Common use of Adjustments for Reclassification and Reorganization Clause in Contracts

Adjustments for Reclassification and Reorganization. If the OII Common Stock or OII Preferred Stock (together with the OII Common Stock, the "OII Stock") which OptiMark shall be required to cause OptiMark, Inc. to deliver to Softbank pursuant to Section 3.5(a) shall be exchanged for or changed into any other class or series of capital stock of any issuer, cash or any other property, right, or form of consideration, whether by capital reorganization, reclassification, merger, consolidation, reorganization or otherwise (other than a subdivision or combination of shares provided for in Section 3.5(b)), then the number of shares of OII Stock that OptiMark shall be required to cause OptiMark, Inc. to deliver to Softbank pursuant to Section 3.5(a) shall, concurrently with the effectiveness of such reorganization, reclassification, merger, consolidation, reorganization or other event, be modified so that the OII Stock to be delivered pursuant to Section 3.5(a) shall be replaced by, in lieu of the number of shares of OII Stock which Softbank would otherwise have been entitled to receive, such number of shares of the class or series of capital stock, such amount of cash or other property, right, or consideration, as the case may be, received by OptiMark, Inc. in exchange for the OII Stock to be delivered to Softbank pursuant to Section 3.5(a) immediately before such event.

Adjustments for Reclassification and Reorganization. If the OII Common Stock or OII Preferred Stock (together with the OII Common Stock, the "OII Stock") which OptiMark shall be required to cause OptiMark, Inc. to deliver to Softbank pursuant to Section 3.5(a) shall be exchanged for or changed into any other class or series of capital stock of any issuer, cash or any other property, right, or form of consideration, whether by capital reorganization, reclassification, merger, consolidation, reorganization or otherwise (other than a subdivision or combination of shares provided for in Section 3.5(b)), then the number of shares of OII Preferred Stock that OptiMark shall be required to cause OptiMark, Inc. to deliver to Softbank pursuant to Section 3.5(a) shall, concurrently with the effectiveness of such reorganization, reclassification, merger, consolidation, reorganization or other event, be modified so that the OII Preferred Stock to be delivered pursuant to Section 3.5(a) shall be replaced by, in lieu of the number of shares of OII Preferred Stock which Softbank would otherwise have been entitled to receive, such number of shares of the class or series of capital stock, such amount of cash or other property, right, or consideration, as the case may be, received by OptiMark, Inc. in exchange for the OII Preferred Stock to be delivered to Softbank pursuant to Section 3.5(a) immediately before such event.