Adjustments in Certain Events. The number, class, and price of Securities for which this Warrant Certificate may be exercised are subject to adjustment from time to time upon the happening of certain events as follows:
(a) If the outstanding shares of the Company’s Common Stock are divided into a greater number of shares or a dividend in stock is paid on the Common Stock, the number of shares of Common Stock for which the Warrant is then exercisable will be proportionately increased and the Exercise Price will be proportionately reduced; and, conversely, if the outstanding shares of Common Stock are combined into a smaller number of shares of Common Stock, the number of shares of Common Stock for which the Warrant is then exercisable will be proportionately reduced and the Exercise Price will be proportionately increased. The increases and reductions provided for in this Section 3(a) will be made with the intent and, as nearly as practicable, the effect that neither the percentage of the total equity of the Company obtainable on exercise of the Warrants nor the price payable for such percentage upon such exercise will be affected by any event described in this Section 3(a).
(b) In case of any change in the Common Stock through merger, consolidation, reclassification, reorganization, partial or complete liquidation, purchase of substantially all the assets of the Company, or other change in the capital structure of the Company, other than changes in par value, then, as a condition of such change, lawful and adequate provision will be made so that the holder of this Warrant Certificate will have the right thereafter to receive upon the exercise of the Warrant the kind and amount of shares of stock or other securities or property to which he would have been entitled if, immediately prior to such event, he had held the number of shares of Common Stock obtainable upon the exercise of the Warrant. In any such case, appropriate adjustment will be made in the application of the provisions set forth herein with respect to the rights and interest thereafter of the Warrantholder, to the end that the provisions set forth herein will thereafter be applicable, as nearly as reasonably may be, in relation to any shares of stock or other property thereafter deliverable upon the exercise of the Warrant. The Company will not permit any change in its capital structure to occur unless the issuer of the shares of stock or other securities to be received by the holder of this Warrant Certificate, if not the C...
Adjustments in Certain Events. The number, class, and price of Warrant Shares for which this Warrant may be exercised are subject to adjustment from time to time upon the happening of certain events as follows:
Adjustments in Certain Events. The number, class, and price of Securities for which this Warrant Certificate may be exercised are subject to adjustment from time to time upon the happening of certain events as follows:
(a) If the outstanding shares of the Company's Common Stock are divided into a greater number of shares or a dividend in stock is paid on the Common Stock, the number of shares of Common Stock for which the Warrant is then exercisable will be proportionately increased and the Exercise Price will be proportionately reduced; and, conversely, if the outstanding shares of Common Stock are combined into a smaller number of shares of Common Stock, the number of shares of Common Stock for which the Warrant is then exercisable will be proportionately reduced and the Exercise Price will be proportionately increased. The increases and reductions provided for in this Section 3(a) will be made with the intent and, as nearly as
Adjustments in Certain Events. The Conversion Price shall be adjusted in each of the following events as follows:
(a) In case Borrower, at any time or from time to time, shall pay or make a dividend or other distribution (including, without limitation, any distribution of stock or other securities or property or options by way of dividend or spinoff, reclassification, recapitalization, merger or consolidation in which Borrower is the continuing or resulting corporation, or similar corporate rearrangement) on the Common Stock, then, and in each such case, the Conversion Price in effect immediately prior to the close of business on the record date fixed for the determination of the persons entitled to receive such dividend or distribution shall be adjusted, effective as of the close of business on such record date, to a price (calculated to the nearest cent) determined by multiplying such Conversion Price by a fraction:
(i) the numerator of which shall be the Current Market Price (as defined below) in effect on such record date less the amount of such dividend or distribution (as determined in good faith by the Board of Directors of Borrower in consultation with the Borrower's accountants) applicable to one share of Common Stock, and
(ii) the denominator of which shall be such Current Market Price.
Adjustments in Certain Events. In the event of any change made in the number of outstanding shares of Common Stock caused by merger, consolidation, recapitalization, reclassification, combination, stock dividend, stock split, or other event, all Common Stock (and all other securities, if any) received by Employee with respect to Restricted Shares hereunder as a consequence of such change shall be deemed Restricted Shares and shall be subject to the terms and conditions of the Plan and of this Award Agreement.
Adjustments in Certain Events. Pursuant and subject to Section 4(c) of the Plan, certain changes in the number or character of the Shares (through merger, consolidation, recapitalization, reclassification, combination, stock dividend, stock split, or other event) shall result in an equitable adjustment to avoid dilution or enlargement of Employee’s rights with respect to any Units subject to this Award which have not yet been settled.
Adjustments in Certain Events. 11.1 In the event of the Company splitting or consolidating its shares, reorganizing its share capital or making any distribution to shareholders of dividends in specie in the form of shares, the Trustees may, in their discretion, make an adjustment to the number of Plan Shares subject to Options then outstanding, to any Option price relating to Grants, and to any other provisions relating to Grants affected by such change, provided that the Auditors (acting as experts, and not as arbitrators) shall have confirmed in writing that in their opinion such adjustment is fair and reasonable.
11.2 The Trustees may also make adjustments to take into account material changes in law or in accounting principles or practices in relation to mergers, consolidations, acquisitions, dispositions, repurchases or similar corporate transactions or any other event, if it is determined by the Trustees that adjustments are appropriate to avoid distortion in the operation of the Plan, as amended provided that no such adjustments (other than those required by law) may adversely affect the rights of any Participant without that Participant's written consent under any Option previously Granted and accepted.
Adjustments in Certain Events. In the event of any change in the outstanding Common Stock by reason of any stock split, share dividend, or exchange or reclassification of shares, split-up, split-off, spin-off, liquidation or other similar change in capitalization, or any distribution to common stockholders other than cash dividends, the Common Stock price used for Plan purposes shall be computed so as to be on a basis equitable (to both Participants and the Corporation) and equivalent to that before the occurrence of such event.
Adjustments in Certain Events. The Warrants granted hereunder shall be appropriately adjusted both as to the number of shares subject to the Warrants and the Warrant Price for any increase or decrease in the number of outstanding shares of Common Stock of the Company resulting from a stock split or payment of a stock dividend on the Common Stock, a subdivision or combination of shares of the Common Stock, or a reclassification of the Common Stock, and in the event of a merger or consolidation in accordance with the following paragraph. After any merger, consolidation or reorganization of any form involving the Company as a party thereto involving any exchange, conversion, adjustment or other modification of the outstanding shares of the Company’s Common Stock, Warrantholder at the time of such reorganization shall, at no additional cost, be entitled, upon any exercise of his or her Form Warrant Agreement (Type I) Warrant, to receive, in lieu of the number of shares as to which such Warrant shall then so be exercised, the number and class of shares of stock or other securities or such other property to which such Warrantholder would have been entitled pursuant to the terms of the agreement of merger or consolidation, if at the time of such merger or consolidation, such Warrantholder had been a holder of record of a number of shares of the Common Stock of the Company equal to the number of shares as to which such Warrant shall then be so exercised. Comparable rights shall accrue to each Warrantholder in the event of successive mergers or consolidations of the character described above. The foregoing adjustments and the manner of their application will be in the discretion of the Company to determine.
Adjustments in Certain Events. The number, class, and price of Securities for which the Warrant Certificate may be exercised are subject to adjustment from time to time upon the happening of certain events as follows:
(a) If the outstanding shares of the Company's Common Stock are divided into a greater number of shares or a dividend in stock is paid on the Common Stock, the number of shares of Common Stock for which the Warrant(s) is (are) then exercisable will be proportionately increased and the Exercise Price will be proportionately reduced; and, conversely, if the outstanding shares of Common Stock are combined into a smaller number of shares of Common Stock, the number of shares of Common Stock for which the Warrant(s) is (are) then exercisable will be proportionately reduced and the Exercise Price will be proportionately increased. The increases and reductions provided for in this paragraph (a) of Section 3 will be made with the intent and, as nearly as practicable, the effect that neither the percentage of the total equity of the Company obtainable on exercise of the Warrant(s) nor the price payable for such percentage upon such exercise will be affected by any event described in this paragraph (a) of Section 3.
