Common use of Equity Restructuring Clause in Contracts

Equity Restructuring. In the event of a declaration of a dividend payable in shares, a declaration of a dividend payable in a form other than shares in an amount that has a material effect on the price of shares, a recapitalization, stock split, reverse stock split, reorganization, merger, consolidation, split-up, spin-off, combination, repurchase or exchange of shares or other securities of the Company, issuance of warrants or other rights to purchase shares or other securities of the Company or other similar equity restructuring transaction (as that term is used in Statement of Financial Accounting Standards No. 123 (revised)), the Administrator shall make such proportionate adjustments in the number and type of shares (or other securities or other property) subject to this Agreement, if any, as the Administrator in its discretion deems appropriate to prevent dilution or enlargement of the benefits under this Agreement; provided, however, that the number of shares covered by this Agreement shall be rounded down to the extent that such adjustment results in fractional shares. The adjustments provided under this Section shall be nondiscretionary and shall be final and binding on Executive and the Company.