Common use of Cash Election Adjustments Clause in Contracts

Cash Election Adjustments. If the aggregate number of shares of Company Common Stock covered by Cash Elections (the "Cash Election Shares") exceeds the Cash Election Number, (i) all shares of Company Common Stock covered by Stock Elections (the "Stock Election Shares") shall be converted into the right to receive the Stock Consideration, and (ii) to the extent necessary so that Cash Election Shares shall be no greater than the Cash Election Number, all Cash Election Shares shall be converted into the right to receive Parent Common Stock and cash in the following manner: each Cash Election Share shall be converted into the right to receive (A) an amount in cash, without interest, equal to the product of (1) the Cash Consideration and (2) a fraction (the "Cash Fraction"), the numerator of which shall be the Cash Election Number and the denominator of which shall be the total number of Cash Election Shares, and (B) a number of shares of Parent Common Stock equal to the product of (1) the Stock Consideration and (2) a fraction equal to one minus the Cash Fraction.

Cash Election Adjustments. If the aggregate number of shares of Company Common Stock covered by Cash Elections (the "Cash Election Shares") exceeds the Cash Election Number, (i) all shares of Company Common Stock covered by Stock Elections (the "Stock Election Shares") and all shares of Company Common Stock covered by Non-Elections (the "Non-Election Shares") shall be converted into the right to receive the Stock Consideration, and (ii) to the extent necessary so that Cash Election Shares shall be no greater than the Cash Election Number, all Cash Election Shares shall be converted into the right to receive Parent Common Stock and cash in the following manner: each Cash Election Share shall be converted into the right to receive (Ai) an amount in cash, without interest, equal to the product of (1x) the Cash Consideration and (2y) a fraction (the "Cash Fraction"), the numerator of which shall be the Cash Election Number and the denominator of which shall be the total number of Cash Election Shares, and (Bii) a number of shares of Parent Common Stock equal to the product of (1x) the Stock Consideration and (2y) a fraction equal to one minus the Cash Fraction.

Cash Election Adjustments. If the aggregate number of shares of Company Common Stock Shares covered by Cash Elections (the "Cash Election SharesCASH ELECTION SHARES") exceeds the Cash Election Number, (i) all shares of Company Common Stock Shares covered by Stock Elections (the "Stock Election SharesSTOCK ELECTION SHARES") and all Company Shares covered by Non-Elections (the "NON-ELECTION SHARES") shall be converted into the right to receive the Stock Consideration, and (ii) to the extent necessary so that Cash Election Shares shall be no greater than the Cash Election Number, all Cash Election Shares shall be converted into the right to receive Parent Common Stock Acquiror Shares and cash in the following manner: each Cash Election Share shall be converted into the right to receive (Ai) an amount in cash, without interest, equal to the product of (1x) the Cash Consideration and (2y) a fraction (the "Cash FractionCASH FRACTION"), the numerator of which shall be the Cash Election Number and the denominator of which shall be the total number of Cash Election Shares, and (Bii) a number of shares of Parent Common Stock Acquiror Shares equal to the product of (1x) the Stock Consideration and (2y) a fraction equal to one minus the Cash Fraction.