Common use of Equitable Adjustments Clause in Contracts

Equitable Adjustments. Notwithstanding any other provisions in this Agreement or the Plan to the contrary, subject to any required action by shareholders, if (i) the Company shall at any time be involved in a merger, amalgamation, consolidation, dissolution, liquidation, reorganization, exchange of shares, sale of all or substantially all of the assets or shares of the Company or a transaction similar thereto, (ii) any stock dividend, stock split, reverse stock split, stock combination, reclassification, recapitalization or other similar change in the capital structure of the Company, or any distribution to holders of Shares other than cash dividends, shall occur or (iii) any other event shall occur which in the judgment of TWW necessitates action by way of adjusting the terms of the outstanding Awards (collectively, “Adjustment Events”), then TWW in its sole discretion and without liability to any Person shall make such substitution or adjustment, if any, as it deems to be equitable (taking into consideration such matters, without limitation, as relative value of each class of Shares and the Restricted Share Units, status of vesting and the nature of the Adjustment Event and its impact on the Shares and the Restricted Share Units) to the holders of Shares as a group, as to (i) the number or kind of Shares or other securities issued or reserved for issuance under the Plan in respect of Restricted Share Units, (ii) the vesting terms under this Agreement, and/or (iii) any other affected terms hereunder.

Equitable Adjustments. Notwithstanding any other provisions in this Agreement or the Plan to the contrary, subject to any required action by shareholders, if (i) the Company shall at any time be involved in a merger, amalgamation, consolidation, dissolution, liquidation, reorganization, exchange of shares, sale of all or substantially all of the assets or shares of the Company or a transaction similar thereto, (ii) any stock dividend, stock split, reverse stock split, stock combination, reclassification, recapitalization or other similar change in the capital structure of the Company, or any distribution to holders of Shares other than cash dividends, shall occur or (iii) any other event shall occur which in the judgment of TWW necessitates action by way of adjusting the terms of the outstanding Awards (collectively, “Adjustment Events”), then TWW in its sole discretion and without liability to any Person shall make such substitution or adjustment, if any, as it deems to be equitable (taking into consideration such matters, without limitation, as relative value of each class of Shares and the Restricted Share UnitsRSUs, PSUs and/or Options, status of vesting and the nature of the Adjustment Event and its impact on the Shares and the Restricted Share UnitsRSUs, PSUs and/or Options) to the holders of Shares as a group, as to (ix) the number or kind of Shares or other securities issued or reserved for issuance under the Plan in respect of Restricted Share UnitsRSUs, PSUs and Options, (iiy) the vesting terms under this Agreement, and/or (iiiz) any other affected terms hereunder.

Equitable Adjustments. Notwithstanding any other provisions in this Agreement or the Plan to the contrary, subject to any required action by shareholders, if (i) the Company shall at any time be involved in a merger, amalgamation, consolidation, dissolution, liquidation, reorganization, exchange of shares, sale of all or substantially all of the assets or shares of the Company or a transaction similar thereto, (ii) any stock dividend, stock split, reverse stock split, stock combination, reclassification, recapitalization or other similar change in the capital structure of the Company, or any distribution to holders of Shares other than cash dividends, shall occur or (iii) any other event shall occur which in the judgment of TWW necessitates action by way of adjusting the terms of the outstanding Awards (collectively, “Adjustment Events”), then TWW in its sole discretion and without liability to any Person shall make such substitution or adjustment, if any, as it deems to be equitable (taking into consideration such matters, without limitation, as relative value of each class of Shares and the Restricted Share UnitsRSUs and/or , PSUs, status of vesting and the nature of the Adjustment Event and its impact on the Shares and the Restricted Share UnitsRSUs and/or PSUs ) to the holders of Shares as a group, as to (ix) the number or kind of Shares or other securities issued or reserved for issuance under the Plan in respect of Restricted Share UnitsRSUs and PSUs , (iiy) the vesting terms under this Agreement, and/or (iiiz) any other affected terms hereunder.

Equitable Adjustments. Notwithstanding any other provisions in this Agreement or the Plan to the contrary, subject to any required action by shareholders, if (i) the Company shall at any time be involved in a merger, amalgamation, consolidation, dissolution, liquidation, reorganization, exchange of shares, sale of all or substantially all of the assets or shares of the Company or a transaction similar thereto, (ii) any stock dividend, stock split, reverse stock split, stock combination, reclassification, recapitalization or other similar change in the capital structure of the Company, or any distribution to holders of Shares other than cash dividends, shall occur or (iii) any other event shall occur which in the judgment of TWW the Company necessitates action by way of adjusting the terms of the outstanding Awards (collectively, “Adjustment Events”), then TWW in its sole discretion and without liability to any Person shall make such substitution or adjustment, if any, as it deems to be equitable (taking into consideration such matters, without limitation, as relative value of each class of Shares and the Restricted Share UnitsRSUs, status of vesting and the nature of the Adjustment Event and its impact on the Shares and the Restricted Share UnitsRSUs) to the holders of Shares as a group, as to (i) the number or kind of Shares Shares, RSUs or other securities issued or reserved for issuance under the Plan in respect of Restricted Share UnitsPlan, (ii) the vesting terms under this Agreement, and/or (iii) any other affected terms hereunder.

Equitable Adjustments. Notwithstanding any other provisions in this Agreement or the Plan to the contrary, subject to any required action by shareholders, if (i) the Company shall at any time be involved in a merger, amalgamation, consolidation, dissolution, liquidation, reorganization, exchange of shares, sale of all or substantially all of the assets or shares of the Company or a transaction similar thereto, (ii) any stock dividend, stock split, reverse stock split, stock combination, reclassification, recapitalization or other similar change in the capital structure of the Company, or any distribution to holders of Shares other than cash dividends, shall occur or (iii) any other event shall occur which in the judgment of TWW necessitates action by way of adjusting the terms of the outstanding Awards (collectively, “Adjustment Events”), then TWW in its sole discretion and without liability to any Person shall make such substitution or adjustment, if any, as it deems to be equitable (taking into consideration such matters, without limitation, as relative value of each class of Shares and the Restricted Share UnitsRSUs and/or, PSUs, status of vesting and the nature of the Adjustment Event and its impact on the Shares and the Restricted Share UnitsRSUs and/or PSUs) to the holders of Shares as a group, as to (ix) the number or kind of Shares or other securities issued or reserved for issuance under the Plan in respect of Restricted Share UnitsRSUs and PSUs, (iiy) the vesting terms under this Agreement, and/or (iiiz) any other affected terms hereunder.

Equitable Adjustments. Notwithstanding any other provisions in this Agreement or the Plan to the contrary, subject to any required action by shareholders, if (i) the Company shall at any time be involved in a merger, amalgamation, consolidation, dissolution, liquidation, reorganization, exchange of shares, sale of all or substantially all of the assets or shares of the Company or a transaction similar thereto, (ii) any stock dividend, stock split, reverse stock split, stock combination, reclassification, recapitalization or other similar change in the capital structure of the Company, or any distribution to holders of Shares other than cash dividends, shall occur or (iii) any other event shall occur which in the judgment of TWW the Company necessitates action by way of adjusting the terms of the outstanding Awards (collectively, “Adjustment Events”), then TWW in its sole discretion and without liability to any Person shall make such substitution or adjustment, if any, as it deems to be equitable (taking into consideration such matters, without limitation, as relative value of each class of Shares and the Restricted Share UnitsOptions, status of vesting and the nature of the Adjustment Event and its impact on the Shares and the Restricted Share UnitsOptions) to the holders of Shares as a group, as to (i) the number or kind of Shares or other securities issued or reserved for issuance under the Plan in respect of Restricted Share UnitsPlan, (ii) the Exercise Price or vesting terms under this Agreementof the Options, and/or (iii) any other affected terms hereunder.

Equitable Adjustments. Notwithstanding any other provisions in this Agreement or the Plan to the contrary, subject to any required action by shareholders, if (i) the Company shall at any time be involved in a merger, amalgamation, consolidation, dissolution, liquidation, reorganization, exchange of shares, sale of all or substantially all of the assets or shares of the Company or a transaction similar thereto, (ii) any stock dividend, stock split, reverse stock split, stock combination, reclassification, recapitalization or other similar change in the capital structure of the Company, or any distribution to holders of Shares other than cash dividends, shall occur or (iii) any other event shall occur which in the judgment of TWW necessitates action by way of adjusting the terms of the outstanding Awards (collectively, “Adjustment Events”), then TWW in its sole discretion and without liability to any Person shall make such substitution or adjustment, if any, as it deems to be equitable (taking into consideration such matters, without limitation, as relative value of each class of Shares and the Restricted Share UnitsRSUs and/or, PSUs, status of vesting and the nature of the Adjustment Event and its impact on the Shares and the Restricted Share UnitsRSUs and/or, PSUs) to the holders of Shares as a group, as to (ix) the number or kind of Shares or other securities issued or reserved for issuance under the Plan in respect of Restricted Share UnitsRSUs and PSUs, (iiy) the vesting terms under this Agreement, and/or (iiiz) any other affected terms hereunder.

Equitable Adjustments. Notwithstanding any other provisions in this Agreement or the Plan to the contrary, subject to any required action by shareholders, if (i) the Company shall at any time be involved in a merger, amalgamation, consolidation, dissolution, liquidation, reorganization, exchange of shares, sale of all or substantially all of the assets or shares of the Company or a transaction similar thereto, (ii) any stock share dividend, stock share split, reverse stock share split, stock share combination, reclassification, recapitalization or other similar change in the capital structure of the Company, or any distribution to holders of Shares other than cash dividends, shall occur or (iii) any other event shall occur which in the judgment of TWW the Company necessitates action by way of adjusting the terms of the outstanding Awards (collectively, “Adjustment Events”), then TWW in its sole discretion and without liability to any Person shall make such substitution or adjustment, if any, as it deems to be equitable (taking into consideration such matters, without limitation, as relative value of each class of Shares and the Restricted Share UnitsDSUs, status of vesting and the nature of the Adjustment Event and its impact on the Shares and the Restricted Share UnitsDSUs) to the holders of Shares as a group, as to (i) the number or kind of Shares Shares, DSUs or other securities issued or reserved for issuance under the Plan in respect of Restricted Share UnitsPlan, (ii) the vesting terms under this Agreement, and/or (iii) any other affected terms hereunder.