ADJUSTMENTS TO STOCK. If, from time to time, during the term of the Repurchase Option there is any change affecting the Company's outstanding Common Stock as a class that is effected without the receipt of consideration by the Company (through merger, consolidation, reorganization, reincorporation, stock dividend, dividend in property other than cash, stock split, liquidating dividend, combination of shares, change in corporation structure or other transaction not involving the receipt of consideration by the Company), then any and all new, substituted or additional securities or other property to which Purchaser is entitled by reason of Purchaser's ownership of Stock shall be immediately subject to the Repurchase Option and shall be included in the word "Stock" for all purposes of the Repurchase Option with the same force and effect as the shares of the Stock presently subject to the Repurchase Option, but only to the extent the Stock is, at the time, covered by such Repurchase Option. While the total Option Price shall remain the same after each such event, the Option Price per share of Stock upon exercise of the Repurchase Option shall be appropriately adjusted.
ADJUSTMENTS TO STOCK. In the event of any merger, reorganization, consolidation, recapitalization, separation, liquidation, stock dividend, split-up, share combination, or other change in the corporate structure of Company affecting the Stock, the new securities replacing the Stock will be subject to all the conditions and restrictions applicable to the Stock pursuant to this Agreement.
ADJUSTMENTS TO STOCK. If at any time while this Agreement is in effect and before any Shares have been delivered with respect to any RSUs, there shall be any increase or decrease in the number of issued and outstanding Shares of the Company through the declaration of a stock dividend or through any recapitalization resulting in a stock split-up, combination or exchange of such Shares, then and in that event, the Committee shall make any adjustments it deems fair and appropriate, in view of such change, in the number of Shares subject to the RSUs then subject to this Agreement. If any such adjustment shall result in a fractional share, such fraction shall be disregarded.
ADJUSTMENTS TO STOCK. If, from time to time, during the term of the Co-Founders' Option or the Repurchase Option, there is any change affecting the Company's outstanding Common Stock as a class that is effected without the receipt of consideration by the Company (through merger, consolidation, reorganization, reincorporation, stock dividend, dividend in property other than cash, stock split, liquidating dividend, combination of shares, change in corporate structure or other transaction not involving the receipt of consideration by the Company), then any and all new, substituted or additional securities or other property to which Purchaser is entitled by reason of Purchaser's ownership of Stock shall be immediately subject to the Co-Founders' Option and the Repurchase Option and shall be deemed to be "Stock" for all purposes hereunder with the same force and effect as the shares of the Stock presently subject to the Co-Founders' Option and the Repurchase Option, but only to the extent the Stock is, at the time, covered by such Co-Founders' Option or Repurchase Option. While the aggregate purchase price shall remain the same after each such event, the purchase price per share of Stock upon exercise of the Co-Founders' Option or the Repurchase Option shall be appropriately adjusted.
ADJUSTMENTS TO STOCK. All share amounts of common stock to be issued to the Consultant pursuant to Sections 2(a) or (b) shall be adjusted to account for any stock splits, stock dividends, recapitalizations and similar events that may occur after the date hereof.
ADJUSTMENTS TO STOCK. If there is any change, increase or decrease, in the outstanding shares of the Company's common stock which is effected without receipt of additional consideration by the Company, by reason of a stock dividend, stock split, recapitalization, merger, consolidation, combination or exchange of stock, or other similar circumstances, or if there is a spin-off or other distribution of assets to the Company's stockholders, other than the acquisition of the Target, the Company shall make an appropriate adjustment in the aggregate number of shares of Stock. Such adjustment shall be identical to the adjustment made generally with respect to outstanding shares of the Company's common stock. Any additional securities or other property issued to XXXXXXXXX as a result of any of the foregoing events shall continue to be subject to the terms of this Agreement to the same extent as the Stock giving rise to the right to receive such additional securities or other property.
ADJUSTMENTS TO STOCK. If, from time to time, prior to full vesting, there is any change affecting the Company’s outstanding Common Stock as a class that is effected without the receipt of consideration by the Company (through merger, consolidation, reorganization, reincorporation, stock dividend, dividend in property other than cash, stock split, liquidating dividend, combination of shares, change in corporation structure or other transaction not involving the receipt of consideration by the Company), then any and all new, substituted or additional securities or other property to which Stockholder is entitled by reason of Stockholder’s ownership of Stock shall be immediately subject to vesting hereunder and be included in the word “Stock” for all purposes of this Agreement with the same force and effect as the shares of the Stock presently subject to vesting.
ADJUSTMENTS TO STOCK. If there is any change, increase or decrease, in the outstanding shares of the Company’s Common Stock which is effected without receipt of additional consideration by the Company, by reason of a stock dividend, stock split, recapitalization, merger, consolidation, combination or exchange of stock, or other similar circumstances, or if there is a spin-off or other distribution of assets to the Company’s stockholders, the Company shall make an appropriate adjustment in the aggregate number of shares of Stock which then constitute Restricted Stock and the vesting schedule set forth above. Such adjustment shall be identical to the adjustment made generally with respect to outstanding shares of the Company’s Common Stock. Any additional securities or other property issued to Participant or a Stockholder as a result of any of the foregoing events shall continue to be subject to the terms of this Agreement to the same extent as the Stock giving rise to the right to receive such additional securities or other property.
ADJUSTMENTS TO STOCK. If, from time to time, during the term of the Repurchase Option: there is any stock dividend, dividend in property other than cash, stock split, liquidating dividend, combination of shares, change in corporation structure or other transaction not involving the receipt of consideration by Chordiant , there is any consolidation, merger, reorganization, reincorporation or sale of all, or substantially all, of the assets of Chordiant; then, in such event, any and all new, substituted or additional securities or other property to which Mr. St. Xxxx is entitled by reason of Mr. St. Jean's ownership of Shares shall (i) be immediately added to the escrow set forth in Section 5 below and shall be subject to the Repurchase Option; and (ii) be included in the word "Shares" for all purposes of this Agreement. Upon the occurrence of any event specified in subsection (b) above, the Repurchase Option may be assigned to any successor of Chordiant, and the Repurchase Option shall continue to apply in accordance with the provisions of Section 1 above.
ADJUSTMENTS TO STOCK. If, from time to time, before the fourth and final Subsequent Closing, there is any change affecting the Company's outstanding Common Stock as a class that is effected without the receipt of consideration by the Company (through merger, consolidation, reorganization, reincorporation, stock dividend, dividend in property other than cash, stock split, liquidating, dividend, combination of shares, change in corporation structure or other transaction not involving the receipt of consideration by the Company), then in addition to the Shares not yet issued in a Subsequent Closing (the "Unissued Shares"), the Purchaser shall be entitled to receive (when such Unissued Shares are issued at the corresponding Subsequent Closing) any and all new, substituted or additional securities or other property to which Purchaser would have been entitled to receive by reason of Purchaser's ownership of the Unissued Shares. Such additional securities shall be included in the word "Shares" for purposes of the registration rights contained in Section 8 of this Agreement. Conversely, if, from time to time, before the fourth and final Subsequent Closing, the outstanding shares of Common Stock of the Company are combined into a smaller number of shares (for example, through a reverse stock split), the number of Unissued Shares shall be proportionately reduced.
