Adjustment to Performance Measures Clause Samples
The "Adjustment to Performance Measures" clause allows for the modification of established benchmarks or targets used to evaluate a party's performance under an agreement. In practice, this clause may be triggered by significant changes in circumstances, such as regulatory shifts, market disruptions, or unforeseen events that impact the original performance criteria. Its core function is to ensure that performance assessments remain fair and relevant, thereby preventing parties from being unfairly penalized or rewarded due to factors beyond their control.
Adjustment to Performance Measures. With respect to any Performance Condition, the Company shall adjust the performance measures, performance goals, relative weights of the measures, and other provisions of this Agreement to the extent (if any) it determines, in its sole discretion, that the adjustment is necessary or advisable to preserve the intended incentives and benefits to reflect (1) any stock split, reverse stock split, stock dividend, material change in corporate capitalization, any material corporate transaction (such as a reorganization, combination, separation, merger, acquisition, or any combination of the foregoing), or any complete or partial liquidation of the Company, (2) any change in accounting policies or practices, (3) the effects of any special charges to the Company’s earnings, or (4) any other similar special circumstances.