Common use of Changes in Capitalization Clause in Contracts

Changes in Capitalization. Subject to any required action by the shareholders of the Corporation, the number of shares of Option Shares covered by this Agreement, as well as the price per share of Option Shares, shall be proportionately adjusted for any increase or decrease in the number of issued shares of voting common stock of the Corporation resulting from a stock split, reverse stock split, stock dividend, combination or reclassification of the voting common stock of the Corporation, or any other increase or decrease in the number of issued shares of voting common stock of the Corporation effected without receipt of consideration by the Corporation; provided, however, that conversion of any convertible securities of the Corporation shall not be deemed to have been "effected without receipt of consideration". Such adjustment shall be made by the Board, whose determination in that respect shall be final, binding and conclusive. Except as expressly provided herein, no issuance by the Corporation of shares of stock of any class, or securities convertible into shares of stock of any class, shall affect, and no adjustment by reason thereof shall be made with respect to, the number or price of shares of the Option Shares.

Changes in Capitalization. Subject to any required action by the shareholders stockholders of the CorporationCompany, the number of shares of Option Shares Common Stock covered by this AgreementOption, as well as the price per share of Option SharesCommon Stock covered by this Option, shall will be proportionately adjusted for any increase or decrease in the number of issued shares of voting common stock of the Corporation Common Stock resulting from a stock split, reverse stock split, stock dividend, combination or reclassification of the voting common stock of the CorporationCommon Stock, or any other change in, or increase or decrease in the number of issued shares of voting common stock of the Corporation of, Common Stock effected without receipt of consideration by the CorporationCompany; provided, however, that conversion of any convertible securities of the Corporation shall Company will not be deemed to have been "“effected without receipt of consideration". .” Such adjustment shall will be made by the Board, whose determination in that respect shall will be final, binding and conclusive. Except as expressly provided herein, no issuance by the Corporation Company of shares of stock of any class, or securities convertible into shares of stock of any class, shall will affect, and no adjustment by reason thereof shall will be made with respect to, the number or price of shares of the Option SharesCommon Stock subject to this Option.