Other Equitable Adjustments. Except for the “Qualitative Performance Factor”, the Committee may make adjustments (up or down) to the award as it deems to be equitable, to maintain the intended economics of the award in light of changed circumstances, which may include unusual or non-recurring events affecting the Firm (or the Performance Companies) or its financial statements in each case resulting from changes in accounting methods, practices or policies, changes in capital structure by reason of legal or regulatory requirements and such other changed circumstances, as the Committee may deem appropriate.
Other Equitable Adjustments. If any event occurs as to which the other provisions of this Section 12 are not strictly applicable (or if strictly applicable would not fairly protect the rights of the Optionees in accordance with the basic intent and principles of such provisions) but, in the reasonable opinion of the Committee, an adjustment should be made to fairly protect the rights of Optionees in accordance with the basic intent and principles of such provisions, then the Company shall appoint a firm of independent certified public accountants (which may be the regular auditors of the Company) of recognized national standing, which shall give its opinion upon the adjustment, if any, to be made to protect the Optionees against dilution on a basis consistent with the basic intent and principles established in the other provisions of this Section 12. Upon receipt of such opinion, the Company shall forthwith make the adjustments, if any, described therein, provided such equitable adjustments under this Section 12(c) would not result in a charge to the Company's earnings pursuant to applicable financial accounting principles.
Other Equitable Adjustments. Except for the Qualitative Performance Factor, the Committee may make adjustments (up or down) to the award as it deems to be equitable, to maintain the intended economics of the award in light of changed circumstances, which may include unusual or non-recurring events affecting the Firm (or the Performance Companies) or its financial statements in each case resulting from changes in accounting methods, practices or policies, changes in capital structure by reason of legal or regulatory requirements and such other changed circumstances, as the Committee may deem appropriate.Interpretation/Administration: The Committee has sole and complete authority to interpret and administer this Award Agreement, including, without limitation, the power to (i) interpret the Plan and the terms and conditions of this Award Agreement; (ii) determine the reason for termination of employment; (iii) determine application of the post-employment obligations and cancellation and recovery provisions; (iv) decide all claims arising with respect to this award; and (v) delegate such authority as it deems appropriate. Any determination contemplated hereunder by the Committee, the Firm, the Director of Human Resources or their respective delegates or nominees shall be binding on all parties.Notwithstanding anything herein to the contrary, the determinations of the Director of Human Resources, the Firm, the Committee and their respective delegates and nominees under the Plan and the Award Agreements are not required to be uniform. By way of clarification, the Committee, the Firm, the Director of Human Resources and their respective delegates and nominees shall be entitled to make non-uniform and selective determinations and modifications under Award Agreements and the Plan.
Other Equitable Adjustments. Equitable adjustments shall be made to account for stock splits, recapitalizations and other similar events affecting the common equity securities in question. The formula for this TSR payout calculation is as follows: ((B + .5E) ÷ N) × 100 B = Number of rTSR Peer Companies with TSRs below the Company’s TSR E = Number of rTSR Peer Companies with TSRs equal to the Company’s TSRN = The number of rTSR Peer Companies EPS-RELATED DEFINITIONS AND ADDITIONAL INFORMATION Earnings Per Share: EPS represents the Company’s net income divided by the weighted average of the number of the Company’s Ordinary Shares on a fully diluted basis during a specified start and ending period.
Other Equitable Adjustments. Upon such events described in Section 3(a) and (b), all other items derived from the number of shares outstanding or the price of the Common Stock, including without limitation the Acceleration Period, shall be equitably adjusted,
Other Equitable Adjustments. In case any event or circumstance shall occur as to which the provisions of Section 7.6(a) through Section 7.6(d) above are not strictly applicable, but the failure to make any adjustment to the Conversion Price would not fairly protect the conversion rights of this Note in accordance with the essential intent and principles hereof, then, in each such case, the Company, acting reasonably and in good faith, shall determine the appropriate adjustment to be made, on a basis consistent with the essential intent and principles established in Section 7.6(a) through Section 7.6(d) above necessary to preserve, without dilution, the conversion rights of the Holder. If the Majority Noteholders disagree with such determination by the Company, then the Company shall, at its own expense, appoint an Independent Investment Bank to give their opinion as soon as reasonably practicable as to the appropriate adjustment to be made, if any, on the basis describe above. Upon receipt of such opinion, the Company shall promptly mail a copy thereof to the Holder and, unless otherwise agreed by the Majority Noteholders, the Company shall make an adjustment on the basis of such opinion.
Other Equitable Adjustments. In case any event or circumstance shall occur as to which the provisions of Section 7.6(a) through Section 7.6(d) above are not strictly applicable, but the failure to make any adjustment to the Conversion Price would not fairly protect the conversion rights of the Series A-1 Preferred Shares in accordance with the essential intent and principles hereof, then, in each such case, the Company, acting reasonably and in good faith, shall determine the appropriate adjustment to be made, on a basis consistent with the essential intent and principles established in Section 7.6(a) through Section 7.6(d) above necessary to preserve, without dilution, the conversion rights of the Series A-1
Other Equitable Adjustments. Equitable adjustments shall be made to account for stock splits, recapitalizations and other similar events affecting the common equity securities in question. Formula: The TSR of the Company or any Comparator Company shall be determined in a manner consistent with the terms above, and pursuant to the following formula: TSR = ((Price End - Price Begin) + Dividend or Distribution Value) ÷ Price Begin
Other Equitable Adjustments. Equitable adjustments shall be made to account for stock or unit splits, recapitalizations and other similar events affecting the common equity securities in question. TSR Payout Formula: The formula for this TSR payout calculation is as follows: ((B + .5E) ÷ N) × 100 B = Number of Peer Companies with TSRs below the Company’s TSR E = Number of Peer Companies with TSRs equal to the Company’s TSR N = The number of Peer Companies EXAMPLE The example below assumes: • N = 100 peer companies • 20,000 total Tranche Target RIUs apply with respect to a Measurement Period, resulting in: • 10,000 Target RIUs with respect to such Tranche Target RIUs being subject to the Standard Performance Criteria and 10,000 Target RIUs being subject to the TSR Performance Criteria, and • 40,000 Maximum RIUs with respect to such Tranche Target RIUs, of which 20,000 are subject to the Standard Performance Criteria and 20,000 are subject to the TSR Performance Criteria Vesting with respect to the above Tranche Target RIUs which are subject to the Standard Performance Criteria will be determined in accordance with the applicable provisions thereof. With respect to the above Tranche Target RIUs which are subject to the TSR Performance Criteria, see following example: TSR Performance Criteria Outcome: Below Maximum / Above Target Performance: rTSR Percentile Rank: 65th percentile Award Earned: 65th percentile is above the 50th percentile (Target Performance Level) and below the 75th percentile (Maximum Performance Level), such that, Below Maximum / Above Target interpolation applies
Other Equitable Adjustments. The parties acknowledge that Tenant may be obligated to make a payment of Base Rent prior to final adjustments to Initial Base Rent in accordance with Section 3(a)(iii). Tenant shall make any such payment in accordance with the Base Rent then-calculated by the parties, and any shortfall due to Landlord as a result of adjustments pursuant to Section 3(a)(iii) shall be paid to Landlord within thirty (30) days, and any refund due to Tenant as a result of adjustments pursuant to Section 3(a)(iii) shall be deducted by Tenant from Tenant’s next payment of Rent.
