIZATION, MERGER, ETC Clause in Contracts

ADJUSTMENT FOR RECAPITALIZATION, MERGER, ETC. The aggregate -------------------------------------------- number of shares of Common Stock that may be purchased pursuant to the Option, the number of shares of Common Stock covered by the Option and the price per share shall be appropriately adjusted for any increase or decrease in the number of outstanding shares of Common Stock resulting from a stock split or other subdivision or consolidation of shares of Common Stock or for other capital adjustments or payments of stock dividends or distributions or other increases or decreases in the outstanding shares of Common Stock effected without receipt of consideration by the Company. Subject to any required action by the shareholders, if the Company shall be the surviving corporation in any merger, combination, consolidation or other business transaction, the Option shall cover the securities to which a holder of the number of shares of Common Stock covered by the unexercised portion of the Option would have been entitled pursuant to the terms of the merger or consolidation. Upon the dissolution or liquidation of the Company, the Option shall terminate; provided, however, that the surviving corporation may grant an option or options to purchase its shares on such terms and conditions, both as to the number of shares and otherwise, which shall substantially preserve the rights and benefits of the Option. The foregoing adjustments and the manner of application of the foregoing provisions shall be determined by the Board of Directors of the Company in its sole discretion. Any such adjustments may provide for the elimination of any fractional share which might otherwise become subject to the Option.

ADJUSTMENT FOR RECAPITALIZATION, MERGER, ETC. The aggregate -------------------------------------------- --------------------------------------------- number of shares of Common Stock that may be purchased pursuant to the OptionOptions, the number of shares of Common Stock covered by the Option Options and the price per share shall be appropriately adjusted for any increase or decrease in the number of outstanding shares of Common Stock resulting from a stock split or other subdivision or consolidation of shares of Common Stock or for other capital adjustments or payments of stock dividends or distributions or other increases or decreases in the outstanding shares of Common Stock effected without receipt of consideration by the CompanyNCI. Subject to any required action by the shareholdersstockholders, if the Company NCI shall be the surviving corporation in any merger, combination, consolidation or other business transaction, the Option Options shall cover the securities to which a holder of the number of shares of Common Stock covered by the unexercised portion of the Option Options would have been entitled pursuant to the terms of the merger or consolidation. Upon the any dissolution or liquidation of the CompanyNCI, the Option Options shall terminate; provided, however, that the surviving corporation may grant an option or options to purchase its shares on such terms and conditions, both as to the number of shares and otherwise, which shall substantially preserve the rights and benefits of the Option. The foregoing adjustments and the manner of application of the foregoing provisions shall be determined by the Board of Directors of the Company in its sole discretionOptions. Any such adjustments may provide for the elimination of any fractional share which might otherwise become subject to the OptionOptions.

ADJUSTMENT FOR RECAPITALIZATION, MERGER, ETC. The aggregate -------------------------------------------- number of -------------------------------------------- shares of Common Stock that may be purchased pursuant to the OptionOptions, the number of shares of Common Stock covered by the Option Options and the price per share shall be appropriately adjusted for any increase or decrease in the number of outstanding shares of Common Stock resulting from a stock split or other subdivision or consolidation of shares of Common Stock or for other capital adjustments or payments of stock dividends or distributions or other increases or decreases in the outstanding shares of Common Stock effected without receipt of consideration by the CompanyNCI. Subject to any required action by the shareholdersstockholders, if the Company NCI shall be the surviving corporation in any merger, combination, consolidation or other business transaction, the Option Options shall cover the securities to which a holder of the number of shares of Common Stock covered by the unexercised portion of the Option Options would have been entitled pursuant to the terms of the merger or consolidation. Upon the any dissolution or liquidation of the CompanyNCI, the Option Options shall terminate; provided, however, that the surviving corporation may grant an option or options to purchase its shares on such terms and conditions, both as to the number of shares and otherwise, which shall substantially preserve the rights and benefits of the Option. The foregoing adjustments and the manner of application of the foregoing provisions shall be determined by the Board of Directors of the Company in its sole discretionOptions. Any such adjustments may provide for the elimination of any fractional share which might otherwise become subject to the OptionOptions.

ADJUSTMENT FOR RECAPITALIZATION, MERGER, ETC. The aggregate -------------------------------------------- number of shares of Common Stock that may be purchased pursuant to the Option, the number of shares of Common Stock covered by the Option and the price per share shall be appropriately adjusted for any increase or decrease in the number of outstanding shares of Common Stock resulting from a stock split or other subdivision or consolidation of shares of Common Stock or for other capital adjustments or payments of stock dividends or distributions or other increases or decreases in the outstanding shares of Common Stock effected without receipt of consideration by the Company. Subject to any required action by the shareholders, if the Company shall be the surviving corporation in any merger, combination, consolidation or other business transaction, the Option shall cover the securities to which a holder of the number of shares of Common Stock covered by the unexercised portion of the Option would have been entitled pursuant to the terms of the merger or consolidation. Upon the dissolution or liquidation of the Company, the Option shall terminate; provided, however, that the surviving corporation may grant an option or options to purchase its shares on such terms and conditions, both as to the number of shares and otherwise, which shall substantially preserve the rights and benefits of the Option. The foregoing adjustments and the manner of application of the foregoing provisions shall be determined by the Board of Directors of the Company in its sole discretion. Any such adjustments may provide for the elimination of any fractional share which might otherwise become subject to the Option.