Common use of Adjustments to Exchange Ratio Clause in Contracts

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common Stock), reorganization, recapitalization, reclassification or other like change with respect to Parent Common Stock or Company Common Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common Stock), extraordinary cash dividends, reorganization, recapitalization, reclassification reclassification, combination, exchange of shares or other like change with respect to Parent Common Stock or Company Common Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Common Stock or Company Common Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be ----------------------------- adjusted to reflect appropriately the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common Stock), reorganization, recapitalization, reclassification or other like change with respect to Parent Common Stock or Company Common Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Common Stock or Company Common Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Acquiror Common Stock or Company Target Common Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Acquiror Common Stock or Company Target Common Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted (such adjustment to be subject to the consent of the Company, which shall not be unreasonably withheld) to reflect appropriately the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Common Stock or Company Common Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Acquiror Common Stock or Company Common Target Capital Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Acquiror Common Stock or Company Common Target Capital Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the appropriate effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common Stock), reorganization, recapitalization, reclassification or other like change with respect to Parent Common Stock or Company Common Stock occurring having a record date on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common Capital Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Common Stock or Company Common Capital Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Without limiting any other provision of this Agreement, the Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Common Stock or Company Common Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock Ordinary Shares, Parent ADSs or Company Class A Common Stock), extraordinary cash dividends, reorganization, recapitalization, reclassification reclassification, combination, exchange of shares or other like change with respect to Parent Common Stock ADSs, Parent Ordinary Shares or Company Class A Common Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio and any other applicable numbers or amounts shall be adjusted to reflect appropriately the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common Stock), extraordinary cash dividends, reorganization, recapitalization, reclassification reclassification, combination, exchange of shares or other like change with respect to Parent Common Stock or Company Common Stock occurring or having a record date on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Common Stock or Company Common Stock occurring on or after the date hereof and prior to the Effective Time, so as to provide holders of Company Common Stock and Parent the same economic effect as contemplated by this Agreement prior to such stock split, reverse split, stock dividend, reorganization, recapitalization or like change.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Desktop Common Stock or Company Individual Common Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Desktop Common Stock or Company Individual Common Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into or exercisable for Parent Common Stock or Company Common Stock), reorganization, recapitalization, reclassification or other like change with respect to Parent Common Stock or Company Common Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Common Stock or Company Common Stock occurring on or the record date for which shall occur after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately proportionately and equitably the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common Stock), reorganization, recapitalization, reclassification or other like change with respect to Parent Common Stock or Company Common Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be ----------------------------- adjusted to reflect appropriately the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Acquiror Common Stock or Company Target Common Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Acquiror Common Stock or Company Target Common Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Litronic Common Stock or Company Common BIZ Stock, as defined in Section 3.2.1), reorganization, recapitalization, reclassification or other like change with respect to Parent Litronic Common Stock or Company Common BIZ Stock occurring or having a record date on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common Capital Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Common Stock or Company Common Capital Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio and Stock Amount shall be equitably adjusted to reflect appropriately fully the effect of any reclassification, stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common Stock), reorganization, recapitalization, reclassification reorganization or other like change with respect to Parent Common Stock or Company Common Stock Stock, as applicable, occurring on or after the date hereof and prior to the Effective TimeDate.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Buyer Common Stock or Company Seller Common Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Buyer Common Stock stock or Company Seller Common Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common Stock), reorganization, recapitalization, reclassification or other like change with respect to Parent Common Stock or Company Common Stock occurring on or after the date hereof Effective Date and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock Shares or Company Common Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Common Stock Shares or Company Common Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent WebMD Class A Common Stock or Company HLTH Common Stock), extraordinary cash dividends, reorganization, recapitalization, reclassification reclassification, combination, exchange of shares or other like change with respect to Parent WebMD Class A Common Stock or Company HLTH Common Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the appropriate effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution to Parent securityholders of securities convertible into or exercisable for Parent Common Stock or Company Common Stock), extraordinary dividend, reorganization, recapitalization, reclassification or other like change with respect to Parent Common Stock or Company Common Stock occurring (or with a record date) on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the appropriate economic effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common Stock), reorganization, recapitalization, reclassification or other like change with respect to Parent Common Stock or Company Common Stock occurring having a record date on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common Capital Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Common Company Capital Stock that occurs or Company Common Stock occurring on or has a record date after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any reclassification, stock split, consolidation, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock Ordinary Shares, Parent ADSs or Company Common Stock), reorganization, recapitalizationcapital redemption or repayment, reclassification bonus issue, recapitalization or other like change with respect to Parent Common Stock Ordinary Shares, Parent ADSs or Company Common Stock occurring on (or for which a record date is established) after the date hereof and prior to the Effective Time, other than the Distribution.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Buyer Common Stock or Company Common Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Buyer Common Stock or Company Common Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall only be adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common Capital Stock), reclassification, reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Common Stock or Company Common Capital Stock occurring on or after the date hereof and prior to the Effective Time, so as to provide holders of Company Common Stock and Parent the same economic effect as contemplated by this Agreement prior to such stock split, reverse split, stock dividend, reorganization, recapitalization, like change or increase.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any stock splitsubdivision, reverse stock splitconsolidation, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Common Stock or Company Common Stock occurring on or after the date hereof and prior to the Effective Time, except that no adjustment shall be made to reflect the Reverse Stock Split or the Share Amendment.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Buyer Common Stock or Company Seller Common Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Buyer Common Stock or Company Seller Common Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or the Company Common Stock), cash dividends, reorganization, recapitalization, reclassification reclassification, combination, exchange of shares or other like change with respect to Parent Common Stock or the Company Common Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock Shares or Company Common StockShares), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Common Stock Shares or Company Common Stock Shares occurring on or after the date hereof and prior to the Effective Time.. 1.7

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Common Stock or Company Common Stock occurring on or after the date hereof and prior to the Effective TimeTime so as to provide holders of Company Common Stock and Parent the same economic effect as contemplated by this Agreement prior to such stock split, reverse split, stock dividend, reorganization, recapitalization, like change or increase.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately the effect of any reclassification, stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common StockShares), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Common Stock or Company Common Stock Shares occurring on (or for which a record date is established) after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock First Majestic Shares or Company Common StockPrimero Shares, other than stock dividends paid in lieu of ordinary course dividends), consolidation, reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Common Stock First Majestic Shares or Company Common Stock the Primero Shares occurring on or after the date hereof of the Arrangement Agreement and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be appropriately adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company GT Common Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Common Stock or Company GT Common Stock occurring on or after the date hereof and prior to the Effective Timeconsummation of the Merger.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Acquiror Common Stock or Company Target Common Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Common Stock or Company Acquiror Common Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be appropriately adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, split or stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common Stock), reorganization, recapitalization, reclassification or other like change with respect to Parent Common Stock or Company Common Stock occurring on or having a record date after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any reclassification, stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Common Stock or Company Common Stock occurring on (or for which a record date is established) after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, reclassification, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Common Stock or Company Common Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the appropriate effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company 24/7 Common Stock), reorganization, recapitalization, reclassification or other like change with respect to Parent Common Stock or Company 24/7 Common Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common StockShares), extraordinary cash dividends, reorganization, recapitalization, reclassification reclassification, combination, exchange of shares or other like change with respect to Parent Common Stock or Company Common Stock Shares occurring on or after the date hereof and prior to the Effective Time. Notwithstanding the foregoing, no adjustment to the Exchange Ratio shall be made in connection with the Stock Split to be paid February 18, 2000.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Neoforma Common Stock or Company Healthvision Common Stock), reorganization, recapitalization, reclassification or other like change with respect to Parent Neoforma Common Stock or Company Healthvision Common Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent BioMarin Common Stock or Company Glyko Common StockShares), extraordinary cash dividends, reorganization, recapitalization, reclassification reclassification, combination, exchange of shares or other like change with respect to Parent BioMarin Common Stock or Company Glyko Common Stock Shares occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be appropriately adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Common Stock or Company Common Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the appropriate effect of any stock split, reverse stock split, subdivision, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common Stock), reorganization, recapitalization, reclassification reclassification, combination or exchange of shares or other like change with respect to Parent Common Stock or Company Common Stock occurring having a record date on or after the date hereof and prior to the Merger 1 Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Common Stock or Company Common Stock occurring on or after the date hereof and prior to the Effective TimeClosing Date, so as to provide holders of Company Common Stock and Parent the same economic effect as contemplated by this Agreement prior to such stock split, reverse split, stock dividend, reorganization, recapitalization or like change.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into or exercisable or exchangeable for Parent Common Stock or Company Common Stock), reorganization, recapitalization, reclassification reclassification, combination, exchange of shares or other like change with respect to Parent Common Stock or Company Common Stock occurring or having a record date on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into or exercisable or exchangeable for Parent Common Stock or Company Common Stock), extraordinary cash dividend, reorganization, recapitalization, reclassification reclassification, combination, exchange of shares or other like change with respect to Parent Common Stock or Company Common Stock occurring or having a record date on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock Buyer Shares or Company Common StockPapyrus Shares), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Common Stock Buyer Shares or Company Common Stock Papyrus Shares occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock Shares or Company Common Stockthe Shares), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Common Stock Shares or Company Common Stock the Shares occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately the effect of any stock split, forward or reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common StockShares), cash dividends, reorganization, recapitalization, reclassification reclassification, combination, exchange of shares or other like change with respect to Parent Common Stock or Company Common Stock Shares occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Company Common Stock or Company Parent Common Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Company Common Stock or Parent Common Stock or Company Common Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall will be appropriately adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common Capital Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Common Stock or Company Common Capital Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities exchangeable for or convertible into Parent Common Stock or Company Common Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Common Stock or Company Common Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into or exchangeable or exercisable for Parent Common Stock or Company Common Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Common Stock or Company Common Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common StockStock or Preferred), reorganization, recapitalization, reclassification or other like change with respect to Parent Common Stock or Company Common Stock or Preferred occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any reclassification, combination, subdivision, stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent shares of Juniper Common Stock or Company Common Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Juniper Common Stock or Company Common Stock occurring on (or for which a record date is established) after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities of a Subsidiary of Parent or the Company or of securities convertible into Parent Common Stock or Company Common Stock), extraordinary cash dividends, reorganization, recapitalization, reclassification reclassification, combination, exchange of shares or other like change with respect to Parent Common Stock or Company Common Stock with a record date occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Common Stock or Company Common Stock occurring on or after the date hereof and prior to the Effective TimeTime so as to provide holders of Company Common Stock and Parent the same economic effect as was contemplated by this Agreement prior to such stock split, reverse split, stock dividend, reorganization, recapitalization, like change or increase.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common Capital Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Common Stock or Company Common Capital Stock occurring on or with a record date after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the appropriate effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common Capital Stock), reorganization, recapitalization, reclassification or other like change with respect to Parent Common Stock or Company Common Capital Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Avant! Common Stock or Company TMAI Common Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Avant! Common Stock or Company TMAI Common Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall will be adjusted to reflect appropriately the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities of a Subsidiary of Parent or the Company or of securities convertible into Parent Common Stock or Company Common Stock), extraordinary cash dividends (excluding regular quarterly dividends at the currently announced level), reorganization, recapitalization, reclassification reclassification, combination, exchange of shares or other like change with respect to Parent Common Stock or Company Common Stock with a record date occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Series B Preferred Stock or Company Common Stock), reorganization, recapitalization, reclassification or other like change with respect to Parent Common Series B Preferred Stock or Company Common Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Buyer Common Stock or Company Common Seller Capital Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Buyer Common Stock or Company Common Seller Capital Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent or exercisable or exchangeable for Company Common Stock or Company Parent Common Stock), extraordinary cash dividend, reorganization, recapitalization, reclassification reclassification, combination, exchange of shares or other like change with respect to Company Common Stock or Parent Common Stock occurring or Company Common Stock occurring having a record date on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent USWeb Common Stock or Company CKS Common Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent USWeb Common Stock or Company CKS Common Stock occurring on or after the date hereof of this Agreement and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent ATC Common Stock or Company SpectraSite Common Stock), cash dividends, reorganization, recapitalization, reclassification reclassification, combination, exchange of shares or other like change with respect to Parent ATC Common Stock or Company SpectraSite Common Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Summit Common Stock or Company OrCAD Common Stock), reorganization, recapitalization, reclassification or other like change with respect to Parent Summit Common Stock or Company OrCAD Common Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately the effect of any stock split, forward or reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common Stocksecurities), extraordinary cash dividends, reorganization, recapitalization, reclassification reclassification, combination, exchange of shares or other like change with respect to Parent Common Stock or Company Common Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent SG Common Stock or Company SPI Common Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent SG Common Stock or Company SPI Common Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Autobytel Common Stock or Company Common Target Capital Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Autobytel Common Stock or Company Common Target Capital Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities securi-ties convertible into Parent Common Stock or and Company Common Capital Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Common Stock or and Company Common Capital Stock occurring on or after the date hereof and prior before the Effective Time with respect to the Effective TimeExchange Ratio.

Adjustments to Exchange Ratio. The Exchange Ratio shall be equitably adjusted to reflect appropriately fully the effect of any stock split, reverse split, stock splitcombination, stock dividend (including any dividend or distribution of securities convertible into Parent Broadcom Common Stock or Company Common Capital Stock), reorganization, recapitalizationreclassification, reclassification recapitalization or other like change with respect to Parent Broadcom Common Stock or Company Common Capital Stock occurring on or the effective date of which occurs after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent NPS Common Stock Shares or Company Allelix Common StockShares other than stock dividends paid in lieu of ordinary course dividends), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent NPS Common Stock Shares or Company Allelix Common Stock Shares occurring on or after the date hereof of the Arrangement Agreement and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be appropriately adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock Holding Company Shares or Company B2B Common Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Common Stock or Holding Company Common Stock Shares occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted accordingly to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Quest Common Stock or Company Common and Foglight Capital Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Quest Common Stock or Company Common and Foglight Capital Stock occurring on or after the date hereof of this Agreement and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, reclassification, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Common Stock or Company Common Stock occurring on or after the date hereof and prior to the Effective Timehereof.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Yahoo! Common Stock or Company GeoCities Common Stock), reorganization, recapitalization, reclassification or other like change with respect to Parent Yahoo! Common Stock or Company GeoCities Common Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent KLA Common Stock or Company Tencor Common Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent KLA Common Stock or Company Tencor Common Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Company Capital Stock or Company Parent Common Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Company Capital Stock or Parent Common Stock or Company Common Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common Stock), reorganization, recapitalization, reclassification or other like change with respect to the Parent Common Stock occurring or Company Common Stock occurring having a record date on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Electronic Arts Common Stock or Company Maxis Common Stock), reorganization, recapitalization, reclassification or other like change with respect to Parent Electronic Arts Common Stock or Company Maxis Common Stock occurring or having a record date on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio exchange ratios determined above shall be adjusted to reflect appropriately the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common Stock), reorganization, recapitalization, reclassification reclassification, combination, exchange of shares or other like change with respect to the Parent Common Stock or Company Common Stock occurring on or after the date hereof and prior to the Effective TimeStock.

Adjustments to Exchange Ratio. The Exchange Ratio shall be appropriately adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Common Stock or Company Common Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be equitably adjusted to reflect appropriately fully the effect of any stock split, reverse split, stock splitcombination, stock dividend (including any dividend or distribution of securities convertible into Parent GHI Common Stock or Company IPEC Common Stock), reorganization, recapitalizationreclassification, reclassification recapitalization or other like change with respect to Parent GHI Common Stock or Company IPEC Common Stock occurring on or Stock, the effective date of which occurs after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be appropriately and proportionately adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Millennium Common Stock or Company COR Common Stock), reorganization, recapitalizationreclassification, reclassification recapitalization or other like change with respect to Parent Millennium Common Stock or Company COR Common Stock occurring on (or for which a record date is established) after the date hereof and on or prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be equitably adjusted to reflect appropriately fully the effect of any stock split, reverse split, stock splitcombination, stock dividend (including any dividend or distribution of securities convertible into Parent Acquiror Common Stock or Company Common Stock), reorganization, recapitalizationreclassification, reclassification recapitalization or other like change with respect to Parent Acquiror Common Stock or Company Common Stock occurring on or the effective date of which occurs after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common Capital Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Common Stock or Company Common Capital Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the appropriate effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution to Parent security holders of securities convertible into or exercisable for Parent Common Stock or Company Common Stock), extraordinary dividend, reorganization, recapitalization, reclassification or other like change with respect to Parent Common Stock or Company Common Stock occurring (or with a record date) on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately the effect of any stock split, reverse stock split, stock dividend (including any dividend recapitalization or distribution of securities convertible into Parent Common Stock or Company Common Stock), reorganization, recapitalization, reclassification or other like change similar event with respect to Parent Common Stock or Company Common Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company BESC Common Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Common Stock or Company BESC Common Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Zoi Common Stock or Company Common Stock), extraordinary cash dividends, reorganization, recapitalization, reclassification reclassification, combination, exchange of shares or other like change with respect to Parent Company Common Stock or Company Zoi Common Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock or Company Common Stock or Company Preferred Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Common Stock or Company Common Stock or Company Preferred Stock occurring on or after the date hereof and prior to the Effective Time.

Adjustments to Exchange Ratio. The Exchange Ratio shall be adjusted to reflect appropriately fully the effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Vitex Common Stock or Company Pentose Common Stock), reorganization, recapitalization, reclassification recapitalization or other like change with respect to Parent Vitex Common Stock or Company Pentose Common Stock occurring on or after the date hereof and prior to the Effective Time.