Adjustment in Option Shares. (a) In the event any change is made to the Company’s outstanding Common Stock by reason of any stock split, stock dividend, combination of shares, exchange of shares, or other change affecting the outstanding Common Stock as a class without receipt of consideration, then appropriate adjustments shall be made to the total number of Option Shares subject to this option and the Option Price payable per share in order to reflect such change and thereby preclude a dilution or enlargement of benefits hereunder. (b) If pursuant to the terms of the Plan, this option is to be assumed or is otherwise to remain outstanding after a Corporate Transaction, then this option shall be appropriately adjusted to apply and pertain to the number and class of securities that would have been issuable to the Participant in the consummation of such Corporate Transaction had the option been exercised immediately prior to such Corporate Transaction, and appropriate adjustments shall also be made to the Option Price payable per share, provided the aggregate Option Price payable hereunder shall remain the same.
Appears in 4 contracts
Sources: Stock Option Agreement (xG TECHNOLOGY, INC.), Stock Option Agreement (NXT-Id, Inc.), Stock Option Agreement (NXT-Id, Inc.)
Adjustment in Option Shares. (a) A. In the event any change is made to the Company’s Corporation's outstanding Common Stock by reason of any stock split, stock dividend, combination of shares, exchange of shares, or other change affecting the outstanding Common Stock as a class without receipt of consideration, then appropriate adjustments shall be made to (i) the total number of Option Shares subject to this option, (ii) the number of Option Shares for which this option is to be exercisable from and after each installment date specified in the Grant Notice and (iii) the Option Price payable per share in order to reflect such change and thereby preclude a dilution or enlargement of benefits hereunder.
(b) B. If pursuant to the terms of the Plan, this option is to be assumed in connection with a Corporate Transaction described in Paragraph 6 or is otherwise to remain outstanding after a Corporate Transactionoutstanding, then this option shall be appropriately adjusted adjusted, immediately after such Corporate Transaction, to apply and pertain to the number and class of securities that which would have been issuable to the Participant Optionee in the consummation of such Corporate Transaction had the option been exercised immediately prior to such Corporate Transaction, and appropriate adjustments shall also be made to the Option Price payable per share, provided PROVIDED the aggregate Option Price payable hereunder shall remain the same.
Appears in 4 contracts
Sources: Stock Purchase Agreement (Rhythms Net Connections Inc), Stock Option Agreement (Rhythms Net Connections Inc), Stock Option Agreement (Rubios Restaurants Inc)
Adjustment in Option Shares. (a) A. In the event any change is made to the Company’s Corporation's outstanding Common Stock by reason of any stock split, stock dividend, combination of shares, exchange of shares, or other change affecting the outstanding Common Stock as a class without receipt of consideration, then appropriate adjustments shall be made to (i) the total number of Option Shares subject to this option, (ii) the number of Option Shares for which this option is to be exercisable from and after each installment date specified in the Grant Notice and (iii) the Option Price payable per share in order to reflect such change and thereby preclude a dilution or enlargement of benefits hereunder.
(b) B. If pursuant to the terms of the Plan, this option is to be assumed in connection with a Corporate Transaction described in Paragraph 6 or is otherwise to remain outstanding after a Corporate Transactionoutstanding, then this option shall be appropriately adjusted adjusted, immediately after such Corporate Transaction, to apply and pertain to the number and class of securities that which would have been issuable to the Participant Optionee in the consummation of such Corporate Transaction had the option been exercised immediately prior to such Corporate Transaction, and appropriate adjustments shall also be made to the Option Price payable per share, provided the aggregate Option Price payable hereunder shall remain the same.
Appears in 4 contracts
Sources: Series F Preferred Stock Purchase Agreement (Digirad Corp), Employment Agreement (Combichem Inc), Employment Agreement (Combichem Inc)
Adjustment in Option Shares. (a) A. In the event any change is made to the Company’s outstanding Common Stock by reason of any stock split, stock dividend, combination of shares, exchange of shares, or other change affecting the outstanding Common Stock as a class without receipt of consideration, then appropriate adjustments shall be made to (i) the total number of Option Shares subject to this option Option, (ii) the number of Option Shares for which this Option is to be exercisable from and after each installment date specified in the Grant Notice and (iii) the Option Price payable per share in order to reflect such change and thereby preclude a dilution or enlargement of benefits hereunder.
(b) B. If pursuant to the terms of the Plan, this option Option is to be assumed in connection with a Change in Control described in Paragraph 6 or is otherwise to remain outstanding after a Corporate Transactionoutstanding, then this option Option shall be appropriately adjusted adjusted, immediately after such Change in Control, to apply and pertain to the number and class of securities that which would have been issuable to the Participant Optionee in the consummation of such Corporate Transaction Change in Control had the option been exercised immediately prior to such Corporate TransactionChange in Control, and appropriate adjustments shall also be made to the Option Price payable per share, provided the aggregate Option Price payable hereunder shall remain the same.
Appears in 3 contracts
Sources: Non Employee Director Stock Option Agreement (Geron Corp), Stock Option Agreement (Geron Corp), Non Employee Director Stock Option Agreement (Geron Corp)
Adjustment in Option Shares. (a) A. In the event any change is made to the Company’s outstanding Common Stock issuable under the Plan (whether by reason of any stock split(i) merger, consolidation or reorganization or (ii) recapitalization, stock dividend, stock split, combination of shares, exchange of shares, shares or other similar change affecting the outstanding Common Stock as a class without receipt of consideration), then appropriate adjustments shall be made then, unless such change results in the termination of all outstanding options pursuant to the total provisions of paragraph III of Articles Two and Three of the Plan, the number and class of Option Shares subject to securities purchasable under this option and the Option Price payable per share in order shall be appropriately adjusted to reflect such change and thereby preclude a prevent the dilution or enlargement of the Optionee's rights and benefits hereunder.
(b) B. If pursuant to the terms of the Plan, this option is to be assumed or is otherwise to remain outstanding after in connection with a Corporate Transaction, then this option shall be appropriately adjusted adjusted, immediately after such Corporate Transaction, to apply and pertain to the number and class of securities that which would have been issuable to the Participant Optionee in the consummation of such Corporate Transaction had the option been exercised immediately prior to such Corporate Transaction, and appropriate adjustments shall also be made to the Option Price payable per sharePrice, provided the aggregate Option Price payable hereunder shall remain the same.
Appears in 2 contracts
Sources: Non Employee Director Stock Option Agreement (Komag Inc /De/), Non Employee Director Stock Option Agreement (Komag Inc /De/)
Adjustment in Option Shares. (a) In the event any change is made to the Company’s Corporation's outstanding Common Stock by reason of any stock split, stock dividend, combination of shares, exchange or conversion of shares, or other change affecting the outstanding Common Stock as a class without receipt of consideration, then appropriate adjustments shall be made to (i) the total number of Option Shares subject to this option Option and (ii) the Option Price payable per share in order to reflect such change and thereby preclude a dilution or enlargement of benefits hereunder.
(b) If pursuant to the terms of the Plan, this option Option is to be assumed or is otherwise to remain outstanding after a the Corporate Transaction, then this option Option shall be appropriately adjusted to apply and pertain to the number and class of securities that would have been issuable to the Participant Optionee in the consummation of such Corporate Corporation Transaction had the option been exercised immediately prior to such Corporate Transaction, and appropriate adjustments shall also be made to the Option Price payable per share, provided the aggregate Option Price payable hereunder shall remain the same.
Appears in 2 contracts
Sources: Stock Option Agreement (CHINA MOBILITY SOLUTIONS, INC. (Formerly Xin Net Corp.)), Stock Option Agreement (Geocities)
Adjustment in Option Shares. (a) A. In the event any change is made to the Company’s Corporation's outstanding Common Stock by reason of any stock split, stock dividend, combination of shares, exchange of shares, or other change affecting the outstanding Common Stock as a class without receipt of consideration, then appropriate adjustments shall be made to (i) the total number of Option Shares subject to this option, (ii) the number of Option Shares for which this option is to be exercisable from and after each installment date specified in the Grant Notice and (iii) the Option Price payable per share in order to reflect such change and thereby preclude a dilution or enlargement of benefits hereunder.
(b) B. If pursuant to the terms of the Plan, this option is to be assumed in connection with a Corporate Transaction described in Paragraph 6 or is otherwise to remain outstanding after a Corporate Transactionoutstanding, then this option shall be appropriately adjusted adjusted, immediately after such Corporate Transaction, to apply and pertain to the number and class of securities that which would have been issuable to the Participant Optionee in the consummation of such Corporate Transaction had the option been exercised immediately prior to such Corporate Transaction, and appropriate adjustments shall also be made to the Option Price payable per share, provided the aggregate Option Price payable hereunder shall remain the same.such
Appears in 1 contract
Adjustment in Option Shares. (a) In the event A. Should any change is be made to the Company’s outstanding Common Stock issuable under the Plan by reason of any stock split, stock dividend, recapitalization, combination of shares, exchange of shares, shares or other change affecting the outstanding Common Stock as a class without the Corporation's receipt of consideration, then appropriate adjustments shall be made to the total number and class of Option Shares subject to securities purchasable under this option and the Option Exercise Price payable per share in order shall be appropriately adjusted to reflect such change and thereby preclude a prevent the dilution or enlargement of benefits Optionee's rights hereunder; provided, however, the aggregate Exercise Price shall remain the same.
(b) If pursuant to the terms of the Plan, B. Should this option is to be assumed or is otherwise to remain outstanding after a in connection with any Corporate TransactionTransaction under Paragraph 7, then this option shall be appropriately adjusted to apply and pertain to the number and class of securities that which would have been issuable issued to the Participant Optionee in the consummation of such Corporate Transaction had the option been exercised immediately prior to such Corporate Transaction, and appropriate . Appropriate adjustments shall also be made to the Option Exercise Price payable per share, provided the aggregate Option Exercise Price payable hereunder shall remain the same.
Appears in 1 contract
Sources: Non Statutory Stock Option Agreement (Sharper Image Corp)
Adjustment in Option Shares. (a) In the event any change is made to the Company’s outstanding Common Stock issuable under the Plan by reason of any stock split, stock dividend, recapitalization, combination of shares, exchange of shares, shares or other change affecting the outstanding Common Stock as a class effected without the Corporation's receipt of consideration, then the Plan Administrator shall make appropriate adjustments shall be made to (i) the total number and/or class of Option Shares securities subject to this option and (ii) the Option Exercise Price payable per share in order to reflect such change and thereby preclude a prevent any dilution or enlargement of rights and benefits hereunder. Such adjustments shall be final, binding and conclusive.
(b) If pursuant to the terms of the Plan, this option is to be assumed in connection with any Corporate Transaction under Paragraph 6 or is otherwise to remain outstanding after a Corporate Transactioncontinue outstanding, then this option shall shall, immediately after the effective date of such Corporate Transaction, be appropriately adjusted to apply and pertain to the number and class of securities that which would have been issuable issued to the Participant Optionee in the consummation of such Corporate Transaction had the option been exercised immediately prior to such Corporate Transaction, and appropriate . Appropriate adjustments shall also be made to the Option Exercise Price payable per share, provided PROVIDED the aggregate Option Exercise Price payable hereunder shall remain the same.
Appears in 1 contract
Sources: Merger Agreement (Gene Logic Inc)
Adjustment in Option Shares. (a) In the event any change is made to the Company’s outstanding Common Stock issuable under the Plan by reason of any stock split, stock dividend, combination of shares, exchange of shares, shares or other change affecting the outstanding Common Stock as a class without the Corporation's receipt of consideration, then the Plan Administrator shall make appropriate adjustments shall be made to (i) the total number of Option Optioned Shares subject to this option and the (ii) Option Price payable per share in order to reflect such change and thereby preclude a prevent any dilution or enlargement of benefits hereunder. The adjustments determined by the Plan Administrator shall be final, binding and conclusive.
(b) If the Corporation is the surviving entity in any Corporate Transaction which does not result in the termination of this option pursuant to the terms provisions of the Plan, Paragraph 7 or if this option is otherwise to be assumed or is otherwise to remain outstanding after a in connection with such Corporate Transaction, then this option shall shall, immediately after the Corporate Transaction, be appropriately adjusted to apply and pertain to the number and class of securities that which would have been issuable to the Participant issuable, in the consummation of such Corporate Transaction had Transaction, to an actual holder of the same number of shares of Common Stock as are subject to this option been exercised immediately prior to such Corporate Transaction, and appropriate adjustments shall also be made to the Option Price payable per share, provided the aggregate Option Price payable hereunder shall remain the same.
Appears in 1 contract
Sources: Stock Option Agreement (Corvel Corp)
Adjustment in Option Shares. (a) In the event any change is made to the CompanyCorporation’s outstanding Common Stock by reason of any stock split, stock dividend, combination of shares, exchange of shares, or other change affecting the outstanding Common Stock as a class without receipt of any consideration, then appropriate adjustments shall be made to to:
(i) the total number of Option Shares subject to this option,
(ii) the number of Option Shares for which this option is to be exercisable from and after each installment date specified in the Grant Notice or
(iii) the Option Price payable per share in order to reflect such change and thereby preclude a dilution or enlargement of benefits hereunder.
(b) If pursuant to the terms of the Plan, this option is to be assumed in connection with a Corporate Transaction described in Paragraph 6(a) or is otherwise to remain outstanding after a Corporate Transactionoutstanding, then this option shall be appropriately adjusted adjusted, immediately after such Corporate Transaction, to apply and pertain to the number and class of securities that which would have been issuable to the Participant Optionee in the consummation of such Corporate Transaction had the option been exercised immediately prior to such Corporate Transaction, and appropriate adjustments shall also be made to the Option Price payable per share, provided the aggregate Option Price payable hereunder shall remain the same.
Appears in 1 contract
Sources: Employee Stock Option Agreement (Green Earth Technologies Inc)
Adjustment in Option Shares. (a) A. In the event any change is made to the Company’s Corporation's outstanding Common Stock by reason of any stock split, stock dividend, combination of shares, exchange of shares, or other change affecting the outstanding Common Stock as a class without receipt of consideration, then appropriate adjustments shall be made to (i) the total number of Option Shares subject to this option, (ii) the number of Option Shares for which this option is to be exercisable from and after each installment date specified in the Grant Notice and (iii) the Option Price payable per share in order to reflect such change and thereby preclude a dilution or enlargement of benefits hereunder.
(b) B. If pursuant to the terms of the Plan, this option is to be assumed in connection with a Corporate Transaction described in Paragraph 6 or is otherwise to remain outstanding after a Corporate Transactionoutstanding, then this option shall be appropriately adjusted adjusted, immediately after such Corporate Transaction, to apply and pertain to the number and class of securities that which would have been issuable to the Participant Optionee in the consummation of such Corporate Transaction had the option been exercised immediately prior to such Corporate Transaction, and appropriate adjustments shall also be made to the Option Price payable per share, provided the aggregate Option Price -------- payable hereunder shall remain the same.
Appears in 1 contract
Sources: Stock Option Agreement (Corsair Communications Inc)
Adjustment in Option Shares. (a) A. In the event any change is made to the Company’s Corporation's outstanding Common Stock by reason of any stock split, stock dividend, combination of shares, exchange of shares, or other change affecting the outstanding Common Stock as a class without receipt of consideration, then appropriate adjustments shall be made to (i) the total number of Option Shares subject to this option, (ii) the number of Option Shares for which this option is to be exercisable from and after each installment date specified in the Grant Notice and (iii) the Option Price payable per share in order to reflect such change and thereby preclude a dilution or enlargement of benefits hereunder.
(b) If pursuant , provided that no adjustment shall be made to the terms option or the shares available under any option in connection with any exchange of the Plan, common stock issued to investors for Series A Preferred stock. B. If this option is to be assumed in connection with a Corporate Transaction described in Paragraph 6 or is otherwise to remain outstanding after a Corporate Transactionoutstanding, then this option shall be appropriately adjusted adjusted, immediately after such Corporate Transaction, to apply and pertain to the number and class of securities that which would have been issuable to the Participant Optionee in the consummation of such Corporate Transaction had the option been exercised immediately prior to such Corporate Transaction, and appropriate adjustments shall also be made to the Option Price payable per share, provided PROVIDED the aggregate Option Price payable hereunder shall remain the same.
Appears in 1 contract
Sources: Stock Option Agreement (Netscape Communications Corp)
Adjustment in Option Shares. (a) A. In the event any change is made to the Company’s Corporation's outstanding Common Stock by reason of any stock split, stock dividend, combination of shares, exchange of shares, or other change affecting the outstanding Common Stock as a class without receipt of consideration, then appropriate adjustments shall be made to (i) the total number of Option Shares subject to this option, (ii) the number of Option Shares for which this option is to be exercisable from and after each installment date specified in the Grant Notice and (iii) the Option Price payable per share in order to reflect such change and thereby preclude a dilution or enlargement of benefits hereunder, provided that no adjustment shall be made to the option or the shares available under any option in connection with any exchange of common stock issued to investors for Series A Preferred stock.
(b) B. If pursuant to the terms of the Plan, this option is to be assumed in connection with a Corporate Transaction described in Paragraph 6 or is otherwise to remain outstanding after a Corporate Transactionoutstanding, then this option shall be appropriately adjusted adjusted, immediately after such Corporate Transaction, to apply and pertain to the number and class of securities that which would have been issuable to the Participant Optionee in the consummation of such Corporate Transaction had the option been exercised immediately prior to such Corporate Transaction, and appropriate adjustments shall also be made to the Option Price payable per share, provided the aggregate Option Price payable hereunder shall remain the same.
Appears in 1 contract
Sources: Stock Option Agreement (Discovery Partners International Inc)
Adjustment in Option Shares. (a) A. In the event any change is made to the Company’s outstanding Common Stock by reason of any stock split, stock dividend, combination of shares, exchange of shares, or other change affecting the outstanding Common Stock as a class without receipt of consideration, then appropriate adjustments shall be made to (i) the total number of Option Shares subject to this option Option, (ii) the number of Option Shares for which this Option is to be exercisable from and after each installment date specified in the Grant Notice and (iii) the Option Price payable per share in order to reflect such change and thereby preclude a dilution or enlargement of benefits hereunder.
(b) B. If pursuant to the terms of the Plan, this option Option is to be assumed in connection with a Corporate Transaction described in Paragraph 6 or is otherwise to remain outstanding outstanding, then this Option shall be appropriately adjusted, immediately after a such Corporate Transaction, then this option shall be appropriately adjusted to apply and pertain to the number and class of securities that which would have been issuable to the Participant Optionee in the consummation of such Corporate Transaction had the option been exercised immediately prior to such Corporate Transaction, and appropriate adjustments shall also be made to the Option Price payable per share, provided the aggregate Option Price payable hereunder shall remain the same.
Appears in 1 contract
Sources: Stock Option Agreement (Geron Corp)
Adjustment in Option Shares. (a) A. In the event any change is made to the Company’s Corporation's outstanding Common Stock by reason of any stock split, stock dividend, combination of shares, exchange of shares, or other change affecting the outstanding Common Stock as a class without receipt of consideration, then appropriate adjustments shall be made to (i) the total number of Option Shares subject to this option Option, (ii) the number of Option Shares for which this Option is to be exercisable from and after each installment date specified in the Notice of Grant and (iii) the Option Price payable per share in order to reflect such change and thereby preclude a dilution or enlargement of benefits hereunder.
(b) B. If pursuant to the terms of the Plan, this option Option is to be assumed in connection with a Corporate Transaction described in Paragraph 6 or is otherwise to remain outstanding outstanding, then this Option shall be appropriately adjusted, immediately after a such Corporate Transaction, then this option shall be appropriately adjusted to apply and pertain to the number and class of securities that which would have been issuable to the Participant Optionee in the consummation of such Corporate Transaction had the option Option been exercised immediately prior to such Corporate Transaction, and appropriate adjustments shall also be made to the Option Price payable per share, provided the aggregate Option Price payable hereunder shall -------- remain the same.
Appears in 1 contract
Sources: Stock Option Agreement (Buy Com Inc)
Adjustment in Option Shares. (a) A. In the event any change is made to the CompanyCorporation’s outstanding Common Stock by reason of any stock split, stock dividend, combination of shares, exchange of shares, or other change affecting the outstanding Common Stock as a class without receipt of consideration, then appropriate adjustments shall be made to (i) the total number of Option Shares subject to this option, (ii) the number of Option Shares for which this option is to be exercisable from and after each installment date specified in the Grant Notice and (iii) the Option Price payable per share in order to reflect such change and thereby preclude a dilution or enlargement of benefits hereunder.
(b) B. If pursuant to the terms of the Plan, this option is to be assumed in connection with a Corporate Transaction described in Paragraph 6 or is otherwise to remain outstanding after a Corporate Transactionoutstanding, then this option shall be appropriately adjusted adjusted, immediately after such Corporate Transaction, to apply and pertain to the number and class of securities that which would have been issuable to the Participant Optionee in the consummation of such Corporate Transaction had the option been exercised immediately prior to such Corporate Transaction, and appropriate adjustments shall also be made to the Option Price payable per share, provided the aggregate Option Price payable hereunder shall remain the same.be
Appears in 1 contract
Sources: Stock Option Agreement (Tellabs Inc)
Adjustment in Option Shares. (a) A. In the event any change is made to the Company’s Corporation's outstanding Common Stock by reason of any stock split, stock dividend, combination of shares, exchange of shares, or other change affecting the outstanding Common Stock as a class without receipt of consideration, then appropriate adjustments shall be made to (i) the total number of Option Shares subject to this option, (ii) the number of Option Shares for which this option is to be exercisable from and after each installment date specified in the Grant Notice and (iii) the Option Price payable per share in order to reflect such change and thereby preclude a dilution or enlargement of benefits hereunder.
(b) B. If pursuant to the terms of the Plan, this option is to be assumed in connection with a Corporate Transaction described in Paragraph 6 or is otherwise to remain outstanding after a Corporate Transactionoutstanding, then this option shall be appropriately adjusted adjusted, immediately after such Corporate Transaction, to apply and pertain to the number and class of securities that which would have been issuable to the Participant Optionee in the consummation of such Corporate Transaction had the option been exercised immediately prior to such Corporate Transaction, and appropriate adjustments shall also be made to the Option Price payable per share, provided the aggregate Option Price payable hereunder shall -------- remain the same.
Appears in 1 contract
Sources: Stock Option Agreement (Corsair Communications Inc)
Adjustment in Option Shares. (a) A. In the event any change is made to the Company’s Corporation's outstanding Common Stock by reason of any stock split, stock dividend, combination of shares, exchange of shares, or other change affecting the outstanding Common Stock as a class without receipt of consideration, then appropriate adjustments shall be made to (i) the total number of Option Shares subject to this option, (ii) the number of Option Shares for which this option is to be exercisable from and after each installment date specified in the Grant Notice and (iii) the Option Price payable per share in order to reflect such change and thereby preclude a dilution or enlargement of benefits hereunder, provided that no adjustment shall be made to the option or the shares available under any option in connection with any exchange of common stock issued to investors for Series A Preferred stock.
(b) B. If pursuant to the terms of the Plan, this option is to be assumed in connection with a Corporate Transaction described in Paragraph 6 or is otherwise to remain outstanding after a Corporate Transactionoutstanding, then this option shall be appropriately adjusted adjusted, immediately after such Corporate Transaction, to apply and pertain to the number and class of securities that which would have been issuable to the Participant Optionee in the consummation of such Corporate Transaction had the option been exercised immediately prior to such Corporate Transaction, and appropriate adjustments shall also be made to the Option Price payable per share, provided PROVIDED the aggregate Option Price payable hereunder shall remain the same.
Appears in 1 contract