Common use of Capital Adjustment Clause in Contracts

Capital Adjustment. (a) If the Company is merged or consolidated with or into another corporation where the Company is not the survivor, there shall be substituted for the Shares issuable upon exercise of the outstanding Options an appropriate number of shares of each class of stock, other securities or other assets of the merged or consolidated corporation which were distributed to the shareholders of the Company in respect of such Shares; provided, however, that the Option may be exercised in full by the Optionee as of the effective date of any such merger or consolidation of the Company without regard to the installment exercise provisions of Paragraph 1, by the Optionee giving notice in writing to the Company of his intention to so exercise. (b) If the Company is liquidated or dissolved then all outstanding portions of the Option may be exercised in full by the Optionee as of the effective date of any such liquidation or dissolution of the Company without regard to the installment exercise provisions of Paragraph 1, by the Optionee giving notice in writing to the Company of his intention to so exercise. (c) If the outstanding Shares of Common Stock shall at any time be changed or exchanged by declaration of a stock dividend, stock split, combination or exchange of shares, recapitalization, extraordinary dividend payable in stock of a corporation other than the Company, or otherwise in cash, or any other like event by or of the Company, and as often as the same shall occur, then the number, class and kind of Shares subject to this Option and the Option Price for such Shares shall be appropriately and equitably adjusted so as to maintain the proportionate number of Shares without changing the aggregate Option Price; provided, however, no adjustment shall be made by reason of the distribution of subscription rights on outstanding stock.

Capital Adjustment. (a) A. If the Company is separated or reorganized, or merged or consolidated with or into another corporation where the Company is not the survivorcorporation, there shall be substituted for the Shares issuable upon exercise of the outstanding Options an appropriate number of shares of each class of stock, other securities or other assets of the separated or reorganized, or merged or consolidated corporation which were distributed to the shareholders of the Company in respect of such Shares; provided, however, that the Option may be exercised in full by the Optionee as of the effective date of any such merger separation, reorganization, merger, or consolidation of the Company without regard to the installment exercise provisions of Paragraph 12, by the Optionee giving notice in writing to the Company Xxxxxxx of his her intention to so exercise. (b) B. If the Company is liquidated or dissolved then all outstanding portions of the Option may be exercised in full by the Optionee as of the effective date of any such liquidation or dissolution of the Company without regard to the installment exercise provisions of Paragraph 12, by the Optionee giving notice in writing to the Company Xxxxxxx of his her intention to so exercise. (c) C. If the outstanding Shares of Common Stock shall at any time be changed or exchanged by declaration of a stock dividend, stock split, combination or exchange of shares, recapitalization, extraordinary dividend payable in stock of a corporation other than the Company, or otherwise in cash, or any other like event by or of the Company, and as often as the same shall occur, then the number, class and kind of Shares subject to this Option and the Option Purchase Price for such Shares shall be appropriately and equitably adjusted so as to maintain the proportionate number of Shares without changing the aggregate Option Purchase Price; provided, however, no adjustment shall be made by reason of the distribution of or subscription rights on outstanding stock.

Capital Adjustment. (a) If the Company is separated or reorganized, or merged or consolidated with or into another corporation where the Company is not the survivorcorporation, there shall be substituted for the Shares issuable upon exercise of the outstanding Options an appropriate number of shares of each class of stock, other securities or other assets of the separated or reorganized, or merged or consolidated corporation which were distributed to the shareholders of the Company in respect of such Shares; provided, however, that the Option may be exercised in full by the Optionee as of the effective date of any such merger separation, reorganization, merger, or consolidation of the Company without regard to the installment exercise provisions of Paragraph 1, by the Optionee giving notice in writing to the Company of his intention to so exercise. (b) If the Company is liquidated or dissolved then all outstanding portions of the Option may be exercised in full by the Optionee as of the effective date of any such liquidation or dissolution of the Company without regard to the installment exercise provisions of Paragraph 1, by the Optionee giving notice in writing to the Company of his intention to so exercise. (c) If the outstanding Shares of Common Stock shall at any time be changed or exchanged by declaration of a stock dividend, stock split, combination or exchange of shares, recapitalization, extraordinary dividend payable in stock of a corporation other than the Company, or otherwise in cash, or any other like event by or of the Company, and as often as the same shall occur, then the number, class and kind of Shares subject to this Option and the Option Purchase Price for such Shares shall be appropriately and equitably adjusted so as to maintain the proportionate number of Shares without changing the aggregate Option Purchase Price; provided, however, no adjustment shall be made by reason of the distribution of or subscription rights on outstanding stock.

Capital Adjustment. (a) A. If the Company is separated or reorganized, or merged or consolidated with or into another corporation where the Company is not the survivorcorporation, there shall be substituted for the Shares issuable upon exercise of the outstanding Options an appropriate number of shares of each class of stock, other securities or other assets of the separated or reorganized, or merged or consolidated corporation which were distributed to the shareholders of the Company in respect of such Shares; provided, however, that the Option may be exercised in full by the Optionee as of the effective date of any such merger separation, reorganization, merger, or consolidation of the Company without regard to the installment exercise provisions of Paragraph 12, by the Optionee giving notice in writing to the Company Companuy of his her intention to so exercise. (b) B. If the Company is liquidated or dissolved then all outstanding portions of the Option may be exercised in full by the Optionee as of the effective date of any such liquidation or dissolution of the Company without regard to the installment exercise provisions of Paragraph 12, by the Optionee giving notice in writing to the Company of his her intention to so exercise. (c) C. If the outstanding Shares of Common Stock shall at any time be changed or exchanged by declaration of a stock dividend, stock split, combination or exchange of shares, recapitalization, extraordinary dividend payable in stock of a corporation other than the Company, or otherwise in cash, or any other like event by or of the Company, and as often as the same shall occur, then the number, class and kind of Shares subject to this Option and the Option Purchase Price for such Shares shall be appropriately and equitably adjusted so as to maintain the proportionate number of Shares without changing the aggregate Option Purchase Price; provided, however, no adjustment shall be made by reason of the distribution of or subscription rights on outstanding stock.

Capital Adjustment. (a) If the Company is merged or consolidated with or into another corporation where the Company is not the survivor, there shall be substituted for the Shares shares issuable upon exercise of the outstanding Options Option an appropriate number of shares of each class of stock, other securities or other assets of the merged or consolidated corporation which were distributed to the shareholders of the Company in respect of such Sharesthe Common Stock; provided, however, that the Option may be exercised in full by the Optionee as of the effective date of any such merger or consolidation of the Company without regard to the installment exercise provisions of Paragraph 1vesting schedule in Section 1(b), by the Optionee giving notice in writing to the Company of his intention to so exercise. (b) If the Company is liquidated or dissolved then all outstanding portions of the Option may be exercised in full by the Optionee as of the effective date of any such liquidation or dissolution of the Company without regard to the installment exercise provisions of Paragraph 1vesting schedule in Section 1(b), by the Optionee giving notice in writing to the Company of his intention to so exercise. (c) If the outstanding Shares shares of Common Stock shall at any time be changed or exchanged by declaration of a stock dividend, stock split, combination or exchange of shares, recapitalization, extraordinary dividend payable in stock of a corporation other than the Company, or otherwise than in cash, or any other like event by or of the Company, and as often as the same shall occur, then the number, class and kind of Shares shares subject to this Option and the Option Price for such Shares shares shall be appropriately and equitably adjusted so as to maintain the proportionate number of Shares shares without changing the aggregate Option Price; provided, however, no adjustment shall be made by reason of the distribution of subscription rights on outstanding stock.