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.

Appears in 6 contracts

Samples: Stock Option Agreement (National Medical Health Card Systems Inc), Stock Option Agreement (National Medical Health Card Systems Inc), Stock Option Agreement (National Medical Health Card Systems Inc)

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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.

Appears in 3 contracts

Samples: Stock Option Agreement (National Medical Health Card Systems Inc), Stock Option Agreement (National Medical Health Card Systems Inc), Stock Option Agreement (National Medical Health Card Systems Inc)

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.

Appears in 3 contracts

Samples: Stock Option Agreement (National Medical Health Card Systems Inc), Stock Option Agreement (National Medical Health Card Systems Inc), Stock Option Agreement (National Medical Health Card Systems Inc)

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.

Appears in 1 contract

Samples: Registration Rights Agreement (National Medical Health Card Systems Inc)

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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.

Appears in 1 contract

Samples: Stock Option Agreement (National Medical Health Card Systems Inc)

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