Common use of Adjustments upon Changes in Capitalization, Merger or Asset Sale Clause in Contracts

Adjustments upon Changes in Capitalization, Merger or Asset Sale. (a) In the event that the Board determines that any distribution (whether in the form of cash, Class B Shares, other securities or other property), recapitalization, reclassification, Membership Share split, reverse Membership Share split, reorganization, merger, consolidation, split-up, spin-off, combination, repurchase, liquidation, dissolution, or sale, transfer, exchange or other disposition of all or substantially all of the assets of the Company, or exchange of Membership Shares or other securities of the Company, issuance of warrants or other rights to purchase Class B Shares or other securities of the Company, or other similar corporate transaction or event, in the Board's sole discretion, affects the Class B Shares such that an adjustment is determined by the Board to be appropriate in order to prevent dilution or enlargement of the benefits or potential benefits intended by the Company to be made available under the Plan or with respect to any Option, then the Board shall, in such manner as it may deem equitable, adjust any or all of: (i) the number and kind of Class B Shares (or other securities or property) with respect to which Options Class B Shares may be granted or awarded (including, but not limited to, adjustments of the limitations in Section 3 on the maximum number and kind of Class B Shares which may be issued and adjustments of the maximum number of Class B Shares that may be purchased by any Holder pursuant to Section 6(b)); (ii) the number and kind of shares of Class B Shares (or other securities or property) subject to outstanding Options; and (iii) the exercise price with respect to any Option. (b) In the event of a Change in Control, all Options shall become fully vested and exercisable.