Common use of Reclassification; Merger Clause in Contracts

Reclassification; Merger. In the event of (i) a reclassification of or change in (other than those referred to in clauses (a) and (b) of this Section 6) the outstanding Shares, (ii) a consolidation or merger of the Company with or into another corporation where the Company is not the surviving corporation, or (iii) any sale or conveyance of all or substantially all the properties or assets of the Company, the Optionee shall have the right, upon any subsequent exercise of this Option, to receive the kind and amount of Shares or other securities and property (other than cash dividends) receivable upon and after such reclassification, change, consolidation, merger, sale or conveyance as if the Optionee had been the holder of record of the Option Shares immediately prior to such reclassification, change, consolidation, merger, sale or conveyance and, in such event, the Board of Directors shall make such adjustment in the exercise price per Option Share as is just and equitable in the circumstances.

Appears in 17 contracts

Samples: Stock Option Agreement (Demegen Inc), Stock Option Agreement (Demegen Inc), Stock Option Agreement (Demegen Inc)

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