Adjustment to Merger Consideration. If, during the period between the date of this Agreement and the Effective Time, any change in the outstanding shares of Company Common Stock occurs as a result of any reclassification, recapitalization, stock split (including reverse stock split) or combination, exchange or readjustment of shares, or any stock dividend, or any record date for any such purpose is established, the Merger Consideration and any other amounts payable pursuant to this Agreement will be appropriately adjusted; provided, however, that nothing in this Section 2.02(i) shall be construed to permit the Company to take any action that is otherwise prohibited by the terms of this Agreement.
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Samples: Agreement and Plan of Merger (HashiCorp, Inc.), Agreement and Plan of Merger, Agreement and Plan of Merger
Adjustment to Merger Consideration. If, during the period between the date of this Agreement and the Effective Time, any change in the outstanding shares of Company Common Stock occurs as are changed into a result different number or class of shares by reason of any reclassificationstock split, recapitalizationdivision or subdivision of shares, stock split (including dividend, reverse stock split) or combination, exchange or readjustment consolidation of shares, reclassification, recapitalization or any stock dividendother similar transaction, or any record date for any such purpose is established, then the Merger Consideration and any other amounts payable pursuant to this Agreement will shall be appropriately adjusted; provided, howeverwithout duplication, that nothing to reflect any such change. Nothing in this Section 2.02(i3.1(d) shall be construed to permit the Company to take any action with respect to its securities that is otherwise prohibited by the terms of this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Ca, Inc.)
Adjustment to Merger Consideration. If, during the period between the date of this Agreement Execution Date and the Effective Time, any change in the outstanding shares of Company Common Stock occurs as a result of any reclassification, recapitalization, stock split (including reverse stock split) or combination, exchange or readjustment of shares, or any stock dividend, or any record date for any such purpose is established, the Merger Consideration and any other amounts payable pursuant to this Agreement will be appropriately adjusted; provided, however, that nothing in this Section 2.02(i3.2(l) shall be construed to permit the Company Beyond6 to take any action that is otherwise prohibited by the terms of this Agreement.
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Adjustment to Merger Consideration. If, during the period between the date of this Agreement and the Effective Time, any change in the outstanding shares of Company Common Stock occurs as a result of any reclassification, recapitalization, stock split (including reverse stock split) or combination, exchange or readjustment of shares, or any stock dividend, or any record date for any such purpose is established, the Merger Consideration and any other amounts payable pursuant to this Agreement will shall be appropriately adjusted; provided, however, that nothing in this Section 2.02(i) shall be construed to permit the Company to take any action that is otherwise prohibited by the terms of this Agreement.
Appears in 1 contract
Adjustment to Merger Consideration. If, during the period between the date of this Agreement and the Effective Time, any change in the outstanding shares of Company Common Stock occurs as a result of any reclassification, recapitalization, stock split (including reverse stock split) or combination, exchange or readjustment of shares, or any stock dividend, or any record date for any such purpose is established, the Merger Consideration and any other amounts payable pursuant to this Agreement will be appropriately adjusted; provided, however, provided that nothing in this Section 2.02(i) 2.14 shall be construed to permit the Company to take any action with respect to its securities that is otherwise prohibited by the terms of this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Activision Blizzard, Inc.)
Adjustment to Merger Consideration. If, during the period between the date of this Agreement and the Effective Time, any change in the outstanding shares of Company Common Capital Stock occurs as a result of any reclassification, recapitalization, stock split (including reverse stock split) or combination, exchange or readjustment of shares, or any stock dividend, or any record date for any such purpose is established, the Merger Consideration and any other amounts payable pursuant to this Agreement will be appropriately adjusted; provided, however, provided that nothing in this Section 2.02(i) 2.14 shall be construed to permit the Company to take any action with respect to its securities that is otherwise prohibited by the terms of this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Nuance Communications, Inc.)
Adjustment to Merger Consideration. If, during the period between the date of this Agreement and the Effective Time, any change in the outstanding shares of Company Common Stock occurs as are changed into a result different number, type or class of shares by reason of any reclassificationstock split, recapitalizationdivision or subdivision of shares, stock split (including dividend, reverse stock split) or combination, exchange or readjustment consolidation of shares, reclassification, recapitalization or any stock dividendother similar transaction, or any record date for any such purpose is established, then the Merger Consideration and any other amounts payable pursuant to this Agreement will shall be appropriately adjusted; provided, howeverwithout duplication, that nothing to provide the same economic effect as contemplated by this Agreement prior to such change. Nothing in this Section 2.02(i3.1(d) shall be construed to permit the Company to take any action with respect to its securities that is otherwise prohibited or restricted by the terms of this Agreement.
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