Adjustments for Corporate Transactions and Other Events Clause Example with 7 Variations from Business Contracts

Adjustments for Corporate Transactions and Other Events. (a) Stock Dividend, Stock Split and Reverse Stock Split. Upon a stock dividend of, or stock split or reverse stock split affecting, the Common Stock, the number of outstanding RSUs PSUs shall, without further action of the Administrator, be adjusted to reflect such event; provided, however, that any fractional RSUs PSUs resulting from any such adjustment shall be eliminated. Adjustments under this paragraph will be made by the Administrator, whose determination as to what adjustments, if any, wi...ll be made and the extent thereof will be final, binding and conclusive. (b) Merger, Consolidation and Other Events. If the Company Laureate shall be the surviving or resulting corporation in any merger or consolidation and the Common Stock shall be converted into other securities, the RSUs PSUs shall pertain to and apply to the securities to which a holder of the number of shares of Common Stock subject to the RSUs PSUs would have been entitled. If the stockholders of the Company Laureate receive by reason of any distribution in total or partial liquidation or pursuant to any merger of the Company Laureate or acquisition of its assets, securities of another entity or other property (including cash), then the rights of the Company under this Agreement shall inure to the benefit of the Company's Laureate's successor, and this Agreement shall apply to the securities or other property (including cash) to which a holder of the number of shares of Common Stock subject to the RSUs PSUs would have been entitled, in the same manner and to the same extent as the RSUs. PSUs. 2 8. Non-Guarantee of Employment or Service Relationship. Nothing in the Plan or this Agreement shall alter your at-will or other employment status or other service relationship with the Company, nor be construed as a contract of employment or service relationship between the Company and you, or as a contractual right of you to continue in the employ of, or in a service relationship with, the Company for any period of time, or as a limitation of the right of the Company to discharge you at any time with or without cause or notice and whether or not such discharge results in the forfeiture of any nonvested and forfeitable PSUs or any other adverse effect on your interests under the Plan. View More

Adjustments for Corporate Transactions and Other Events. (a) Stock Dividend, Stock Split and Reverse Stock Split. Upon a stock dividend of, or stock split or reverse stock split affecting, the Common Stock, Class I Shares, the number of outstanding RSUs Units shall, without further action of the Administrator, be adjusted to reflect such event; provided, however, that any fractional RSUs resulting from any such adjustment shall be eliminated. event. Adjustments under this paragraph will be made by the Administrator, whose determination as to what adju...stments, if any, will be made and the extent thereof will be final, binding and conclusive. (b) Merger, Consolidation and Other Events. If the Company shall be the surviving or resulting corporation in any merger or consolidation and the Common Stock Class I Shares shall be converted into other securities, the RSUs Units shall pertain to and apply to the securities to which a holder of the number of shares of Common Stock Class I Shares subject to the RSUs Units would have been entitled. If the stockholders of the Company receive by reason of any distribution in total or partial liquidation or pursuant to any merger of the Company or acquisition of its assets, securities of another entity or other 3 property (including cash), then the rights of the Company under this Agreement shall inure to the benefit of the Company's successor, and this Agreement shall apply to the securities or other property (including cash) to which a holder of the number of shares of Common Stock Class I Shares subject to the RSUs Units would have been entitled, in the same manner and to the same extent as the RSUs. Units. Nothing in this Section 7 shall be construed as limiting or modifying the authority and discretion reserved to the Administrator to take any action with respect to the Units at such time and on such terms and conditions as the Administrator determines in its absolute direction to be desirable pursuant to Section 12.6 of the Plan. View More

Adjustments for Corporate Transactions and Other Events. (a) Stock Dividend, Stock Split and Reverse Stock Split. Upon a stock dividend of, or stock split or reverse stock split affecting, the Common Stock, the number of outstanding RSUs shall, without further action of the Administrator, be adjusted to reflect such event; provided, however, that any fractional RSUs resulting from any such adjustment shall be eliminated. Adjustments under this paragraph will be made by the Administrator, whose determination as to what adjustments, if any, will be made... and the extent thereof will be final, binding and conclusive. (b) Merger, Consolidation and Other Events. If the Company shall be the surviving or resulting corporation in any merger or consolidation and the Common Stock shall be converted into other securities, the RSUs shall pertain to and apply to the securities to which a holder of the number of shares of Common Stock subject to the RSUs would have been entitled. If the stockholders of the Company receive by reason of any distribution in total or partial liquidation or pursuant to any merger of the Company or acquisition of its assets, securities of another entity or other property (including cash), then the rights of the Company under this Agreement shall inure to the benefit of the Company's successor, and this Agreement shall apply to the securities or other property (including cash) to which a holder of the number of shares of Common Stock subject to the RSUs would have been entitled, in the same manner and to the same extent as the RSUs. 2 8. Non-Guarantee of Employment or Service Relationship. Nothing in the Plan or this Agreement will alter your employment status or other service relationship with the Company, nor be construed as a contract of employment or service relationship between the Company and you, or as a contractual right of you to continue in the employ of, or in a service relationship with, the Company for any period of time, or as a limitation of the right of the Company to discharge you at any time with or without Cause or notice, subject to applicable law, and whether or not such discharge results in the forfeiture of any nonvested and forfeitable RSUs or any other adverse effect on your interests under the Plan. View More

Adjustments for Corporate Transactions and Other Events. (a) Stock Dividend, Stock Split and Reverse Stock Split. Upon a stock dividend of, or stock split or reverse stock split affecting, the Common Stock, the number of outstanding RSUs PSUs shall, without further action of the Administrator, be adjusted to reflect such event; provided, however, that any fractional RSUs PSUs resulting from any such adjustment shall be eliminated. Adjustments under this paragraph will be made by the Administrator, whose determination as to what adjustments, if any, wi...ll be made and the extent thereof will be final, binding and conclusive. (b) Merger, Consolidation and Other Events. If the Company Laureate shall be the surviving or resulting corporation in any merger or consolidation and the Common Stock shall be converted into other securities, the RSUs PSUs shall pertain to and apply to the securities to which a holder of the number of shares of Common Stock subject to the RSUs PSUs would have been entitled. If the stockholders of the Company Laureate receive by reason of any distribution in total or partial liquidation or pursuant to any merger of the Company Laureate or acquisition of its assets, securities of another entity or other property (including cash), then the rights of the Company under this Agreement shall inure to the benefit of the Company's Laureate's successor, and this Agreement shall apply to the securities or other property (including cash) to which a holder of the number of shares of Common Stock subject to the RSUs PSUs would have been entitled, in the same manner and to the same extent as the RSUs. PSUs. View More

Adjustments for Corporate Transactions and Other Events. (a) Stock Dividend, Stock Split and Reverse Stock Split. Upon a stock dividend of, or stock split or reverse stock split affecting, the Common Stock, Shares, the Committee shall adjust the number of outstanding RSUs shall, without further action of the Administrator, be adjusted in an equitable manner to reflect such event; provided, however, that event, including in the case of a stock dividend taking into account any fractional RSUs resulting from any such adjustment shall be eliminated. Distr...ibution Equivalent Rights paid to the Participant. Adjustments under this paragraph will be made by the Administrator, Committee, whose determination as to what adjustments, if any, will be made and the extent thereof will be final, binding and conclusive. (b) Merger, Consolidation and Other Events. If the Company shall be the surviving or resulting corporation in any merger or consolidation and in which the Common Stock shall be Shares are converted into other securities, the RSUs shall pertain to and apply to the securities to which a holder of the number of shares of Common Stock Shares subject to the RSUs would have been entitled. If the stockholders of the Company receive by reason of any distribution in total or partial liquidation or pursuant to any merger of the Company or acquisition of its assets, securities of another entity or other property (including cash), then the rights of the Company under this Agreement shall inure to the benefit of the Company's successor, and this Agreement shall apply to the securities or other property (including cash) to which a holder of the number of shares of Common Stock Shares subject to the RSUs would have been entitled, in the same manner and to the same extent extent, including the same restrictions and vesting and payment schedule, as the RSUs. (c) Other Adjustments. Notwithstanding the foregoing, the RSUs shall be subject to adjustment as set forth in the Plan. View More

Adjustments for Corporate Transactions and Other Events. (a) Stock Dividend, Stock Split and Reverse Stock Split. Upon a stock dividend of, or stock split or reverse stock split affecting, the Common Stock, Shares, the Committee shall adjust the number of outstanding RSUs shall, without further action of the Administrator, be adjusted in an equitable manner to reflect such event; provided, however, that any fractional RSUs resulting from any such adjustment shall be eliminated. event. Adjustments under this paragraph will be made by the Administrator,... Committee, whose determination as to what adjustments, if any, will be made and the extent thereof will be final, binding and conclusive. (b) Merger, Consolidation and Other Events. If the Company shall be the surviving or resulting corporation in any merger or consolidation and in which the Common Stock shall be Shares are converted into other securities, the RSUs shall pertain to and apply to the securities to which a holder of the number of shares of Common Stock Shares subject to the RSUs would have been entitled. If the stockholders of the Company receive by reason of any distribution in total or partial liquidation or pursuant to any merger of the Company or acquisition of its assets, securities of another entity or other property (including cash), then the rights of the Company under this Agreement shall inure to the benefit of the Company's successor, and this Agreement shall apply to the securities or other property (including cash) to which a holder of the number of shares of Common Stock Shares subject to the RSUs would have been entitled, in the same manner and to the same extent extent, including the same restrictions and vesting and payment schedule, as the RSUs. (c) Other Adjustments. Notwithstanding the foregoing, the RSUs shall be subject to adjustment as set forth in the Plan. View More

Adjustments for Corporate Transactions and Other Events. (a) Stock Dividend, Stock Split and Reverse Stock Split. Upon a stock dividend of, or stock split or reverse stock split affecting, the Common Stock, the number of outstanding RSUs PSUs shall, without further action of the Administrator, be adjusted to reflect such event; provided, however, that any fractional RSUs PSUs resulting from any such adjustment shall be eliminated. Adjustments under this paragraph will be made by the Administrator, whose determination as to what adjustments, if any, wi...ll be made and the extent thereof will be final, binding and conclusive. (b) Merger, Consolidation and Other Events. If the Company shall be the surviving or resulting corporation in any merger or consolidation and the Common Stock shall be converted into other securities, the RSUs PSUs shall pertain to and apply to the securities to which a holder of the number of shares of Common Stock subject to the RSUs PSUs would have been entitled. If the stockholders of the Company receive by reason of any distribution in total or partial liquidation or pursuant to any merger of the Company or acquisition of its assets, securities of another entity or other property (including cash), then the rights of the Company under this Agreement shall inure to the benefit of the Company's successor, and this Agreement shall apply to the securities or other property (including cash) to which a holder of the number of shares of Common Stock subject to the RSUs PSUs would have been entitled, in the same manner and to the same extent as the RSUs. PSUs. View More