Adjustment Provision. In the event that, after the date hereof, the Company shall: (i) pay a dividend or make a distribution on the outstanding shares of Common Stock in the Company’s capital stock (which shall include any options, warrants or other rights to acquire capital stock); (ii) subdivide the outstanding shares of Common Stock into a larger number of shares; (iii) combine the outstanding shares of Common Stock into a smaller number of shares; or (iv) issue any shares of the Company’s capital stock in reclassification of the Common Stock, then, and in each such case, the Exercise Price in effect immediately prior to such event shall be adjusted so that the Holder shall, upon exercise of this Warrant, be entitled to receive the number of shares of Common Stock or other securities of the Company that the Holder would have owned or would have been entitled to receive upon or by reason of any of the events described above, had this Warrant had been exercised prior to the occurrence of such event. In the event that the shares of Common Stock are ever converted into a greater or lesser number of shares of another corporation or entity through a merger or similar transaction, a proportionate adjustment shall be made to the Exercise Price to account for such change. The Company shall give prompt written notice to the Holder following the occurrence of any event which requires an adjustment to the Exercise Price pursuant to the terms hereof.
Adjustment Provision. (A) In case the Company shall at any time after the date hereof:
(i) make a distribution of additional equity interests to holders of its shares of Common Stock as a dividend,
(ii) subdivide the outstanding shares of Common Stock,
(iii) combine the outstanding shares of Common Stock into a smaller number of units, or
(iv) issue any equity interests by reclassification of the Common Stock (including any such reclassification in connection with a consolidation or merger in which the Company is the continuing corporation), then, in each case, the Exercise Price and the number of Warrant Shares issuable upon exercise of this Warrant in effect at the time of the date on which the record holders of Warrant Shares (the “Warrant Shares Stockholders”) are determined for such distribution, or on the effective date of such distribution, subdivision, combination or reclassification, shall be equitably adjusted so that the Holder after such time shall be entitled to receive the aggregate number and kind of interests which, if such exercise had occurred immediately prior to such time, such Holder would have owned upon such exercise and been entitled to receive by virtue of such distribution, subdivision, combination or reclassification.
(B) [Reserved.]
(C) [Reserved.]
(D) Notwithstanding the foregoing provisions of this Section 4, it is understood and agreed that neither the number of shares covered by this Warrant, nor the Exercise Price, will be adjusted as a result of any of the following:
(i) any options or restricted stock granted pursuant to any incentive stock plan or similar qualified or non-qualified incentive stock or option plan of the Company;
(ii) options or restricted stock granted to executive and management personnel or consultants and professional advisers of the Company for the purchase or grant of Common Stock; and
(iii) any options, rights, or warrants with respect to Common Stock, or other securities convertible into Common Stock, which are issued and outstanding as of the date of original issuance of this Warrant;
(iv) any shares issued pursuant to preemptive rights or adjustments to conversion or exercise rights under any Common Stock, warrants or convertible securities;
(v) Common Stock, warrants, rights or options to purchase Common Stock which are issued in connection with bona fide lending transactions (such as bank or institutional lending, or mezzanine financing), or acquisitions, mergers or similar transactions, the terms of which are appro...
Adjustment Provision. In the event that, after the date hereof, the Company shall: (i) pay a dividend or make a distribution on the outstanding shares of Common Stock in the Company’s capital stock (which shall include any options, warrants or other rights to acquire capital stock); (ii) subdivide the outstanding shares of Common Stock into a larger number of shares; (iii) combine the outstanding shares of Common Stock into a smaller number of shares; or (iv) issue any shares of the Company’s capital stock in reclassification of the Common Stock, then, and in each such case, the Exercise Price in effect immediately prior to such event shall be
Adjustment Provision. (a) Subdivisions, Split-ups, Combinations and Stock Dividends. If after the Issuance Date the Company shall subdivide the Common Stock, by split up or otherwise, or combine such shares, or issue additional shares in payment of a stock dividend on such shares, the number of shares issuable on the exercise of this Warrant shall forthwith be proportionately increased in the case of a subdivision or stock dividend, or proportionately decreased in the case of a combination, and the Exercise Price shall forthwith be proportionately decreased in the case of a subdivision or stock dividend, or proportionately increased in the case of a combination.
Adjustment Provision. In the event that any recapitalization, or reclassification, split-up, stock dividend or consolidation of shares of Common Stock shall be affected, or the outstanding shares of Common Stock are, in connection with a merger or consolidation of the Company or a sale by the Company of all or a part of its assets, exchanged for a different number or class of shares of stock or other securities of any other corporation, or new, different or additional shares or other securities of the Company or of another corporation are received by the holder of Common Stock or any distribution is made to the holders of Common Stock other than a cash dividend, (a) the number and class of shares or other securities that may be issued or transferred and (b) the option price shall in each case be proportionately adjusted as the board of directors of the Company, in the reasonable exercise of its discretion, determine.
Adjustment Provision. If prior to the complete exercise of any Option there shall be declared and paid a stock dividend upon the Shares or if the Shares shall be split up, converted, exchanged, reclassified, or in any way substituted for, then the Option, to the extent that it has not been exercised, shall entitle the holder thereof upon the future exercise of the Option to such number and kind of securities or cash or other property subject to the terms of the Option to which he would have been entitled had he actually owned the Shares subject to the unexercised portion of the Option at the time of the occurrence of such stock dividend, split-up, conversion, exchange, reclassification or substitution, and the aggregate purchase price upon the future exercise of the Option shall be the same as if the originally optioned Shares were being purchased thereunder. Any fractional shares or securities issuable upon the exercise of the Option as a result of such adjustment shall be payable in cash based upon the Fair Market Value of such shares or securities at the time of such exercise. If any such event should occur, the number of Shares with respect to which Options remain to be issued, or with respect to which Options may be reissued, shall be adjusted in a similar manner. Notwithstanding any other provision of the Plan, in the event of a recapitalization, merger, consolidation, rights offering, separation, reorganization or liquidation, or any other change in the corporate structure or outstanding shares, the Committee may make such equitable adjustments to the number of Shares and the class of shares available hereunder or to any outstanding Options as it shall deem appropriate to prevent dilution or enlargement of rights.
Adjustment Provision. This Option, including the number of shares subject to the Option and the exercise price, will be adjusted upon the occurrence of the events specified in, and in accordance with the provisions of Section 3.3 of the Plan.
Adjustment Provision. (1) If the shares of Stock outstanding are changed in number or class by reason of a split-up, merger, consolidation, reorganization, reclassification, recapitalization, or any capital adjustment, including stock dividend, or if any distribution is made to the holders of common stock other than a cash dividend, then
(i) the aggregate number and class of shares or other securities that may be issued or transferred pursuant to Paragraph C of Article I,
(ii) the number and class of shares or other securities which are issuable under outstanding Stock Options, and
(iii) the purchase price to be paid per share under outstanding Stock Options shall be adjusted as provided hereinafter.
(2) Adjustment under this Paragraph B shall be made in an equitable manner by the Compensation Committee, whose determination as to what adjustments shall be made, and the extent thereof, shall be final, binding, and conclusive.
Adjustment Provision. The Corporation acknowledges and agrees that if during the term that the Debenture remains outstanding the Corporation issues Common Shares at a price below $0.25 per Common Share, subject to specific exceptions described in the Debenture, then the conversion price of the Debentures shall be automatically reduced to such issue price as further described in the Debenture (the “Adjustment Provision”).
Adjustment Provision. If there is any capital reorganization or reclassification of the capital stock of Zamba, or stock dividend, or any consolidation or merger of Zamba with any other entity, the options granted herein shall apply to all new shares acquired by Edelhertz with respect to the Shares. Thus, by way of example, if there is a stock split, the options described in the Agreement shall apply not only to the Shares, but also to the additional shares acquired by Edelhertz with respect to the Shares, without any increase in the purchase price. This adjustment shall not, however, apply to any other shares of Zamba that may be acquired by Edelhertz through purchase.
