Adjustment in Option Shares. A. In the event any change is made to the Corporation's outstanding Common Stock by reason of any stock split, stock dividend, combination of shares, exchange of shares, or other change affecting the outstanding Common Stock as a class without receipt of consideration, then appropriate adjustments shall be made to (i) the total number of Option Shares subject to this option, (ii) the number of Option Shares for which this option is to be exercisable from and after each installment date specified in the Grant Notice and (iii) the Option Price payable per share in order to reflect such change and thereby preclude a dilution or enlargement of benefits hereunder. B. If this option is to be assumed in connection with a Corporate Transaction described in Paragraph 6 or is otherwise to remain outstanding, then this option shall be appropriately adjusted, immediately after such Corporate Transaction, to apply and pertain to the number and class of securities which would have been issuable to the Optionee in the consummation of such Corporate Transaction had the option been exercised immediately prior to such Corporate Transaction, and appropriate adjustments shall also be made to the Option Price payable per share, PROVIDED the aggregate Option Price payable hereunder shall remain the same.
Appears in 4 contracts
Samples: Stock Purchase Agreement (Rhythms Net Connections Inc), Stock Option Agreement (Rhythms Net Connections Inc), Stock Option Agreement (Rubios Restaurants Inc)
Adjustment in Option Shares. A. In the event any change is made to the Corporation's outstanding Common Stock by reason of any stock split, stock dividend, combination of shares, exchange of shares, or other change affecting the outstanding Common Stock as a class without receipt of consideration, then appropriate adjustments shall be made to (i) the total number of Option Shares subject to this option, (ii) the number of Option Shares for which this option is to be exercisable from and after each installment date specified in the Grant Notice and (iii) the Option Price payable per share in order to reflect such change and thereby preclude a dilution or enlargement of benefits hereunder.
B. If this option is to be assumed in connection with a Corporate Transaction described in Paragraph 6 or is otherwise to remain outstanding, then this option shall be appropriately adjusted, immediately after such Corporate Transaction, to apply and pertain to the number and class of securities which would have been issuable to the Optionee in the consummation of such Corporate Transaction had the option been exercised immediately prior to such Corporate Transaction, and appropriate adjustments shall also be made to the Option Price payable per share, PROVIDED provided the aggregate Option Price payable hereunder shall remain the same.
Appears in 4 contracts
Samples: Series F Preferred Stock Purchase Agreement (Digirad Corp), Employment Agreement (Combichem Inc), Employment Agreement (Combichem Inc)
Adjustment in Option Shares. A. (a) In the event any change is made to the Corporation's Company’s outstanding Common Stock by reason of any stock split, stock dividend, combination of shares, exchange of shares, or other change affecting the outstanding Common Stock as a class without receipt of consideration, then appropriate adjustments shall be made to (i) the total number of Option Shares subject to this option, (ii) the number of Option Shares for which this option is to be exercisable from and after each installment date specified in the Grant Notice and (iii) the Option Price payable per share in order to reflect such change and thereby preclude a dilution or enlargement of benefits hereunder.
B. (b) If pursuant to the terms of the Plan, this option is to be assumed in connection with a Corporate Transaction described in Paragraph 6 or is otherwise to remain outstandingoutstanding after a Corporate Transaction, then this option shall be appropriately adjusted, immediately after such Corporate Transaction, adjusted to apply and pertain to the number and class of securities which that would have been issuable to the Optionee Participant in the consummation of such Corporate Transaction had the option been exercised immediately prior to such Corporate Transaction, and appropriate adjustments shall also be made to the Option Price payable per share, PROVIDED provided the aggregate Option Price payable hereunder shall remain the same.
Appears in 4 contracts
Samples: Stock Option Agreement (xG TECHNOLOGY, INC.), Stock Option Agreement (NXT-Id, Inc.), Stock Option Agreement (NXT-Id, Inc.)
Adjustment in Option Shares. A. In the event any change is made to the Corporation's Company’s outstanding Common Stock by reason of any stock split, stock dividend, combination of shares, exchange of shares, or other change affecting the outstanding Common Stock as a class without receipt of consideration, then appropriate adjustments shall be made to (i) the total number of Option Shares subject to this optionOption, (ii) the number of Option Shares for which this option Option is to be exercisable from and after each installment date specified in the Grant Notice and (iii) the Option Price payable per share in order to reflect such change and thereby preclude a dilution or enlargement of benefits hereunder.
B. If this option Option is to be assumed in connection with a Corporate Transaction Change in Control described in Paragraph 6 or is otherwise to remain outstanding, then this option Option shall be appropriately adjusted, immediately after such Corporate TransactionChange in Control, to apply and pertain to the number and class of securities which would have been issuable to the Optionee in the consummation of such Corporate Transaction Change in Control had the option been exercised immediately prior to such Corporate TransactionChange in Control, and appropriate adjustments shall also be made to the Option Price payable per share, PROVIDED provided the aggregate Option Price payable hereunder shall remain the same.
Appears in 3 contracts
Samples: Non Employee Director Stock Option Agreement (Geron Corp), Stock Option Agreement (Geron Corp), Non Employee Director Stock Option Agreement (Geron Corp)
Adjustment in Option Shares. A. In the event any change is made to the Corporation's outstanding Common Stock issuable under the Plan (whether by reason of any stock split(i) merger, consolidation or reorganization or (ii) recapitalization, stock dividend, stock split, combination of shares, exchange of shares, shares or other similar change affecting the outstanding Common Stock as a class without receipt of consideration), then appropriate adjustments shall be made then, unless such change results in the termination of all outstanding options pursuant to (i) the total number provisions of Option Shares subject to this optionparagraph III of Articles Two and Three of the Plan, (ii) the number and class of Option Shares for which securities purchasable under this option is to be exercisable from and after each installment date specified in the Grant Notice and (iii) the Option Price payable per share in order shall be appropriately adjusted to reflect such change and thereby preclude a prevent the dilution or enlargement of the Optionee's rights and benefits hereunder.
B. If this option is to be assumed in connection with a Corporate Transaction described in Paragraph 6 or is otherwise to remain outstandingTransaction, then this option shall be appropriately adjusted, immediately after such Corporate Transaction, to apply and pertain to the number and class of securities which would have been issuable to the Optionee in the consummation of such Corporate Transaction had the option been exercised immediately prior to such Corporate Transaction, and appropriate adjustments shall also be made to the Option Price payable per sharePrice, PROVIDED provided the aggregate Option Price payable hereunder shall remain the same.
Appears in 2 contracts
Samples: Non Employee Director Stock Option Agreement (Komag Inc /De/), Non Employee Director Stock Option Agreement (Komag Inc /De/)
Adjustment in Option Shares. A. In the event any change is made to the Corporation's outstanding Common Stock issuable under the Option by reason of any stock split, stock dividend, recapitalization, combination of shares, exchange of shares, conversion or other change affecting the outstanding Common Stock as a class without the Company's receipt of consideration, then appropriate adjustments shall be made to (i) the total number of Option Shares subject to this option, Option and (ii) the number of Option Shares for which this option is to be exercisable from and after each installment date specified in the Grant Notice and (iii) the Option Price payable per share in order to reflect such change and thereby preclude a dilution or enlargement of benefits hereunder.
B. If this option Option is to be assumed in connection with a Corporate Transaction described in Paragraph 6 or is otherwise to remain outstandingcontinue in effect, then this option shall be appropriately adjustedOption shall, immediately after such Corporate Transaction, be appropriately adjusted to apply and pertain to the number and class of securities which would have been issuable issued to the Optionee in the consummation of such Corporate Transaction had the option Option been exercised immediately prior to such Corporate Transaction, and appropriate . Appropriate adjustments shall also be made to the Option Price payable per sharePrice, PROVIDED the aggregate Option Price payable hereunder shall remain the same.
Appears in 2 contracts
Samples: Non Statutory Stock Option Agreement (Encad Inc), Non Statutory Stock Option Agreement (Encad Inc)
Adjustment in Option Shares. A. (a) In the event any change is made to the Corporation's outstanding Common Stock by reason of any stock split, stock dividend, combination of shares, exchange or conversion of shares, or other change affecting the outstanding Common Stock as a class without receipt of consideration, then appropriate adjustments shall be made to (i) the total number of Option Shares subject to this option, Option and (ii) the number of Option Shares for which this option is to be exercisable from and after each installment date specified in the Grant Notice and (iii) the Option Price payable per share in order to reflect such change and thereby preclude a dilution or enlargement of benefits hereunder.
B. (b) If this option Option is to be assumed in connection with a Corporate Transaction described in Paragraph 6 or is otherwise to remain outstandingoutstanding after the Corporate Transaction, then this option Option shall be appropriately adjusted, immediately after such Corporate Transaction, adjusted to apply and pertain to the number and class of securities which that would have been issuable to the Optionee in the consummation of such Corporate Corporation Transaction had the option been exercised immediately prior to such Corporate Transaction, and appropriate adjustments shall also be made to the Option Price payable per share, PROVIDED provided the aggregate Option Price payable hereunder shall remain the same.
Appears in 2 contracts
Samples: Stock Option Agreement (CHINA MOBILITY SOLUTIONS, INC. (Formerly Xin Net Corp.)), Stock Option Agreement (Geocities)
Adjustment in Option Shares. A. (a) In the event any change is made to the Corporation's outstanding Common Stock by reason of any stock split, stock dividend, recapitalization, combination of shares, exchange of shares, shares or other change affecting the outstanding Common Stock as a class without the Corporation's receipt of consideration, then appropriate adjustments shall be made to (i) the total number and/or class of Option Shares securities subject to this option, option and (ii) the number of Option Shares for which this option is to be exercisable from and after each installment date specified in the Grant Notice and (iii) the Option Exercise Price payable per share in order to reflect such change and thereby preclude a dilution or enlargement of benefits hereunder.
B. (b) If this option is to be assumed in connection with a Corporate Transaction described in Paragraph 6 or is otherwise to remain outstanding, then this option shall be appropriately adjusted, immediately after such Corporate Transaction, to apply and pertain to the number and class of securities which would have been issuable to the Optionee in the consummation of such Corporate Transaction had the option been exercised immediately prior to such Corporate Transaction, and appropriate adjustments shall also be made to the Option Exercise Price payable per share, PROVIDED provided -------- the aggregate Option Exercise Price payable hereunder shall remain the same.
Appears in 2 contracts
Samples: Stock Option Agreement (Cuc International Inc /De/), Stock Option Agreement (Cuc International Inc /De/)
Adjustment in Option Shares. A. In the event any change is made to the Corporation's outstanding Common Stock by reason of any stock split, stock dividend, combination of shares, exchange of shares, or other change affecting the outstanding Common Stock as a class without receipt of consideration, then appropriate adjustments shall be made to (i) the total number of Option Shares subject to this option, (ii) the number of Option Shares for which this option is to be exercisable from and after each installment date specified in the Grant Notice and (iii) the Option Price payable per share in order to reflect such change and thereby preclude a dilution or enlargement of benefits hereunder.
, provided that no adjustment shall be made to the option or the shares available under any option in connection with any exchange of common stock issued to investors for Series A Preferred stock. B. If this option is to be assumed in connection with a Corporate Transaction described in Paragraph 6 or is otherwise to remain outstanding, then this option shall be appropriately adjusted, immediately after such Corporate Transaction, to apply and pertain to the number and class of securities which would have been issuable to the Optionee in the consummation of such Corporate Transaction had the option been exercised immediately prior to such Corporate Transaction, and appropriate adjustments shall also be made to the Option Price payable per share, PROVIDED the aggregate Option Price payable hereunder shall remain the same.
Appears in 1 contract
Samples: Stock Option Agreement (Netscape Communications Corp)
Adjustment in Option Shares. A. (a) In the event any change is made to the CorporationCompany's outstanding Common Stock by reason of any stock split, stock dividend, combination of shares, exchange of shares, or other change affecting the outstanding Common Stock as a class without receipt of consideration, then appropriate adjustments shall be made to (i) the total number of Option Shares subject to this option, (ii) the number of Option Shares for which this option is to be exercisable from and after each installment date specified in the Grant Notice and (iii) the Option Price payable per share in order to reflect such change and thereby preclude a dilution or enlargement of benefits hereunder.
B. (b) If this option is to be assumed in connection with a Corporate Transaction described in Paragraph 6 or is otherwise to remain outstandingoutstanding after a Corporate Transaction, then this option shall be appropriately adjusted, immediately after such Corporate Transaction, adjusted to apply and pertain to the number and class of securities which that would have been issuable to the Optionee in the consummation of such Corporate Transaction had the option been exercised immediately prior to such Corporate Transaction, and appropriate adjustments shall also be made to the Option Price payable per share, PROVIDED provided the aggregate Option Price payable hereunder shall remain the same.
Appears in 1 contract
Samples: Stock Option Agreement (Internap Network Services Corp/Wa)
Adjustment in Option Shares. A. In (a) Appropriate adjustments shall be made to (i) the total number and/or class of securities subject to the Option and (ii) the Exercise Price in the event any change is made to the Corporation's outstanding Common Stock by reason of any stock split, stock dividend, spin-off, recapitalization, combination of shares, exchange of shares, shares or other change affecting the outstanding Common Stock as a class without the Corporation's receipt of consideration, then appropriate adjustments shall be made to (i) the total number of Option Shares subject to this option, (ii) the number of Option Shares for which this option is to be exercisable from and after each installment date specified in the Grant Notice and (iii) the Option Price payable per share consideration in order to reflect such change and thereby preclude a dilution or enlargement of benefits hereunder.
B. (b) If this option the Option is to be assumed in connection with a Corporate Transaction described in Paragraph 6 or is otherwise to remain outstanding, outstanding then this option it shall be appropriately adjusted, adjusted immediately after such Corporate Transaction, to apply and pertain to the number and class of securities which that would have been issuable to the Optionee in the consummation of such Corporate Transaction had the option Option been exercised immediately prior to such Corporate Transaction, and appropriate adjustments shall also be made to the Option Exercise Price payable per share, PROVIDED provided the aggregate Option Exercise Price payable hereunder shall remain the same.
Appears in 1 contract
Samples: Stock Option Agreement (New Ico Global Communications Holdings LTD)
Adjustment in Option Shares. A. In the event Should any change is be made to the Corporation's outstanding Common Stock issuable under the Plan by reason of any stock split, stock dividend, recapitalization, combination of shares, exchange of shares, shares or other change affecting the outstanding Common Stock as a class without the Corporation's receipt of consideration, then appropriate adjustments shall be made to (i) the total number of Option Shares subject to this option, (ii) the number and class of Option Shares for which securities purchasable under this option is to be exercisable from and after each installment date specified in the Grant Notice and (iii) the Option Exercise Price payable per share in order shall be appropriately adjusted to reflect such change and thereby preclude a prevent the dilution or enlargement of benefits Optionee's rights hereunder; provided, however, the aggregate Exercise Price shall remain the same.
B. If Should this option is to be assumed in connection with a any Corporate Transaction described in under Paragraph 6 or is otherwise to remain outstanding7, then this option shall be appropriately adjusted, immediately after such Corporate Transaction, adjusted to apply and pertain to the number and class of securities which would have been issuable issued to the Optionee in the consummation of such Corporate Transaction had the option been exercised immediately prior to such Corporate Transaction, and appropriate . Appropriate adjustments shall also be made to the Option Exercise Price payable per share, PROVIDED provided the aggregate Option Exercise Price payable hereunder shall remain the same.
Appears in 1 contract
Samples: Non Statutory Stock Option Agreement (Sharper Image Corp)
Adjustment in Option Shares. A. a. In the event any change is made to the Corporation's outstanding Common Capital Stock issuable hereunder by reason of any stock split, stock dividend, combination of shares, exchange of shares, or other change affecting the outstanding Common Capital Stock as a class without receipt of consideration, then the appropriate adjustments shall will be made to (i) the total number of Option Optioned Shares subject to this option, Option and/or (ii) the number of Option Shares for which this option is to be exercisable from and after each installment date specified in the Grant Notice and (iii) the Option Price payable per share in order to reflect such change and thereby preclude a dilution or enlargement of benefits hereunder.
B. b. If this option the Company is to be assumed the surviving entity in connection with a Corporate Transaction described in Paragraph 6 any merger or is otherwise to remain outstandingother business combination, then this option Option, if outstanding immediately after such merger or other business combination, shall be appropriately adjusted, immediately after such Corporate Transaction, adjusted to apply and pertain to the number and class of securities which would have been be issuable to the Optionee in on the consummation of such Corporate Transaction had merger or business combination if the option been Option were exercised immediately prior to such Corporate Transactionmerger or business combination, and appropriate adjustments also shall also be made to the Option Price payable per share, PROVIDED provided the aggregate Option Price payable hereunder shall remain the same.
Appears in 1 contract
Adjustment in Option Shares. A. In the event any change is made to the Corporation's outstanding Common Stock by reason of any stock split, stock dividend, combination of shares, exchange of shares, or other change affecting the outstanding Common Stock as a class without receipt of consideration, then appropriate adjustments shall be made to (i) the total number of Option Shares subject to this option, (ii) the number of Option Shares for which this option is to be exercisable from and after each installment date specified in the Grant Notice and (iii) the Option Price payable per share in order to reflect such change and thereby preclude a dilution or enlargement of benefits hereunder, provided that no adjustment shall be made to the option or the shares available under any option in connection with any exchange of common stock issued to investors for Series A Preferred stock.
B. If this option is to be assumed in connection with a Corporate Transaction described in Paragraph 6 or is otherwise to remain outstanding, then this option shall be appropriately adjusted, immediately after such Corporate Transaction, to apply and pertain to the number and class of securities which would have been issuable to the Optionee in the consummation of such Corporate Transaction had the option been exercised immediately prior to such Corporate Transaction, and appropriate adjustments shall also be made to the Option Price payable per share, PROVIDED the aggregate Option Price payable hereunder shall remain the same.
Appears in 1 contract
Adjustment in Option Shares. A. In the event Should any change is be made to the Corporation's outstanding Common Stock issuable under the Plan by reason of any stock split, stock dividend, combination of shares, exchange of shares, shares or other change affecting the outstanding such Common Stock as a class without the Corporation's receipt of consideration, then appropriate adjustments shall be made to (i) the total number of Option Shares subject to this option, (ii) the number and class of Option Shares for which securities purchasable under this option is to be exercisable from and after each installment date specified in the Grant Notice and (iii) the Option Price payable per share in order shall be appropriately adjusted to reflect such change and thereby preclude a prevent the dilution or enlargement of benefits Optionee's rights hereunder; provided, however, the aggregate Option Price shall remain the same.
B. If Should this option is to be assumed in connection with a Corporate Transaction described in under Paragraph 6 or is otherwise to remain outstanding7, then this the option shall be appropriately adjustedshall, immediately after such Corporate Transaction, be appropriately adjusted to apply and pertain to the number and class of securities which would have been issuable issued to the Optionee in the consummation of such Corporate Transaction had the option been exercised immediately prior to such Corporate Transaction, and appropriate . Appropriate adjustments shall also be made to the Option Price payable per share, PROVIDED provided the aggregate Option Price payable hereunder shall remain the same.
Appears in 1 contract
Samples: Non Employee Director Automatic Stock Option Agreement (Quickresponse Services Inc)
Adjustment in Option Shares. A. In the event any change is made to the Corporation's outstanding Common Stock issuable under the Plan by reason of any stock split, stock dividend, combination of shares, exchange of shares, shares or other change affecting the outstanding Common Stock as a class without receipt of consideration, then appropriate adjustments shall automatically be made to (i) the total number and/or class of Option Shares securities subject to this option, (ii) the number of Option Shares for which this option is to be exercisable from and after each installment date specified in the Grant Notice and (iii) the Option Price payable per share in order to reflect such change transaction and thereby preclude a the dilution or enlargement of benefits hereunder.
B. If this option is to be assumed in connection with a Corporate Transaction described in under Paragraph 6 or is otherwise to remain outstanding7, then this option shall be appropriately adjustedshall, immediately after such Corporate Transaction, be appropriately adjusted to apply and pertain to the number and class of securities which would have been issuable issued to the Optionee in the consummation of such Corporate Transaction had the this option been exercised immediately prior to such Corporate Transaction, and appropriate . Appropriate adjustments shall also be made to the Option Price payable per share, PROVIDED provided the aggregate Option Price payable hereunder shall remain the same.
Appears in 1 contract
Samples: Non Statutory Stock Option Agreement (Matrix Pharmaceutical Inc/De)