Common use of Option Adjustments Clause in Contracts

Option Adjustments. In the event of a stock dividend, stock split or other change in corporate structure or capitalization affecting the common shares or any other transaction (including, without limitation, an extraordinary cash dividend) which, in the determination of the Compensation Committee (the "Committee") of the Board of Directors, affects the common shares such that an adjustment is required in order to preserve the benefits or potential benefits intended to be made available under the Plan, then the Committee shall equitably adjust any or all of (i) the number and kind of shares subject to this Option, and (ii) the purchase price with respect to the foregoing, provided that the number of shares subject to this Option shall always be a whole number. In the event of any tender offer or exchange offer (other than an offer by the Company) for the Company's common shares, or a dissolution or liquidation of the Company, or a merger or consolidation or similar transaction in which the Company is not the surviving company, or a sale, exchange or other disposition of all or substantially all of the Company assets, or a "Change in Control" of the Company (as defined in the Employment Agreement), or the termination of employment for Good Reason (as defined in the Employment Agreement), Optionee shall automatically become fully vested in this Option and this Option shall become fully exercisable.

Option Adjustments. In the event of a stock dividend, stock split or other change in corporate structure or capitalization affecting the common shares or any other transaction (including, without limitation, an extraordinary cash dividend) which, in the determination of the Compensation Committee (the "Committee") of the Board of Directors, affects the common shares such that an adjustment is required in order to preserve the benefits or potential benefits intended to be made available under the Plan, then the Committee shall equitably adjust any or all of (i) the number and kind of shares subject to this Option, and (ii) the purchase price with respect to the foregoing, provided that the number of shares subject to this Option shall always be a whole number. In the event of any tender offer or exchange offer (other than an offer by the Company) for the Company's common shares, or a dissolution or liquidation of the Company, or a merger or consolidation or similar transaction in which the Company is not the surviving company, or a sale, exchange or other disposition of all or substantially all of the Company assets, or a "Change in Control" Control of the Company (as defined in the Employment Agreement), or the termination of employment for Good Reason (as defined in the Employment Compensation Agreement), Optionee shall automatically become fully vested in this Option and this Option shall become fully exercisable.