Common use of Adjustment of Option Shares and Option Price Clause in Contracts

Adjustment of Option Shares and Option Price. a. The number of Option Shares subject to this Option during the Option Period shall be cumulative as to all prior dates of calculation and shall be adjusted for any stock dividend, subdivision, split-up or combination of Common Stock. b. If, at any time through December 31, 2001 of the Option Period, the Corporation issues any previously unissued Common Stock as the result of any financing, acquisition, joint venture or other business transaction, then, during such period the number of shares subject to the Option shall be adjusted such that the holder thereof shall have the right to exercise the Option for the same percentage of the issued and outstanding Common Stock of the Corporation after giving effect to such transaction (including the future conversion or exercise of any option or warrants issued in such transaction during the term of the Option, but converted thereafter) as he held options for immediately prior to such transaction. c. The Option Price shall be subject to adjustment from time to time as follows: (1) If, at any time during the Option Period, the number of shares of Common Stock outstanding is increased by a stock dividend payable in shares of Common Stock or by a subdivision or split-up of shares of Common Stock, then, immediately following the record date fixed for the determination of holders of shares of Common Stock entitled to receive such stock dividend, subdivision or split-up, the Option Price shall be appropriately decreased so that the number of shares of Common Stock issuable upon the exercise hereof shall be increased in proportion to such increase in outstanding shares. (2) If, at any time during the Option Period, the number of shares of Common Stock outstanding is decreased by a combination of outstanding shares of Common Stock, then, immediately following the record date for such combination, the Option Price shall be appropriately increased so that the number of shares of Common Stock issuable upon the exercise hereof shall be decreased in proportion to such decrease in outstanding shares.

Adjustment of Option Shares and Option Price. a. The number of Option Shares subject to this Option during the Option Period shall be cumulative as to all prior dates of calculation and shall be adjusted for any stock dividend, subdivision, split-up or combination of Common Stock. b. If, at any time through December 31, 2001 of the Option Period, the Corporation issues any previously unissued Common Stock as over and beyond the result of any financingnumber shares outstanding February 21, acquisition1998, joint venture or other business transaction, then, during such period then the number of shares subject to the Option shall be adjusted such that the holder thereof shall have the right to exercise the Option for the same percentage of the issued and outstanding Common Stock of the Corporation after giving effect to such transaction (including the future conversion or exercise of any option or warrants issued in such transaction during the term of the Option, but converted thereafter) as he held options for immediately prior to such transactionoption shares on February 21, 1998. c. The Option Price shall be subject to adjustment from time to time as follows: (1) If, at any time during the Option Period, the number of shares of Common Stock outstanding is increased by a stock dividend payable in shares of Common Stock or by a subdivision or split-up of shares of Common Stock, then, immediately following the record date fixed for the determination of holders of shares of Common Stock entitled to receive such stock dividend, subdivision or split-up, the Option Price shall be appropriately decreased so that the number of shares of Common Stock issuable upon the exercise hereof shall be increased in proportion to such increase in outstanding shares. (2) If, at any time during the Option Period, the number of shares of Common Stock outstanding is decreased by a combination of outstanding shares of Common Stock, then, immediately following the record date for such combination, the Option Price shall be appropriately increased so that the number of shares of Common Stock issuable upon the exercise hereof shall be decreased in proportion to such decrease in outstanding shares.

Adjustment of Option Shares and Option Price. a. The number of Option Shares subject to this Option during the Option Period shall be cumulative as to all prior dates of calculation and shall be adjusted for any stock dividend, subdivision, split-up or combination of Common Stock. b. If, at any time through December 31, 2001 during the first 36 months of the Option Period, the Corporation issues any previously unissued Common Stock as the result of any financing, acquisition, joint venture or other business transaction, then, during such period the number of shares subject to the Option shall be adjusted such that the holder thereof shall have the right to exercise the Option for the same percentage of the issued and outstanding Common Stock of the Corporation after giving effect to such transaction (including the future conversion or exercise of any option or warrants issued in such transaction during the term of the Option, but converted thereafter) as he held options for immediately prior to such transaction. c. The Option Price shall be subject to adjustment from time to time as follows: (1) If, at any time during the Option Period, the number of shares of Common Stock outstanding is increased by a stock dividend payable in shares of Common Stock or by a subdivision or split-up of shares of Common Stock, then, immediately following the record date fixed for the determination of holders of shares of Common Stock entitled to receive such stock dividend, subdivision or split-up, the Option Price shall be appropriately decreased so that the number of shares of Common Stock issuable upon the exercise hereof shall be increased in proportion to such increase in outstanding shares. (2) If, at any time during the Option Period, the number of shares of Common Stock outstanding is decreased by a combination of outstanding shares of Common Stock, then, immediately following the record date for such combination, the Option Price shall be appropriately increased so that the number of shares of Common Stock issuable upon the exercise hereof shall be decreased in proportion to such decrease in outstanding shares.

Adjustment of Option Shares and Option Price. a. The number of Option Shares subject to this Option during the Option Period shall be cumulative as to all prior dates of calculation and shall be adjusted for any stock dividend, subdivision, split-up or combination of Common Stock. b. If, at any time through December 31, 2001 of the Option Period, the Corporation issues any previously unissued Common Stock as over and beyond the result number of any financingshares outstanding February 21, acquisition1998, joint venture or other business transaction, then, during such period then the number of shares subject to the Option shall be adjusted such that the holder thereof shall have the right to exercise the Option for the same percentage of the issued and outstanding Common Stock of the Corporation after giving effect to such transaction (including the future conversion or exercise of any option or warrants issued in such transaction during the term of the Option, but converted thereafter) as he held options for immediately prior to such transactionoption shares on February 21, 1998. c. The Option Price shall be subject to adjustment from time to time as follows: (1) If, at any time during the Option Period, the number of shares of Common Stock outstanding is increased by a stock dividend payable in shares of Common Stock or by a subdivision or split-up of shares of Common Stock, then, immediately following the record date fixed for the determination of holders of shares of Common Stock entitled to receive such stock dividend, subdivision or split-up, the Option Price shall be appropriately decreased so that the number of shares of Common Stock issuable upon the exercise hereof shall be increased in proportion to such increase in outstanding shares. (2) If, at any time during the Option Period, the number of shares of Common Stock outstanding is decreased by a combination of outstanding shares of Common Stock, then, immediately following the record date for such combination, the Option Price shall be appropriately increased so that the number of shares of Common Stock issuable upon the exercise hereof shall be decreased in proportion to such decrease in outstanding shares.

Adjustment of Option Shares and Option Price. a. The number of Option Shares subject to this Option during the Option Period shall be cumulative as to all prior dates of calculation and shall be adjusted for any stock dividend, subdivision, split-up or combination of Common Stock. b. If, at any time through December 31, 2001 of the Option Period, the Corporation issues any previously unissued Common Stock as over and beyond the result of any financingnumber shares outstanding February 21, acquisition, joint venture or other business transaction1998, then, during such period on January 1, 2000, 2001 and 2002 the number of shares subject to the Option shall be adjusted such that the holder thereof shall have the right to exercise the Option for the same percentage of the issued and outstanding Common Stock of the Corporation after giving effect to such transaction (including the future conversion or exercise of any option or warrants issued in such transaction during the term of the Option, but converted thereafter) as he held options for immediately prior to such transactionoption shares on February 21, 1998. c. The Option Price shall be subject to adjustment from time to time as follows: (1) If, at any time during the Option Period, the number of shares of Common Stock outstanding is increased by a stock dividend payable in shares of Common Stock or by a subdivision or split-up of shares of Common Stock, then, immediately following the record date fixed for the determination of holders of shares of Common Stock entitled to receive such stock dividend, subdivision or split-up, the Option Price shall be appropriately decreased so that the number of shares of Common Stock issuable upon the exercise hereof shall be increased in proportion to such increase in outstanding shares. (2) If, at any time during the Option Period, the number of shares of Common Stock outstanding is decreased by a combination of outstanding shares of Common Stock, then, immediately following the record date for such combination, the Option Price shall be appropriately increased so that the number of shares of Common Stock issuable upon the exercise hereof shall be decreased in proportion to such decrease in outstanding shares.

Adjustment of Option Shares and Option Price. a. The number of Option Shares subject to this Option during the Option Period shall be cumulative as to all prior dates of calculation and shall be adjusted for any stock dividend, subdivision, split-up or combination of Common Stock. b. If, at any time through December 31, 2001 of the Option Period, the Corporation issues any previously unissued Common Stock as over and beyond the result number of any financingshares outstanding February 21, acquisition1998, joint venture or other business transaction, then, during such period then the number of shares subject to the Option shall be adjusted such that the holder thereof shall have the right to exercise the Option for the same percentage of the issued and outstanding Common Stock of the Corporation after giving effect to such transaction (including the future conversion or exercise of any option or warrants issued in such transaction during the term of the Option, but converted thereafter) as he held options for immediately prior to such transactionoption shares on February 21, 1998. c. The Option Price shall be subject to adjustment from time to time as follows: (1) If, at any time during the Option Period, the number of shares of Common Stock outstanding is increased by a stock dividend payable in shares of Common Stock or by a subdivision or split-up of shares of Common Stock, then, immediately following the record date fixed for the determination of holders of shares of Common Stock entitled to receive such stock dividend, subdivision or split-up, the Option Price shall be appropriately decreased so that the number of shares of Common Stock issuable upon the exercise hereof shall be increased in proportion to such increase in outstanding shares. (2) If, at any time during the Option Period, the number of shares of Common Stock outstanding is decreased by a combination of outstanding shares of Common Stock, then, immediately following the record date for such combination, the Option Price shall be appropriately increased so that the number of shares of Common Stock issuable upon the exercise hereof shall be decreased in proportion to such decrease in outstanding shares.

Adjustment of Option Shares and Option Price. a. The number of Option Shares subject to this Option during the Option Period shall be cumulative as to all prior dates of calculation and shall be adjusted for any stock dividend, subdivision, split-up or combination of Common Stock. b. If, at any time through December 31, 2001 of the Option Period, the Corporation issues any previously unissued Common Stock as over and beyond the result number of any financingshares outstanding February 21, acquisition, joint venture or other business transaction1998, then, during such period on January 1, 2000, 2001 and 2002, the number of shares subject to the Option shall be adjusted such that the holder thereof shall have the right to exercise the Option for the same percentage of the issued and outstanding Common Stock of the Corporation after giving effect to such transaction (including the future conversion or exercise of any option or warrants issued in such transaction during the term of the Option, but converted thereafter) as he held options for immediately prior to such transactionoption shares on February 21, 1998. c. The Option Price shall be subject to adjustment from time to time as follows: (1) If, at any time during the Option Period, the number of shares of Common Stock outstanding is increased by a stock dividend payable in shares of Common Stock or by a subdivision or split-up of shares of Common Stock, then, immediately following the record date fixed for the determination of holders of shares of Common Stock entitled to receive such stock dividend, subdivision or split-up, the Option Price shall be appropriately decreased so that the number of shares of Common Stock issuable upon the exercise hereof shall be increased in proportion to such increase in outstanding shares. (2) If, at any time during the Option Period, the number of shares of Common Stock outstanding is decreased by a combination of outstanding shares of Common Stock, then, immediately following the record date for such combination, the Option Price shall be appropriately increased so that the number of shares of Common Stock issuable upon the exercise hereof shall be decreased in proportion to such decrease in outstanding shares.

Adjustment of Option Shares and Option Price. a. The number of Option Shares subject to this Option during the Option Period shall be cumulative as to all prior dates of calculation and shall be adjusted for any stock dividend, subdivision, split-up or combination of Common Stock. b. If, at any time through December 31, 2001 of the Option Period, the Corporation issues any previously unissued Common Stock as the result of any financing, acquisition, joint venture or other business transaction, then, during such period the number of shares subject to the Option shall be adjusted such that the holder thereof shall have the right to exercise the Option for the same percentage of the issued and outstanding Common Stock of the Corporation after giving effect to such transaction (including the future conversion or exercise of any option or warrants issued in such transaction during the term of the Option, but converted thereafter) as he held options for immediately prior to such transaction. c. The Option Price shall be subject to adjustment from time to time as follows: (1) If, at any time during the Option Period, the number of shares of Common Stock outstanding is increased by a stock dividend payable in shares of Common Stock or by a subdivision or split-up of shares of Common Stock, then, immediately following the record date fixed for the determination of holders of shares of Common Stock entitled to receive such stock dividend, subdivision or split-up, the Option Price shall be appropriately decreased so that the number of shares of Common Stock issuable upon the exercise hereof shall be increased in proportion to such increase in outstanding shares. (2) If, at any time during the Option Period, the number of shares of Common Stock outstanding is decreased by a combination of outstanding shares of Common Stock, then, immediately following the record date for such combination, the Option Price shall be appropriately increased so that the number of shares of Common Stock issuable upon the exercise hereof shall be decreased in proportion to such decrease in outstanding shares. (3) If, at any time between August 1, 1989 and August 1, 1993 the Corporation issues any previously unissued Common Stock as a result of any financing, acquisition, joint venture or other business transaction, then, during such period the number of shares subject to 120,000 of the Option shall be adjusted such that the holder thereof shall have the right to exercise the Option for the same percentage of the issued and outstanding Common Stock of the Corporation after giving effect to such transaction (including the future conversion or exercise of any option or warrants issued in such transaction during the term of the Option, but converted thereafter) as he held options for immediately prior to such transaction.

Adjustment of Option Shares and Option Price. a. The number of Option Shares subject to this Option during the Option Period shall be cumulative as to all prior dates of calculation and shall be adjusted for any stock dividend, subdivision, split-up or combination of Common Stock. b. If, at any time through December 31, 2001 of the Option Period, the Corporation issues any previously unissued Common Stock as the result of any financing, acquisition, joint venture or other business transaction, then, during such period the number of shares subject to the Option shall be adjusted such that the holder thereof shall have the right to exercise the Option for the same percentage of the issued and outstanding Common Stock of the Corporation after giving effect to such transaction (including the future conversion or exercise of any option or warrants issued in such transaction during the term of the Option, but converted thereafter) as he held options for immediately prior to such transaction. c. The Option Price shall be subject to adjustment from time to time as follows: (1) If, at any time during the Option Period, the number of shares of Common Stock outstanding is increased by a stock dividend payable in shares of Common Stock or by a subdivision or split-up of shares of Common Stock, then, immediately following the record date fixed for the determination of holders of shares of Common Stock entitled to receive such stock dividend, subdivision or split-up, the Option Price shall be appropriately decreased so that the number of shares of Common Stock issuable upon the exercise hereof shall be increased in proportion to such increase in outstanding shares. (2) If, at any time during the Option Period, the number of shares of Common Stock outstanding is decreased by a combination of outstanding shares of Common Stock, then, immediately following the record date for such combination, the Option Price shall be appropriately increased so that the number of shares of Common Stock issuable upon the exercise hereof shall be decreased in proportion to such decrease in outstanding shares.

Adjustment of Option Shares and Option Price. a. The number of ACTV Option Shares subject to this Option during the Option Period shall be cumulative as to all prior dates of calculation and shall be adjusted for any stock dividend, subdivision, split-up or combination of ACTV Common Stock. b. If, at any time through December 31, 2001 of the Option Period, the Corporation issues any previously unissued Common Stock as the result of any financing, acquisition, joint venture or other business transaction, then, during such period the number of shares subject to the Option shall be adjusted such that the holder thereof shall have the right to exercise the Option for the same percentage of the issued and outstanding Common Stock of the Corporation after giving effect to such transaction (including the future conversion or exercise of any option or warrants issued in such transaction during the term of the Option, but converted thereafter) as he held options for immediately prior to such transaction. c. The Option Price shall be subject to adjustment from time to time as follows: (1) : If, at any time during the Option Period, the number of shares of ACTV Common Stock outstanding is increased altered by a stock dividend payable in shares of ACTV Common Stock or by a subdivision or split-up or combination of shares of ACTV Common Stock, then, immediately following the record date fixed for the determination of holders of shares of ACTV Common Stock entitled to receive such stock dividend, subdivision or split-upup or combination, the Option Price shall be appropriately increased or decreased so that and the number of shares of ACTV Common Stock issuable upon the exercise hereof shall be increased or decreased, pursuant to the formula set forth in proportion to such increase in outstanding sharesSection 4.c. (2) If, at any time during c. Upon each adjustment of the Option Period, Price pursuant to the provisions of this Section 4. the number of shares of Common Stock outstanding is decreased by a combination of outstanding shares of Common Stock, then, immediately following the record date for such combination, the Option Price shall be appropriately increased so that the number of shares of ACTV Common Stock issuable upon the exercise hereof shall be decreased adjusted to the nearest full share of ACTV Common Stock by multiplying a number equal to the Option Price in proportion effect immediately prior to such decrease in outstanding sharesadjustment by the number of shares of ACTV Common Stock issuable immediately prior to such adjustment and dividing the product so obtained by the adjusted Option Price.