Stock Splits, Anti-Dilution, Change of Control or Other Acceleration Events. All numbers contained in, and all calculations required to be made pursuant to, this Agreement shall be automatically and equitably adjusted, as appropriate, to reflect any stock split, reverse stock split, stock dividend, distribution (including distributions which have been declared but remain unpaid), reorganization, recapitalization, reclassification, combination, exchange of shares or other transactions affected by the Company after the date hereof, in each case, such that the economic reality that the Founder Shares held by the Achari Put Holders as of the date hereof may be sold by the Achari Put Holders during the time periods prescribed herein, at the SPAC’s option, to the Company, who shall be obligated to buy such Achari Put Shares, pursuant to the terms and conditions of this Agreement, for $6,000,000 (as may be adjusted pursuant to the terms hereof), in Immediately Available Cash, payable to the Achari Put Holders, shall be maintained and remain fully intact in principal. In addition, in the event any of the following “Acceleration Events” occurs at any time during the Restrictive Periods, the Achari Put Options shall be deemed immediately Exercised in their entirety, regardless of any other restriction being in place at such time, with the Put Exercise Closing Date with respect to such automatic Exercise deemed to be five (5) Business Days after the occurrence of such Acceleration Event (the “Acceleration Event Settlement Date”): (i) the sale or any other transaction resulting in a disposition with respect to more than 50% of the voting or controlling equity interests of the Company or of assets of the Company representing over 50% of the value of the Company (with such percentage determinable as of the date of such sale in good faith by the Parties or otherwise by an independent third party to be mutually agreed), (ii) a merger or split-off of the Company, or any other corporate restructuring of the Company in which the Company is not the surviving entity, (iii) the winding up of the Company or the initialization of any other liquidation or similar procedures, (iv) the process for the de-listing of any of the Company’s securities from a national securities exchange being initiated, which process, for the avoidance of doubt, shall not be considered initiated by a letter from the Listing Qualifications Department of the Nasdaq Stock Market regarding non-compliance with a continued listing requirement, or (v) a material breach by the Company of...
Stock Splits, Anti-Dilution, Change of Control or Other Acceleration Events. All numbers contained in, and all calculations required to be made pursuant to, this Agreement shall be automatically and equitably adjusted, as appropriate, to reflect any stock split, reverse stock split, stock dividend, distribution (including distributions which have been declared but remain unpaid), reorganization, recapitalization, reclassification, combination, exchange of shares or other transactions affected by the
