Adjustment of Purchase Price, Number and Kind of Securities or Number of Rights. The Purchase Price, the number and kind of securities issuable upon exercise of each Right and the number of Rights outstanding are subject to adjustment from time to time as provided in this Section 11.
Adjustment of Purchase Price, Number and Kind of Securities or Number of Rights. Section 11 of the Rights Agreement is hereby amended by adding to the end thereof the following:
Adjustment of Purchase Price, Number and Kind of Securities or Number of Rights. (a)(i) To preserve the actual or potential economic value of the Rights, if at any time after the date of this Rights Agreement there shall be any change in the Common Stock or the Preferred Stock, whether by reason of stock dividends, stock splits, recapitalizations, mergers, consolidations, combinations or other similar changes in capitalization, any distribution or issuance of cash, assets, evidences of indebtedness or subscription rights, options or warrants to holders of Common Stock or Preferred Stock, as the case may be (other than distribution of the Rights or regular cash dividends), or otherwise, then, in each such event the Board shall make such appropriate adjustments in the number of shares of Preferred Stock (or the number and kind of other securities or property) issuable upon exercise of each Right, the Purchase Price and Redemption Price in effect at such time and the number of Rights outstanding at such time (including the number of Rights or fractional Rights associated with each share of Common Stock) such that following such adjustment such event shall not have had the effect of reducing or limiting the benefits the holders of the Rights would have had absent such event. The adjustments provided for in this Section 11(a)(i) shall be made successively whenever such an adjustment is required by this Section 11(a)(i). If an event occurs which will require an adjustment under both this Section 11(a)(i) and Section 11(a)(ii), the adjustment provided for in this Section 11(a)(i) shall be in addition to, and shall be made prior to, any adjustment required pursuant to Section 11(a)(ii).
Adjustment of Purchase Price, Number and Kind of Securities or Number of Rights. Section 11(a)(ii)(C) of the Rights Agreement is hereby amended by adding to the end of the first paragraph thereof the following: “; provided further, however, that a Person shall not be deemed to have become the Beneficial Owner of 20% or more of the Common Shares then outstanding for the purposes of this Section 11(a)(ii)(C) as a result of the exercise of stock options to purchase shares of the Company’s common stock held by the 2008 Investors or their affiliates or the acquisition by the 2008 Investors or their affiliates of shares of the Company’s common stock as a result of grants made to the 2008 Investors or their affiliates or acquisitions of shares of the Company’s common stock by the 2008 Investors or their affiliates in connection with such 2008 Investors’ or their affiliates’ role as a member of the board of directors of the Company.”
Adjustment of Purchase Price, Number and Kind of Securities or Number of Rights. The Purchase Price, the number and kind of securities issuable upon exercise of each Right and the number of Rights outstanding are subject to adjustment from time to time as provided in this Section 11. Notwithstanding the foregoing, no adjustments to the Purchase Price pursuant to this Section 11 shall be made for the occurrence of any event which occurred prior to October 14, 2005 that otherwise would have required an adjustment to the Purchase Price pursuant to this Section 11.
Adjustment of Purchase Price, Number and Kind of Securities or Number of Rights. The Purchase Price, the number and kind of securities issuable upon exercise of each Right and the number of Rights outstanding are subject to adjustment from time to time as provided in this SECTION 11.
