Common use of Adjustments upon Changes in Capitalization, Merger or Asset Sale Clause in Contracts

Adjustments upon Changes in Capitalization, Merger or Asset Sale. (a) In the event that the Board determines that any distribution (whether in the form of cash, Class B Shares, other securities or other property), recapitalization, reclassification, Membership Share split, reverse Membership Share split, reorganization, merger, consolidation, split-up, spin-off, combination, repurchase, liquidation, dissolution, or sale, transfer, exchange or other disposition of all or substantially all of the assets of the Company, or exchange of Membership Shares or other securities of the Company, issuance of warrants or other rights to purchase Class B Shares or other securities of the Company, or other similar corporate transaction or event, in the Board's sole discretion, affects the Class B Shares such that an adjustment is determined by the Board to be appropriate in order to prevent dilution or enlargement of the benefits or potential benefits intended by the Company to be made available under the Plan or with respect to any Option, then the Board shall, in such manner as it may deem equitable, adjust any or all of:

Appears in 7 contracts

Samples: Limited Liability Company Operating Agreement (Bioral Nutrient Delivery LLC), Limited Liability Company Operating Agreement (Bioral Nutrient Delivery LLC), Limited Liability Company Operating Agreement (Biodelivery Sciences International Inc)

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Adjustments upon Changes in Capitalization, Merger or Asset Sale. (a) In the event that the Board determines that any dividend or other distribution (whether in the form of cash, Class B Sharesstock, other securities securities, or other property), recapitalization, reclassification, Membership Share stock split, reverse Membership Share stock split, reorganization, merger, consolidation, split-up, spin-off, combination, repurchase, liquidation, dissolution, or sale, transfer, exchange or other disposition of all or substantially all of the assets of the Company, or exchange of Membership Shares Common Stock or other securities of the Company, issuance of warrants or other rights to purchase Class B Shares Common Stock or other securities of the Company, or other similar corporate transaction or event, in the Board's sole discretion, affects the Class B Shares Common Stock such that an adjustment is determined by the Board to be appropriate in order to prevent dilution or enlargement of the benefits or potential benefits intended by the Company to be made available under the Plan Agreement or with respect to any the Option, then the Board shall, in such manner as it may deem equitable, adjust any or all of:

Appears in 1 contract

Samples: Non Statutory Stock Option Agreement (Vicinity Corp)

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