Common use of No Repricing Clause in Contracts

No Repricing. Except in connection with a corporate transaction involving the Company (including, without limitation, any share dividend, distribution (whether in the form of cash, shares, other securities or other property), share split, extraordinary cash dividend, recapitalization, change in control, reorganization, merger, consolidation, split-up, spin-off, combination, repurchase or exchange of shares or other securities or similar transaction), the Company may not, without obtaining shareholder approval: (a) amend the terms of outstanding Options or SARs to reduce the exercise price of such outstanding Options or SARs; (b) cancel outstanding Options or SARs in exchange for or substitution of Options or SARs with an exercise price that is less than the exercise price of the original Options or SARs; or (c) cancel outstanding Options or SARs with an exercise price above the current share price in exchange for cash or other securities.

Appears in 3 contracts

Samples: Equity Incentive Plan (RLJ Lodging Trust), Equity Incentive Plan (QTS Realty Trust, Inc.), Equity Incentive Plan (RLJ Lodging Trust)

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No Repricing. Except in connection with a corporate transaction involving the Company (including, without limitation, any share stock dividend, distribution (whether in the form of cash, sharesshares of Stock, other securities or other property), share stock split, extraordinary cash dividend, recapitalization, change in control, reorganization, merger, consolidation, split-up, spin-off, combination, repurchase or exchange of shares of Stock or other securities or similar transaction), the Company may not, without obtaining shareholder stockholder approval: (a) amend the terms of outstanding Options or SARs to reduce the exercise price of such outstanding Options or SARs; (b) cancel outstanding Options or SARs in exchange for or substitution of Options or SARs with an exercise price that is less than the exercise price of the original Options or SARs; or (c) cancel outstanding Options or SARs with an exercise price above the current share stock price in exchange for cash or other securities.

Appears in 2 contracts

Samples: 2012 Long Term Incentive Plan (Dell Inc), 2009 Stock Incentive Plan (China Armco Metals, Inc.)

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