Common use of Dilution and Other Adjustments Clause in Contracts

Dilution and Other Adjustments. In the event of any change in the Outstanding Shares of the Company by reason of any stock split, stock or extraordinary cash dividend, recapitalization, merger, consolidation, reorganization, combination or exchange of Shares or other similar event, or in the event of an extraordinary cash dividend or other similar event, and if the Committee shall determine, in its sole discretion, that such change equitably requires an adjustment in the number or kind of Shares that may be issued under the Plan pursuant to Section 3 and subject to this Award, in the target number of Performance Shares which have been awarded to you, including by payment of cash to you, in any measure of performance, or in any other terms that the Committee determines equitably require adjustment, then such adjustment shall be made by the Committee and shall be conclusive and binding for all purposes of the Plan and this Award.