Common use of ADJUSTMENT UPON CHANGES IN CAPITALIZATION, ETC Clause in Contracts

ADJUSTMENT UPON CHANGES IN CAPITALIZATION, ETC. (a) In the event of any change in Issuer Common Stock by reason of a stock dividend, stock split, split-up, recapitalization, combination, exchange of shares or similar transaction, the type and number of shares or securities subject to the Option and the Purchase Price therefor shall be adjusted appropriately, and proper provision shall be made in the agreements governing such transaction so that Holder shall receive, upon exercise of the Option, the number and class of shares or other securities or property that Holder would have received in respect of Issuer Common Stock if the Option had been exercised immediately prior to such event, or the record date therefor, as applicable. If any additional shares of Issuer Common Stock are issued after the date of this Agreement (other than pursuant to an event described in the first sentence of this Section 7(a)), the number of shares of Issuer Common Stock subject to the Option shall be adjusted so that, after such issuance, it, when added to the number of shares of Issuer Common Stock previously issued pursuant hereto, equals 19.9% of the number of shares of Issuer Common Stock then issued and outstanding, without giving effect to any shares subject to or issued pursuant to the Option.

ADJUSTMENT UPON CHANGES IN CAPITALIZATION, ETC. (a) In the event of any change in Issuer Common Stock by reason of a stock dividendreclassification, recapitalization, stock split, split-up, recapitalization, combination, exchange of shares shares, stock dividend, dividend payable in any other securities, or any similar transactionevent, the type and number of shares or securities subject to the Option Option, and the Purchase Price therefor therefor, shall be adjusted appropriately, and proper provision shall be made in the agreements governing such transaction transaction, so that Holder Grantee shall receive, receive upon exercise of the Option, Option the number and class of shares or other securities or property that Holder Grantee would have received in respect of Issuer Common Stock if the Option had been exercised immediately prior to such event, event or the record date therefor, as applicable. If any additional shares of Issuer Common Stock are issued after the date of this Agreement (other than pursuant to an event described in the first sentence of this Section 7(a)immediately preceding sentence), the number of shares of Issuer Common Stock subject to the Option shall be adjusted so that, after such issuance, it, when added to the number of shares of Issuer Common Stock previously issued pursuant hereto, it equals 19.9% of the number of shares of Issuer Common Stock then issued and outstanding, without giving effect to any shares subject to or issued pursuant to the Option.

ADJUSTMENT UPON CHANGES IN CAPITALIZATION, ETC. (a) In the event of any change in Issuer Common Stock by reason of a stock dividend, stock split, split-up, recapitalization, combination, exchange of shares or similar transaction, the type and number of shares or securities subject to the Option Option, and the Purchase Price therefor therefor, shall be adjusted appropriately, and proper provision shall be made in the agreements governing such transaction so that Holder shall receive, upon exercise of the Option, the number and class of shares or other securities or property that Holder would have received in respect of Issuer Common Stock if the Option had been exercised immediately prior to such event, or the record date therefor, as applicable. If any additional shares of Issuer Common Stock are issued after the date of this Agreement (other than pursuant to an event described in the first sentence of this Section 7(a)), the number of shares of Issuer Common Stock subject to the Option shall be adjusted so that, after such issuance, it, when added to the number of together with any shares of Issuer Common Stock previously issued pursuant hereto, equals 19.9% of the number of shares of Issuer Common Stock then issued and outstanding, without giving effect to any shares subject to or issued pursuant to the Option.

ADJUSTMENT UPON CHANGES IN CAPITALIZATION, ETC. (a) In the event of any change in Issuer Common Stock by reason of a stock dividend, stock split, split-up, recapitalization, combination, exchange of shares or similar transaction, the type and number of shares or securities subject to the Option Option, and the Purchase Price therefor therefor, shall be adjusted appropriately, and proper provision shall be made in the agreements governing such transaction so that Holder shall receive, upon exercise of the Option, the number and class of shares or other securities or property that Holder would have received in respect of Issuer Common Stock if the Option had been exercised immediately prior to such event, or the record date therefor, as applicable. If any additional shares of Issuer Common Stock are issued after the date of this Agreement (other than pursuant to an event described in the first sentence of this Section 7(a)) or pursuant to this Option), the number of shares of Issuer Common Stock subject to the Option shall be adjusted so that, after such issuance, it, when added to the number of together with any shares of Issuer Common Stock previously issued pursuant hereto, equals 19.9% of the number of shares of Issuer Common Stock then issued and outstanding, without giving effect to any shares subject to or issued pursuant to the Option.

ADJUSTMENT UPON CHANGES IN CAPITALIZATION, ETC. (a) In the event of any change in Issuer Common Stock by reason of a stock dividend, stock split, split-up, recapitalization, combination, exchange of shares or similar transaction, the type and number of shares or securities subject to the Option and the Purchase Price therefor shall be adjusted appropriately, and proper provision shall be made in the agreements governing such transaction so that Holder shall receive, upon exercise of the Option, the number and class of shares or other securities or property that Holder would have received in respect of Issuer Common Stock if the Option had been exercised immediately prior to such event, or the record date therefor, as applicable. If any additional shares of Issuer Common Stock are issued after the date of this Agreement (other than pursuant to an event described in the first sentence of this Section 7(a)), the number of shares of Issuer Common Stock subject to the Option shall be adjusted so that, after such issuance, it, when added to the number of together with any shares of Issuer Common Stock previously issued pursuant hereto, equals 19.9% of the number of shares of Issuer Common Stock then issued and outstanding, without giving effect to any shares subject to or issued pursuant to the Option.

ADJUSTMENT UPON CHANGES IN CAPITALIZATION, ETC. (a) In the event of any change in Issuer Common Stock by reason of a stock dividend, stock split, split-up, recapitalization, combination, exchange of shares or similar transaction, the type and number of shares or securities subject to the Option Option, and the Purchase Price therefor therefor, shall be adjusted appropriately, and proper provision shall be made in the agreements governing such transaction so that Holder shall receive, upon exercise of the Option, the number and class of shares or other securities or property that Holder would have received in respect of Issuer Common Stock if the Option had been exercised immediately prior to such event, or the record date therefor, as applicable. If any additional shares of Issuer Common Stock are issued after the date of this Agreement (other than pursuant to an event described in the first sentence of this Section 7(a)), the number of shares of Issuer Common Stock subject to the Option shall be adjusted adjusted, without any further action by or on behalf of the Issuer or Holder, so that, after such issuance, it, when added to the number of together with any shares of Issuer Common Stock previously issued pursuant hereto, equals 19.9% of the number of shares of Issuer Common Stock then issued and outstanding, without giving effect to any shares subject to or issued pursuant to the Option.

ADJUSTMENT UPON CHANGES IN CAPITALIZATION, ETC. (a) In the event of any change in Issuer Common Stock by reason of a stock dividend, stock split, split-up, recapitalization, combination, exchange of shares shares, or similar transaction, the type and number of shares or securities subject to the Option Option, and the Purchase Price therefor therefor, shall be adjusted appropriately, and proper provision shall be made in the agreements governing such transaction so that Holder shall receive, upon exercise of the Option, the number and class of shares or other securities or property that Holder would have received in respect of Issuer Common Stock if the Option had been exercised immediately prior to such event, or the record date therefor, as applicable. If any additional shares of Issuer Common Stock are issued after the date of this Agreement (other than pursuant to an event described in the first sentence of this Section 7(aSECTION 7(A)), the number of shares of Issuer Common Stock subject to the Option shall be adjusted so that, after such issuance, it, when added to the number of together with any shares of Issuer Common Stock previously issued pursuant hereto, equals 19.9% of the number of shares of Issuer Common Stock then issued and outstanding, without giving effect to any shares subject to or issued pursuant to the Option.

ADJUSTMENT UPON CHANGES IN CAPITALIZATION, ETC. (a) In the event of any change in Issuer Common Stock by reason of a stock dividend, stock split, split-up, recapitalization, combination, exchange of shares or similar transaction, the type and number of shares or securities subject to the Option Option, and the Purchase Price therefor therefor, shall be adjusted appropriately, and proper provision shall be made in the agreements governing such transaction transaction, so that Holder Grantee shall receive, receive upon exercise of the Option, Option the number and class of shares or other securities or property that Holder Grantee would have received in respect of Issuer Common Stock if the Option had been exercised immediately prior to such event, event or the record date therefor, as applicable. If any additional shares of Issuer Common Stock are issued after the date of this Agreement (other at a price per share less than pursuant to an event described in the first sentence of this Section 7(a))Purchase Price, the number of shares of Issuer Common Stock subject to the Option shall be adjusted so that, after such issuance, it, when added to the number of shares of Issuer Common Stock previously issued pursuant hereto, it equals 19.9% of the number of shares of Issuer Common Stock then issued and outstanding, without giving effect to any shares subject to or issued pursuant to the Option.

ADJUSTMENT UPON CHANGES IN CAPITALIZATION, ETC. (a) In the event of any change in Issuer the Company Common Stock by reason of a stock dividend, stock split, split-up, combination, recapitalization, combination, exchange of shares or similar transaction, the type and number of shares or securities subject to the Option Option, and the Purchase Exercise Price therefor therefor, shall be adjusted appropriately, and proper provision shall be made in the agreements governing such transaction transaction, so that Holder the Grantee shall receive, receive upon exercise of the Option, Option the same class and number and class of outstanding shares or other securities or property that Holder Grantee would have received in respect of Issuer the Company Common Stock if the Option had been exercised immediately prior to such event, or the record date therefor, as applicable. If any additional shares of Issuer Company Common Stock are issued after the date of this Agreement (other than pursuant to an event described in the first sentence of this Section 7(a6(a)), the number of shares of Issuer Company Common Stock then remaining subject to the Option shall be adjusted so that, after such issuanceissuance of additional shares, it, when added to the such number of shares of Issuer Common Stock previously then remaining subject to the Option, together with shares theretofore issued pursuant heretoto the Option, equals 19.915.0% of the number of shares of Issuer the Company Common Stock then issued and outstandingoutstanding shares of Company Common Stock; provided, without giving effect to any however, that the number of shares of the Company Common Stock subject to or issued pursuant the Option shall only be increased to the Optionextent the Company then has available authorized but unissued and unreserved shares of the Company Common Stock.

ADJUSTMENT UPON CHANGES IN CAPITALIZATION, ETC. (a) In the event of any change in Issuer Common Stock by reason of a stock dividend, stock split, split-up, recapitalization, combination, exchange of shares or similar transaction, the type and number of shares or securities subject to the Option Option, and the Purchase Price therefor therefor, shall be adjusted appropriately, and proper provision shall be made in the agreements governing such transaction transaction, so that Holder Grantee shall receive, receive upon exercise of the Option, Option the number and class of shares or other securities or property that Holder Grantee would have received in respect of Issuer Common Stock if the Option had been exercised immediately prior to such event, event or the record date therefor, as applicable. If any additional shares of Issuer Common Stock are issued after the date of this Agreement (other than pursuant to an event described in the first sentence of this Section 7(a))Agreement, the number of shares of Issuer Common Stock subject to the Option shall be adjusted so that, after such issuance, it, when added to the number of shares of Issuer Common Stock previously issued pursuant hereto, it equals 19.9% of the number of shares of Issuer Common Stock then issued and outstanding, without giving effect to any shares subject to or issued pursuant to the Option.

ADJUSTMENT UPON CHANGES IN CAPITALIZATION, ETC. (a) In the event of any change in Issuer the Company Common Stock by reason of a stock dividend, stock splitdivided, split-up, combination, recapitalization, combination, exchange of shares or similar transaction, the type and number of shares or securities subject to the Option Option, and the Purchase Exercise Price therefor therefor, shall be adjusted appropriately, and proper provision shall be made in the agreements governing such transaction transaction, so that Holder the Grantee shall receive, receive upon exercise of the Option, Option the same class and number and class of outstanding shares or other securities or property that Holder Grantee would have received in respect of Issuer the Company Common Stock if the Option had been exercised immediately prior to such event, event or the record date therefor, as applicable. If any additional shares of Issuer Company Common Stock are issued after the date of this Option Agreement (other than pursuant to an event described in the first sentence of this Section 7(a6(a)), the number of shares of Issuer Company Common Stock then remaining subject to the Option shall be adjusted so that, after such issuanceissuance of additional shares, it, when added to the such number of shares of Issuer Common Stock previously then remaining subject to the Option, together with any shares theretofore issued pursuant heretoto the Option, equals 19.9% of the number of shares of Issuer the Company Common Stock then issued and outstanding, without giving effect to any shares subject to or issued pursuant to the Option.

ADJUSTMENT UPON CHANGES IN CAPITALIZATION, ETC. (a) In the event of any change in Issuer Common Stock by reason of a stock dividend, stock split, split-up, recapitalization, combination, exchange of shares or similar transaction, the type and number of shares or securities subject to the Option Option, and the Purchase Price therefor therefor, shall be adjusted appropriately, and proper provision shall be made in the agreements governing such transaction so that Holder shall receive, upon exercise of the Option, the number and class of shares or other securities or property that Holder would have received in respect of Issuer Common Stock if the Option had been exercised immediately prior to such event, or the record date therefor, as applicable. If any additional shares of Issuer Common Stock are issued after the date of this Agreement (other than pursuant to an event described in the first sentence of this Section 7(a)), the number of shares of Issuer Common Stock subject to the Option shall be adjusted so that, after such issuance, it, when added to the number of together with any shares of Issuer Common Stock previously issued pursuant hereto, equals 19.99.9% of the number of shares of Issuer Common Stock then issued and outstanding, without giving effect to any shares subject to or issued pursuant to the Option.

ADJUSTMENT UPON CHANGES IN CAPITALIZATION, ETC. (a) In the event of any change in Issuer Common Stock Shares by reason of a stock dividendreclassification, recapitalization, stock split, split-up, recapitalization, combination, exchange of shares shares, stock dividend, dividend, dividend payable in any other securities, or any similar transactionevent, the type and number of shares Shares or securities subject to the Option Option, and the Purchase Price therefor (including for purposes of repurchase thereof pursuant to Section 7), shall be adjusted appropriately, and proper provision shall be made in the agreements governing such transaction transaction, so that Holder Grantee shall receive, receive upon exercise of the Option, Option the number and class of shares or other securities or property that Holder Grantee would have received in respect of Issuer Common Stock Shares if the Option had been exercised immediately prior to such event, event or the record date therefor, as applicable. If any additional shares of Issuer Common Stock Shares are issued after the date of this Agreement (other than pursuant to an event described in the first sentence of this Section 7(a)immediately preceding sentence), the number of shares of Issuer Common Stock subject to the Option Shares shall be adjusted so that, after that immediately prior to such issuance, it, when added to the number of shares of Issuer Common Stock previously issued pursuant hereto, it equals 19.9% of the number of shares of Issuer Common Stock Shares then issued and outstanding, without giving effect to any shares subject to or issued pursuant to the Option.

ADJUSTMENT UPON CHANGES IN CAPITALIZATION, ETC. (a) In the event of any change in Issuer Common Stock by reason of a stock dividend, dividend stock split, split-up, recapitalization, combination, exchange of shares or similar transaction, the type and number of shares or securities subject to the Option Option, and the Purchase Price therefor therefor, shall be adjusted appropriately, and proper provision shall be made in the agreements governing such transaction so that Holder Grantee shall receive, upon exercise of the Option, the number and class of shares or other securities or property that Holder Grantee would have received in respect of Issuer Common Stock if the Option had been exercised immediately prior to such event, or the record date therefor, as applicable. If any additional shares of Issuer Common Stock are issued after the date of this Agreement (other than pursuant to an event described in the first sentence of this Section 7(a)), the number of shares of Issuer Common Stock subject to the Option shall be adjusted so that, after such issuance, itthe Option, when added to the number of together with any shares of Issuer Common Stock previously issued pursuant hereto, equals 19.9% of the number of shares of Issuer Common Stock then issued and outstanding, without giving effect to any shares subject to or issued pursuant to the Option.

ADJUSTMENT UPON CHANGES IN CAPITALIZATION, ETC. (a) In the event of any change in Issuer Common Stock by reason of a stock dividend, stock split, split-up, recapitalization, combination, exchange of shares or similar transaction, the type and number of shares or securities subject to the Option Option, and the Purchase Price therefor therefor, shall be adjusted appropriately, and proper provision shall be made in the agreements governing such transaction so that Holder Grantee shall receive, upon exercise of the Option, the number and class of shares or other securities or property that Holder Grantee would have received in respect of Issuer Common Stock if the Option had been exercised immediately prior to such event, or the record date therefor, as applicable. If any additional shares of Issuer Common Stock are issued after the date of this Agreement (other than pursuant to an event described in the first sentence of this Section 7(a)), the number of shares of Issuer Common Stock subject to the Option shall be adjusted so that, after such issuance, it, when added to equals the number of shares of Issuer Common Stock previously issued pursuant hereto, equals 19.9% same percentage of the number of shares of Issuer Common Stock then issued and outstanding, without giving effect outstanding as it did immediately prior to any shares subject to or issued pursuant to the Optionsuch issuance.

ADJUSTMENT UPON CHANGES IN CAPITALIZATION, ETC. (a) In the event of any change in Issuer Common Stock by reason of a stock dividend, stock split, split-up, recapitalization, combination, exchange of shares or similar transaction, the type and number of shares or securities subject to the Option Option, and the Purchase Price therefor therefor, shall be adjusted appropriately, and proper provision shall be made in the agreements governing such transaction so that Holder Grantee shall receivereceived, upon exercise of the Option, the number and class of shares or other securities or property that Holder Grantee would have received in respect of Issuer Common Stock if of the Option had been exercised immediately prior to such event, or the record date therefor, as applicable. If any additional shares of Issuer Common Stock are issued after the date of this Agreement (other than pursuant to an event described in the first sentence of this Section 7(a)), the number of shares of Issuer Common Stock subject to the Option shall be adjusted so that, after such issuance, it, when added to the number of together with any shares of Issuer Common Stock previously issued pursuant hereto, equals 19.9% of the number of shares of Issuer Common Stock then issued and outstanding, without giving effect to any shares subject to or issued pursuant to the Option.

ADJUSTMENT UPON CHANGES IN CAPITALIZATION, ETC. (a) In the event of any change in Issuer Common Stock by reason of a stock dividend, stock split, split-up, recapitalization, combination, exchange of shares shares, or similar transaction, the type and number of shares or securities subject to the Option Option, and the Purchase Price therefor therefor, shall be adjusted appropriately, and proper provision shall be made in the agreements governing such transaction so that Holder shall receive, upon exercise of the Option, the number and class of shares or other securities or property that Holder would have received in respect of Issuer Common Stock if the Option had been exercised immediately prior to such event, or the record date therefor, as applicable. If any additional shares of Issuer Common Stock are issued after the date of this Agreement (other than pursuant to an event described in the first sentence of this Section 7(aSECTION 7(A)), the number of shares of Issuer Common Stock subject to the Option shall be adjusted so that, after such issuance, it, when added to the number of it together with any shares of Issuer Common Stock previously issued pursuant heretothereto, equals 19.9% of the number of shares of Issuer Common Stock then issued and outstanding, without giving effect to any shares subject to or issued pursuant to the Option.

ADJUSTMENT UPON CHANGES IN CAPITALIZATION, ETC. (a) In the event of any change in Issuer Common Stock by reason of a stock dividend, stock split, split-up, recapitalization, reclassification, combination, exchange of shares or similar transactiontransaction or event with respect to the CENFED Common Stock, the type and number of shares or securities subject to the Option Option, and the Purchase Option Price therefor therefor, shall be adjusted appropriately, and proper provision shall be made in the agreements governing such transaction so that Holder Golden State shall receive, upon exercise of the Option, the number and class of shares or other securities or property that Holder Golden State would have received in respect of Issuer CENFED Common Stock if the Option had been exercised immediately prior to such event, or the record date therefor, as applicable. If any additional shares of Issuer CENFED Common Stock are issued after the date of this Agreement (other than pursuant to an event described in the first sentence of this Section 7(a9(a)), the number of shares of Issuer CENFED Common Stock subject to the Option shall be adjusted so that, after such issuance, itsuch number, when added to the number of together with any shares of Issuer CENFED Common Stock previously issued to Golden State pursuant hereto, equals 19.9% of the number of shares of Issuer CENFED Common Stock then issued and outstanding, without giving effect to any shares subject to or issued pursuant to the this Option.

ADJUSTMENT UPON CHANGES IN CAPITALIZATION, ETC. (a) In the event of any change in Issuer Common Stock by reason of a stock dividend, stock split, split-up, recapitalization, combination, exchange of shares or similar transaction, the type and number of shares or securities subject to the Option Option, and the Purchase Price therefor therefor, shall be adjusted appropriately, and proper provision shall be made in the agreements governing such transaction transaction, so that Holder Grantee shall receive, receive upon exercise of the Option, Option the number and class of shares or other securities or property that Holder Grantee would have received in respect of Issuer Common Stock if the Option had been exercised immediately prior to such event, event or the record date therefor, as applicable. If any additional shares of Issuer Common Stock are issued after the date of this Agreement (other at a price per share less than pursuant to an event described in the first sentence of this Section 7(a))Purchase Price, the number of shares of Issuer Common Stock subject to 4 4 the Option shall be adjusted so that, after such issuance, it, when added to the number of shares of Issuer Common Stock previously issued pursuant hereto, it equals 19.9% of the number of shares of Issuer Common Stock then issued and outstanding, without giving effect to any shares subject to or issued pursuant to the Option.

ADJUSTMENT UPON CHANGES IN CAPITALIZATION, ETC. (a) a. In the event of any change in Issuer the Company Common Stock by reason of a stock dividend, stock split, split-up, combination, recapitalization, combination, exchange of shares or similar transaction, the type and number of shares or securities subject to the Option Option, and the Purchase Exercise Price therefor therefor, shall be adjusted appropriately, and proper provision shall be made in the agreements governing such transaction transaction, so that Holder the Grantee shall receive, receive upon exercise of the Option, Option the same class and number and class of outstanding shares or other securities or property that Holder Grantee would have received in respect of Issuer the Company Common Stock if the Option had been exercised immediately prior to such event, or the record date therefor, as applicable. If any additional shares of Issuer Company Common Stock are issued after the date of this Agreement (other than pursuant to an event described in the first sentence of this Section 7(a6(a)), the number of shares of Issuer Company Common Stock then remaining subject to the Option shall be adjusted so that, after such issuanceissuance of additional shares, it, when added to the such number of shares of Issuer Common Stock previously then remaining subject to the Option, together with shares theretofore issued pursuant heretoto the Option, equals 19.915.9% of the number of shares of Issuer the Company Common Stock then issued and outstanding; provided, without giving effect to any however, that the number of shares of Company Common Stock subject to or issued pursuant the Option shall only be increased to the Optionextent the Company then has available authorized but unissued and unreserved shares of Company Common Stock.

ADJUSTMENT UPON CHANGES IN CAPITALIZATION, ETC. If the (a) In the event of any change in Issuer Common Stock is changed by reason of a stock dividend, stock split, split-up, recapitalization, combination, exchange of shares or similar other transaction, the type and number of shares or securities subject to the Option Option, and the Purchase Price therefor therefor, shall be adjusted appropriately, and proper provision shall be made in the agreements governing such transaction so that Holder Grantee shall receive, upon exercise of the Option, the number and class of shares or other securities or property that Holder Grantee would have received in respect of Issuer Common Stock if the Option had been exercised immediately prior to such event, or the record date therefor, as applicable. If any additional shares of Issuer Common Stock are issued after the date of this the Agreement (other than pursuant to an event described in the first sentence of this Section 7(a6(a)), the number of shares of Issuer Common Stock subject to the Option shall be adjusted so that, after such issuance, it, when added to the number of together with any shares of Issuer Common Stock previously issued pursuant hereto, equals 19.9one share less than 20% of the number of shares of Issuer Common Stock then issued and outstanding, without giving effect to any shares subject to or issued pursuant to the Option. No adjustment shall be made under this Section 6 if the Grantee takes any action (other than exercise of the Option) which causes it to become an Acquiring Person (as defined in the Rights Agreement). Nothing in this Section 6 shall constrain the exercise of the rights provided in Sections 7 and 8.

ADJUSTMENT UPON CHANGES IN CAPITALIZATION, ETC. (a) In the event of any change in Issuer Common Stock by reason of a stock dividend, stock split, split-up, recapitalization, combination, exchange of shares shares, or similar transaction, the type and number of shares or securities subject to the Option Option, and the Purchase Price therefor therefor, shall be adjusted appropriately, and proper provision shall be made in the agreements governing such transaction so that Holder shall receive, upon exercise of the Option, the number and class of shares or other securities or property that Holder would have received in respect of Issuer Common Stock if the Option had been exercised immediately prior to such event, or the record date therefor, as applicable. If any additional shares of Issuer Common Stock are issued after the date of this Agreement (other than pursuant to an event described in the first sentence of this Section 7(a)), the number of shares of Issuer Common Stock subject to the Option shall be adjusted so that, after such issuance, it, when added to the number of together with any shares of Issuer Common Stock previously issued pursuant hereto, equals 19.9% of the number of shares of Issuer Common Stock then issued and outstanding, without giving effect to any shares subject to or issued pursuant to the Option.

ADJUSTMENT UPON CHANGES IN CAPITALIZATION, ETC. (a) In the event of any change in Issuer Common Stock by reason of a stock dividend, stock split, split-up, recapitalization, combination, exchange of shares or similar transaction, the type and number of shares or securities subject to the Option and the Purchase Price therefor shall be adjusted appropriately, and proper provision shall be made in the agreements governing such transaction so that Holder shall receive, upon exercise of the Option, the number and class of shares or other securities or property that Holder would have received in respect of Issuer Common Stock if the Option had been exercised immediately prior to such event, or the record date therefor, as applicable. If any additional shares of Issuer Common Stock are issued after the date of this Agreement (other than pursuant to an event described in the first sentence of this Section 7(a)), the number of shares of Issuer Common Stock subject to the Option shall be adjusted so that, after such issuance, it, when added to the number of shares of Issuer Common Stock previously issued pursuant hereto, equals 19.911.7% of the number of shares of Issuer Common Stock then issued and outstanding, without giving effect to any shares subject to or issued pursuant to the Option.

ADJUSTMENT UPON CHANGES IN CAPITALIZATION, ETC. (a) In the event of any change in Issuer Common Stock by reason of a stock dividend, dividend stock split, split-up, recapitalization, combination, exchange of shares or similar transaction, the type and number of shares or securities subject to the Option Option, and the Purchase Price therefor therefor, shall be adjusted appropriately, and proper provision shall be made in the agreements governing such transaction so that Holder Grantee shall receive, upon exercise of the Option, the number and class of shares or other securities or property that Holder Grantee would have received in respect of Issuer Common Stock if the Option had been exercised immediately prior to such event, or the record date therefor, as applicable. If any additional shares of Issuer Common Stock are issued after the date of this Agreement (other than pursuant to an event described in the first sentence of this Section 7(a6(a)), the number of shares of Issuer Common Stock subject to the Option shall be adjusted so that, after such issuance, itthe Option, when added to the number of together with any shares of Issuer Common Stock previously issued pursuant hereto, equals 19.9% of the number of shares of Issuer Common Stock then issued and outstanding, without giving effect to any shares subject to or issued pursuant to the Option.

ADJUSTMENT UPON CHANGES IN CAPITALIZATION, ETC. (a) In the event of any change in Issuer Common Stock by reason of a stock dividend, dividend stock split, split-up, recapitalization, combination, exchange of shares or similar transaction, the type and number of shares or securities subject to the Option Option, and the Purchase Price therefor therefor, shall be adjusted appropriately, and proper provision shall be made in the agreements governing such transaction so that Holder Grantee shall receive, upon exercise of the Option, the number and class of shares or other securities or property that Holder Grantee would have received in respect of Issuer Common Stock if the Option had been exercised immediately prior to such event, or the record date therefor, as applicable. If any additional shares of Issuer Common Stock are issued after the date of this Agreement (other than pursuant to an event described in the first sentence of this Section 7(a)), the number of shares of Issuer Common Stock subject to the Option shall be adjusted so that, after such issuance, itthe Option, when added to the number of together with any shares of Issuer Common Stock previously issued pursuant hereto, equals 19.9% of the number of shares of Issuer Common Stock then issued and outstanding, without giving effect to any shares subject to or issued pursuant to the Option; provided, the number of shares of Issuer Common Stock subject to the Option following such adjustment shall remain subject to the limitations set forth in 3(f) above.