Common use of Adjustment of Fair Market Value Clause in Contracts

Adjustment of Fair Market Value. Subject to compliance by the Company with Section 4.10 and 8.13(c), the Company or the Board shall adjust the Fair Market Value as may be necessary to equitably reflect (a) any stock split, stock dividend or similar recapitalization or reorganization of the Company that occurs during the Pre-Closing Period and results in a change in the number of issued and outstanding Shares in order to prevent any dilution or enlargement of Stockholders’ rights and obligations under this Article VIII in connection with the exercise of any Put Option or Call Option hereunder, and (b) the issuance of any Common Stock or Common Stock Equivalents that occurs during the Pre-Closing Period; provided, however, that no such adjustment shall be made for any such transaction effected without the Unilever Stockholder’s consent.