Common use of Adjustment of Awards Clause in Contracts

Adjustment of Awards. a. If there is an increase or decrease in the number of issued and outstanding shares of Common Stock through the payment of a stock dividend or resulting from a stock split, a recapitalization, or a combination or exchange of shares of Common Stock, then the number of outstanding RSUs hereunder shall be adjusted so that the proportion of such Award to the Company’s total issued and outstanding shares of Common stock remains the same as existed immediately prior to such event. b. If there is spin-off or other similar distribution to the Company’s stockholders of stock of an Affiliate, the number and type of shares subject to the Award shall be adjusted by the Committee (which adjustment may include Shares, stock of such Affiliate, cash or a combination thereof) so that the value of the outstanding Award immediately prior to such event is preserved, as determined by the Committee in its sole discretion. If stock of an Affiliate or former Affiliate becomes subject to the Award as a result of any such adjustment, the terms of the Agreement shall apply to such stock in the same manner as if it were Shares. c. Except as provided in Sections 8(a) and 8(b) of this Agreement, no adjustment in the number of shares of Common Stock subject to any outstanding portion of the RSUs shall be made upon the issuance by the Company of shares of any class of its capital stock or securities convertible into shares of any class of capital stock, either in connection with a direct sale or upon the exercise of rights or warrants to subscribe therefor, or upon the conversion of any other obligation of the Company that may be convertible into such shares or other securities. d. Upon the occurrence of events affecting Common Stock other than those specified in Sections 8(a), 8(b) and 8(c) of this Agreement, the Committee may make such other adjustments to awards as are permitted under Section 5(b) of the Plan. This section shall not be construed as limiting any other rights the Committee may have under the terms of the Plan.

Adjustment of Awards. a. If there is an increase or decrease in the number of issued and outstanding shares of Common Stock through the payment of a stock dividend or resulting from a stock split, a recapitalization, or a combination or exchange of shares of Common Stock, then the number of outstanding RSUs hereunder shall be adjusted so that the proportion of such Award to the Company’s total issued and outstanding shares of Common stock remains the same as existed immediately prior to such event. b. If there is spin-off or other similar distribution to the Company’s stockholders of stock of an Affiliate, the number and type of shares subject to the Award shall be adjusted by the Committee (which adjustment may include Shares, stock of such Affiliate, cash or a combination thereof) so that the value of the outstanding Award immediately prior to such event is preserved, as determined by the Committee in its sole discretion. If stock of an Affiliate or former Affiliate becomes subject to the Award as a result of any such adjustment, the terms of the Agreement shall apply to such stock in the same manner as if it were Shares. c. Except as provided in Sections 8(a) and 8(b) of this Agreement, no adjustment in the number of shares of Common Stock subject to any outstanding portion of the RSUs shall be made upon the issuance by the Company of shares of any class of its capital stock or securities convertible into shares of any class of capital stock, either in connection with a direct sale or upon the exercise of rights or warrants to subscribe therefor, or upon the conversion of any other obligation of the Company that may be convertible into such shares or other securities. d. Upon the occurrence of events affecting Common Stock other than those specified in Sections 8(a), 8(b) and 8(c) of this Agreement, the Committee may make such other adjustments to awards as are permitted under Section 5(b5(c) of the Plan. This section shall not be construed as limiting any other rights the Committee may have under the terms of the Plan.

Adjustment of Awards. a. If there is an increase or decrease in the number of issued and outstanding shares of Common Stock through the payment of a stock dividend or resulting from a stock split, a recapitalization, or a combination or exchange of shares of Common Stock, then the number of outstanding RSUs hereunder shall be adjusted so that the proportion of such Award to the Company’s total issued and outstanding shares of Common stock remains the same as existed immediately prior to such event. b. If there is spin-off or other similar distribution to the Company’s stockholders shareholders of stock of an Affiliate, the number and type of shares subject to the Award shall be adjusted by the Committee (which adjustment may include Shares, stock of such Affiliate, cash or a combination thereof) so that the value of the outstanding Award immediately prior to such event is preserved, as determined by the Committee in its sole discretion. If stock of an Affiliate or former Affiliate becomes subject to the Award as a result of any such adjustment, the terms of the Agreement shall apply to such stock in the same manner as if it were Shares. c. Except as provided in Sections 8(a) and 8(b) of this Agreement, no adjustment in the number of shares of Common Stock subject to any outstanding portion of the RSUs shall be made upon the issuance by the Company of shares of any class of its capital stock or securities convertible into shares of any class of capital stock, either in connection with a direct sale or upon the exercise of rights or warrants to subscribe therefor, or upon the conversion of any other obligation of the Company that may be convertible into such shares or other securities. d. Upon the occurrence of events affecting Common Stock other than those specified in Sections 8(a), 8(b) and 8(c) of this Agreement, the Committee may make such other adjustments to awards as are permitted under Section 5(b5(c) of the Plan. This section shall not be construed as limiting any other rights the Committee may have under the terms of the Plan.

Adjustment of Awards. a. (a) If there is an increase or decrease in the number of issued and outstanding shares of Common Stock Shares through the payment of a stock dividend or through any recapitalization resulting from in a stock split, a recapitalization, or a combination or exchange of shares of Common StockShares, then the number of outstanding RSUs hereunder shall be adjusted so that the proportion of such Award to the Company’s total issued and outstanding shares of Common stock Shares remains the same as existed immediately prior to such event. b. (b) If there is spin-off or other similar distribution to the Company’s stockholders 's shareholders of stock of an Affiliatestock, the number and type of shares subject to the Award shall be adjusted by the Committee (which adjustment may include Shares, stock of such Affiliate, cash or a combination thereof) so that the value of the outstanding Award immediately prior to such event is preserved, as determined by the Committee in its sole discretion. If stock of an Affiliate or former Affiliate becomes subject to the Award as a result of any such adjustment, the terms of the Agreement shall apply to such stock in the same manner as if it were Shares. c. (c) Except as provided in Sections 8(asubsections (a) and 8(b) of this Agreement(b), above, no adjustment in the number of shares of Common Stock Shares subject to any outstanding portion of the RSUs shall be made upon the issuance by the Company of shares Shares of any class of its capital stock or securities convertible into shares Shares of any class of capital stock, either in connection with a direct sale or upon the exercise of rights or warrants to subscribe therefor, or upon the conversion of any other obligation of the Company that may be convertible into such shares Shares or other securities. d. (d) Upon the occurrence of events affecting Common Stock Shares other than those specified in Sections 8(asubsections (a), 8(b(b) and 8(c) of this Agreement(c), above, the Committee may make such other adjustments to awards as are permitted under Section 5(b5(c) of the Plan. This section shall not be construed as limiting any other rights the Committee may have under the terms of the Plan.

Adjustment of Awards. a. (a) If there is an increase or decrease in the number of issued and outstanding shares of Common Stock Shares through the payment of a stock dividend or resulting from a stock split, a recapitalization, or a combination or exchange of shares of Common StockShares, then the number of outstanding RSUs hereunder shall be adjusted so that the proportion of such Award to the Company’s total issued and outstanding shares of Common stock Shares remains the same as existed immediately prior to such event. b. (b) If there is spin-off or other similar distribution to the Company’s stockholders shareholders of stock of an Affiliatestock, the number and type of shares Shares subject to the Award shall be adjusted by the Committee (which adjustment may include Shares, stock of such an Affiliate or former Affiliate, cash or a combination thereof) so that the value of the outstanding Award immediately prior to such event is preserved, as determined by the Committee in its sole discretion. If stock of an Affiliate or former Affiliate becomes subject to the Award as a result of any such adjustment, the terms of the Agreement shall apply to such stock in the same manner as if it were Shares. c. (c) Except as provided in Sections 8(asubsections (a) and 8(b(b) of this Agreementabove, no adjustment in the number of shares of Common Stock Shares subject to any outstanding portion of the RSUs shall be made upon the issuance by the Company of shares of any class of its capital stock or securities convertible into shares of any class of capital stock, either in connection with a direct sale or upon the exercise of rights or warrants to subscribe therefor, or upon the conversion of any other obligation of the Company that may be convertible into such shares or other securities. d. (d) Upon the occurrence of events affecting Common Stock Shares other than those specified in Sections 8(asubsections (a), 8(b(b) and 8(c(c) of this Agreementabove, the Committee may make such other adjustments to awards as are permitted under Section 5(b5(c) of the Plan. This section shall not be construed as limiting any other rights the Committee may have under the terms of the Plan.

Adjustment of Awards. a. (a) If there is an increase or decrease in the number of issued and outstanding shares of Common Stock Shares through the payment of a stock dividend or through any recapitalization resulting from in a stock split, a recapitalization, or a combination or exchange of shares of Common StockShares, then the number of outstanding RSUs hereunder shall be adjusted so that the proportion of such Award to the Company’s total issued and outstanding shares of Common stock Shares remains the same as existed immediately prior to such event. b. (b) If there is spin-off or other similar distribution to the Company’s stockholders shareholders of stock of an Affiliatestock, the number and type of shares subject to the Award shall be adjusted by the Committee (which adjustment may include Shares, stock of such Affiliate, cash or a combination thereof) so that the value of the outstanding Award immediately prior to such event is preserved, as determined by the Committee in its sole discretion. If stock of an Affiliate or former Affiliate becomes subject to the Award as a result of any such adjustment, the terms of the Agreement shall apply to such stock in the same manner as if it were Shares. c. (c) Except as provided in Sections 8(asubsections (a) and 8(b) of this Agreement(b), above, no adjustment in the number of shares of Common Stock Shares subject to any outstanding portion of the RSUs shall be made upon the issuance by the Company of shares Shares of any class of its capital stock or securities convertible into shares Shares of any class of capital stock, either in connection with a direct sale or upon the exercise of rights or warrants to subscribe therefor, or upon the conversion of any other obligation of the Company that may be convertible into such shares Shares or other securities. d. (d) Upon the occurrence of events affecting Common Stock Shares other than those specified in Sections 8(asubsections (a), 8(b(b) and 8(c) of this Agreement(c), above, the Committee may make such other adjustments to awards as are permitted under Section 5(b5(c) of the Plan. This section shall not be construed as limiting any other rights the Committee may have under the terms of the Plan.

Adjustment of Awards. a. (a) If there is an increase or decrease in the number of issued and outstanding shares of Common Stock Shares through the payment of a stock dividend or resulting from a stock split, a recapitalization, or a combination or exchange of shares of Common StockShares, then the number of outstanding RSUs hereunder shall be adjusted so that the proportion of such Award to the Company’s total issued and outstanding shares of Common stock Shares remains the same as existed immediately prior to such event. b. (b) If there is spin-off or other similar distribution to the Company’s stockholders shareholders of stock of an Affiliatestock, the number and type of shares subject to the Award shall be adjusted by the Committee (which adjustment may include Shares, stock of such Affiliate, cash or a combination thereof) so that the value of the outstanding Award immediately prior to such event is preserved, as determined by the Committee in its sole discretion. If stock of an Affiliate or former Affiliate becomes subject to the Award as a result of any such adjustment, the terms of the Agreement shall apply to such stock in the same manner as if it were Shares. c. (c) Except as provided in Sections 8(asubsections (a) and 8(b(b) of this Agreementabove, no adjustment in the number of shares of Common Stock Shares subject to any outstanding portion of the RSUs shall be made upon the issuance by the Company of shares of any class of its capital stock or securities convertible into shares of any class of capital stock, either in connection with a direct sale or upon the exercise of rights or warrants to subscribe therefor, or upon the conversion of any other obligation of the Company that may be convertible into such shares or other securities. d. (d) Upon the occurrence of events affecting Common Stock Shares other than those specified in Sections 8(asubsections (a), 8(b(b) and 8(c(c) of this Agreementabove, the Committee may make such other adjustments to awards as are permitted under Section 5(b5(c) of the Plan. This section shall not be construed as limiting any other rights the Committee may have under the terms of the Plan.

Adjustment of Awards. a. (a) If there is an increase or decrease in the number of issued and outstanding shares of Common Stock Shares through the payment of a stock dividend or resulting from a stock split, a recapitalization, or a combination or exchange of shares of Common StockShares, then the number of outstanding RSUs hereunder shall be adjusted so that the proportion of such Award to the Company’s total issued and outstanding shares of Common stock Shares remains the same as existed immediately prior to such event. b. (b) If there is spin-off or other similar distribution to the Company’s stockholders 's shareholders of stock of an Affiliatestock, the number and type of shares Shares subject to the Award shall be adjusted by the Committee (which adjustment may include Shares, stock of such an Affiliate or former Affiliate, cash or a combination thereof) so that the value of the outstanding Award immediately prior to such event is preserved, as determined by the Committee in its sole discretion. If stock of an Affiliate or former Affiliate becomes subject to the Award as a result of any such adjustment, the terms of the Agreement shall apply to such stock in the same manner as if it were Shares. c. (c) Except as provided in Sections 8(asubsections (a) and 8(b(b) of this Agreementabove, no adjustment in the number of shares of Common Stock Shares subject to any outstanding portion of the RSUs shall be made upon the issuance by the Company of shares of any class of its capital stock or securities convertible into shares of any class of capital stock, either in connection with a direct sale or upon the exercise of rights or warrants to subscribe therefor, or upon the conversion of any other obligation of the Company that may be convertible into such shares or other securities. d. (d) Upon the occurrence of events affecting Common Stock Shares other than those specified in Sections 8(asubsections (a), 8(b(b) and 8(c(c) of this Agreementabove, the Committee may make such other adjustments to awards as are permitted under Section 5(b5(c) of the Plan. This section shall not be construed as limiting any other rights the Committee may have under the terms of the Plan.

Adjustment of Awards. a. (a) If there is an increase or decrease in the number of issued and outstanding shares of Common Stock Shares through the payment of a stock dividend or resulting from a stock split, a recapitalization, or a combination or exchange of shares of Common StockShares, then the number of outstanding RSUs hereunder shall be adjusted so that the proportion of such Award to the Company’s total issued and outstanding shares of Common stock Shares remains the same as existed immediately prior to such event. b. (b) If there is spin-off or other similar distribution to the Company’s stockholders 's shareholders of stock of an Affiliatestock, the number and type of shares Shares subject to the Award shall be adjusted by the Committee (which adjustment may include Shares, stock of such an Affiliate or former Affiliate, cash or a combination thereof) so that the value of the outstanding Award immediately prior to such event is preserved, as determined by the Committee in its sole discretion. If stock of an Affiliate or former Affiliate becomes subject to the Award as a result of any such adjustment, the terms of the Agreement shall apply to such stock in the same manner as if it were Shares. c. (c) Except as provided in Sections Section 8(a) and or Section 8(b) of this Agreement, no adjustment in the number of shares of Common Stock Shares subject to any outstanding portion of the RSUs shall be made upon the issuance by the Company of shares of any class of its capital stock or securities convertible into shares of any class of capital stock, either in connection with a direct sale or upon the exercise of rights or warrants to subscribe therefor, or upon the conversion of any other obligation of the Company that may be convertible into such shares or other securities. d. (d) Upon the occurrence of events affecting Common Stock Shares other than those specified in Sections 8(a), 8(b) and or 8(c) of this Agreement, the Committee may make such other adjustments to awards as are permitted under Section 5(b5(c) of the Plan. This section shall not be construed as limiting any other rights the Committee may have under the terms of the Plan.

Adjustment of Awards. a. If there is an increase or decrease in the number of issued and outstanding shares of Common Stock through the payment of a stock dividend or resulting from a stock split, a recapitalization, or a combination or exchange of shares of Common Stock, then the number of outstanding RSUs hereunder shall be adjusted so that the proportion of such Award to the Company’s total issued and outstanding shares of Common stock remains the same as existed immediately prior to such event. b. a. If there is spin-off or other similar distribution to the Company’s stockholders shareholders of stock of an Affiliate, the number and type of shares subject to the Award shall be adjusted by the Committee (which adjustment may include Shares, stock of such Affiliate, cash or a combination thereof) so that the value of the outstanding Award immediately prior to such event is preserved, as determined by the Committee in its sole discretion. If stock of an Affiliate or former Affiliate becomes subject to the Award as a result of any such adjustment, the terms of the Agreement shall apply to such stock in the same manner as if it were Shares. c. b. Except as provided in Sections 8(a) and 8(b) of this Agreement, no adjustment in the number of shares of Common Stock subject to any outstanding portion of the RSUs shall be made upon the issuance by the Company of shares of any class of its capital stock or securities convertible into shares of any class of capital stock, either in connection with a direct sale or upon the exercise of rights or warrants to subscribe therefor, or upon the conversion of any other obligation of the Company that may be convertible into such shares or other securities. d. c. Upon the occurrence of events affecting Common Stock other than those specified in Sections 8(a), 8(b) and 8(c) of this Agreement, the Committee may make such other adjustments to awards as are permitted under Section 5(b5(c) of the Plan. This section shall not be construed as limiting any other rights the Committee may have under the terms of the Plan.

Adjustment of Awards. a. If there is an increase or decrease in the number of issued and outstanding shares of Common Stock through the payment of a stock dividend or resulting from a stock split, a recapitalization, or a combination or exchange of shares of Common Stock, then the number of outstanding RSUs hereunder shall be adjusted so that the proportion of such Award to the Company’s total issued and outstanding shares of Common stock remains the same as existed immediately prior to such event. b. If there is spin-off or other similar distribution to the Company’s stockholders of stock of an Affiliate, the number and type of shares subject to the Award shall be adjusted by the Committee (which adjustment may include Shares, stock of such Affiliate, cash or a combination thereof) so that the value of the outstanding Award immediately prior to such event is preserved, as determined by the Committee in its sole discretion. If stock of an Affiliate or former Affiliate becomes subject to the Award as a result of any such adjustment, the terms of the Agreement shall apply to such stock in the same manner as if it were Shares. c. Except as provided in Sections 8(a) and 8(b) of this Agreement, no adjustment in the number of shares of Common Stock subject to any outstanding portion of the RSUs shall be made upon the issuance by the Company of shares of any class of its capital stock or securities convertible into shares of any class of capital stock, either in connection with a direct sale or upon the exercise of rights or warrants to subscribe therefor, or upon the conversion of any other obligation of the Company that may be convertible into such shares or other securities. d. Upon the occurrence of events affecting Common Stock other than those specified in Sections 8(a), 8(b) and 8(c) of this Agreement, the Committee may make such other adjustments to awards as are permitted under Section 5(b) of the Plan. This section shall not be construed as limiting any other rights the Committee may have under the terms of the Plan.