Common use of PAYMENTS IN CONNECTION WITH DIVIDENDS Clause in Contracts

PAYMENTS IN CONNECTION WITH DIVIDENDS. In the event that after the Effective Date the Company makes any dividend distribution upon or with respect to its Stock (other than a regular quarterly or annual dividend) ("LIQUIDATING DISTRIBUTION"), then the Base Price shall be reduced to the extent of the amount thereof is paid with respect to each outstanding share of Stock. After the Base Price has been reduced to zero, then for the balance of the Liquidating Distribution that reduced the Base Price to zero and for each Liquidating Distribution thereafter declared and paid, the Executive shall receive an amount equal to the amount which would be distributed to him if he held one share of Stock for each SAR Unit not previously exercised as of or prior to the record date for such Liquidating Distribution.