Adjustments Contract Clauses (5,931)

Grouped Into 96 Collections of Similar Clauses From Business Contracts

This page contains Adjustments clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Adjustments. For the avoidance of doubt, whenever the Calculation Agent, the Hedging Party or the Determining Party is called upon to make an adjustment pursuant to the terms of this Confirmation or the Equity Definitions to take into account the effect of an event, the Calculation Agent, the Hedging Party or the Determining Party, as applicable, shall make such adjustment by reference to the effect of such event on the Hedging Party, assuming that the Hedging Party maintains a commercially reasonable hedge ...position at the time of the event. View More
Adjustments. For the avoidance of doubt, whenever the MUFG, Calculation Agent, the Hedging Party Agent or the Determining Party is are called upon to make an adjustment or determination pursuant to the terms of this Confirmation or the Equity Definitions to take into account the effect of an event, the MUFG, Calculation Agent, the Hedging Agent and Determining Party or the Determining Party, as applicable, shall make such adjustment or determination by reference to the effect of such event on the Hedging Par...ty, assuming that the Hedging Party maintains a commercially reasonable hedge position Hedge Position at the time of the event. View More
View Variation
Adjustments. The number and kind of shares of Common Stock deliverable pursuant to the Restricted Stock Units are subject to adjustment as provided in Section 4.3 of the Plan.
Adjustments. The number and kind of shares of Common Stock deliverable pursuant to exercise of the Restricted Stock Units SARs are subject to adjustment as provided in Section 4.3 of the Plan.
View Variation
Adjustments. In the event of any reorganization, merger, consolidation, recapitalization, liquidation, reclassification, stock dividend, stock split, combination of shares, rights offering, divestiture or extraordinary dividend (including a spin-off), or any other similar change in the corporate structure or shares of the Company, the Committee (or, if the Company is not the surviving corporation in any such transaction, the board of directors of the surviving corporation), in order to prevent dilution or en...largement of the rights of the Optionee, will make appropriate adjustment (which determination will be conclusive) as to the number and kind of securities or other property (including cash) subject to, and the exercise price of, this Option. 3 8. Stock Subject to Plan. The Option and the Option Shares granted and issued pursuant to this Agreement have been granted and issued under, and are subject to the terms of, the Plan. The terms of the Plan are incorporated by reference in this Agreement in their entirety, and the Optionee, by execution of this Agreement, acknowledges having received a copy of the Plan. The provisions of this Agreement will be interpreted as to be consistent with the Plan, and any ambiguities in this Agreement will be interpreted by reference to the Plan. In the event that any provision of this Agreement is inconsistent with the terms of the Plan, the terms of the Plan will prevail. View More
Adjustments. In the event of any reorganization, merger, consolidation, recapitalization, liquidation, reclassification, stock dividend, stock split, combination of shares, rights offering, offering or divestiture or extraordinary dividend (including a spin-off), spin-off) or any other similar change in the corporate structure or shares of the Company, the Committee (or, if the Company is not the surviving corporation in any such transaction, the board of directors of the surviving corporation), in order to ...prevent dilution or enlargement of the rights of the Optionee, Grantee, will make appropriate adjustment (which determination will be conclusive) as to the number and kind of securities or other property (including cash) subject to, and the exercise price of, to this Option. 3 8. Stock Award. 2 7. Subject to Plan. The Option Award and the Option Award Shares granted and issued pursuant to this Agreement have been granted and issued under, and are subject to the terms of, the Plan. The terms Terms of the Plan are incorporated by reference in this Agreement in their entirety, and the Optionee, Grantee, by execution of this Agreement, hereof, acknowledges having received a copy of the Plan. Capitalized terms used and not otherwise defined herein shall have the meanings ascribed to such terms in the Plan. The provisions of this Agreement will be interpreted as to be consistent with the Plan, and any ambiguities in this Agreement will be interpreted by reference to the Plan. In the event that any provision of this Agreement is inconsistent with the terms of the Plan, the terms of the Plan will prevail. View More
View Variation
Adjustments. In the event that OSH Inc. determines following the date hereof that any unit, share or award amounts or corresponding numbers or figures set forth herein should be adjusted, amended or revised in order to account for or reflect the finally determined and agreed upon allocation or exchange of units, equity securities or equity appreciation rights, such numbers or figure set forth herein may be so amended, modified or revised by OSH Inc. with the consent or approval of each of General Atlantic (O...SH) Interholdco L.P. and Newlight Harbour Point SPV LLC (which consent or approval may be given by email or otherwise in writing by any party authorized to act on behalf of General Atlantic (OSH) Interholdco L.P. and Newlight Harbour Point SPV LLC, respectively) in order to reflect such final allocation or exchange numbers, it being the intent of the parties hereto that any such amendments, modifications or revisions shall be effective as of the date hereof. View More
Adjustments. In the event that OSH Inc. determines following the date hereof that any unit, share or award amounts or corresponding numbers or figures set forth herein should be adjusted, amended or revised in order to account for or reflect the finally determined and agreed upon allocation or exchange of units, equity securities or equity appreciation rights, such numbers or figure set forth herein may be so amended, modified or revised by OSH Inc. with the consent or approval of each of General Atlantic (O...SH) Interholdco L.P. and Newlight Harbour Point SPV LLC (which consent or approval may be given by email or otherwise in writing by any party authorized to act on behalf of General Atlantic (OSH) Interholdco L.P. and Newlight Harbour Point SPV LLC, respectively) in order to reflect such final allocation or exchange numbers, it being the intent of the parties hereto that any such amendments, modifications or revisions shall be effective as of the date hereof. 3 10. Amendment. This Agreement may be amended by an instrument in writing signed by the parties hereto by action by or on behalf of their respective boards of directors at any time after approval by the sole member of Merger Sub 2 and the equityholders of OSH MH LLC required to approve the Merger and adopt this Agreement; provided, however, that after any such approval, there shall not be made any agreement that by law requires further approval by the sole member of Merger Sub 2 or the equityholders of OSH MH LLC required to approve the Merger and adopt this Agreement, as applicable, without the further approval of such sole member or equityholders, as applicable. For the avoidance of doubt, any such amendment shall require the consent or approval of each of General Atlantic (OSH) Interholdco L.P. and Newlight Harbour Point SPV LLC (which consent or approval may be given by email or otherwise in writing by any party authorized to act on behalf of General Atlantic (OSH) Interholdco L.P. and Newlight Harbour Point SPV LLC, respectively). View More
View Variation
Adjustments. Except as is expressly provided in the Plan with respect to certain changes in the capitalization of the Company, no adjustment shall be made for dividends or similar rights for which the record date is prior to such date of exercise.
Adjustments. Except as is expressly provided in the Plan with respect to certain changes in the capitalization of the Company, no adjustment shall be made to Shares for dividends or similar rights for which the record date is prior to such date of exercise. exercise of such Shares.
View Variation
Adjustments. The terms regarding any adjustment of the Common Warrants are set forth in the form of the Common Warrant attached hereto as Exhibit B-1, which form is incorporated by reference into this Warrant Agreement. The terms regarding any adjustment of the Pre-Funded Warrants are set forth in the form of the Pre-Funded Warrant attached hereto as Exhibit B-2, which form is incorporated by reference into this Warrant Agreement.
Adjustments. The terms regarding any adjustment of the Common Unit Warrants are set forth in the form of the Common Unit Warrant attached hereto as Exhibit B-1, which form is incorporated by reference into this Warrant Agreement. The terms regarding any adjustment of the Pre-Funded Warrants are set forth in the form of the Pre-Funded Warrant attached hereto as Exhibit B-2, which form is incorporated by reference into this Warrant Agreement.
View Variation
Adjustments. Pursuant to Section 13.2 of the Plan, in the event of a change in capitalization, the Administrator shall make such equitable changes or adjustments to the number and kind of securities or other property (including cash) issued or issuable in respect of outstanding Restricted Stock as it determines to be necessary in its sole discretion.
Adjustments. Pursuant to Section 13.2 5 of the Plan, in the event of a change in capitalization, capitalization as described therein, the Administrator shall make such equitable changes or adjustments adjustments, as it deems neces-sary or appropriate, in its discretion, to the number and kind of securities or other property (including cash) issued or issuable in respect of outstanding out-standing Restricted Stock as it determines to be necessary in its sole discretion. Shares.
View Variation
Adjustments. If any event described in Section 5(c) of the Plan occurs after the Grant Date and while the RSU Award remains outstanding, the adjustment provisions as provided for under Section 5(c) of the Plan shall apply to the RSU Award.
Adjustments. If any event described in Section 5(c) of the Plan occurs after the Grant Date and while the RSU Award remains outstanding, the adjustment provisions as provided for under Section 5(c) of the Plan shall apply to the RSU Award.
View Variation
Adjustments. In the event of any stock dividend, reclassification, subdivision or combination, or similar transaction affecting the Restricted Stock covered by this Award, the rights of the Participant will be adjusted as provided in Section 4 of the Plan.
Adjustments. In the event of any stock dividend, reclassification, subdivision or combination, or similar transaction affecting the Restricted Stock covered by this Award, the rights of the Participant will be adjusted as provided in Section 4 5(d) of the Plan.
View Variation
Adjustments. If the Company pays a cash dividend on its Common Stock, then, as soon as practical after such cash dividend is paid, the Company shall grant you additional restricted stock units (and credit your Restricted Stock Unit Account for such additional restricted stock units) with a value equal to the amount per share of such cash dividend multiplied by the number of Restricted Stock Units credited to your Restricted Stock Unit Account as of the record date of such cash dividend (the "Dividend Amount"...). The number of additional restricted stock units to be granted to you pursuant to this paragraph shall be determined by dividing the Dividend Amount by the closing stock price of the Company's Common Stock on the dividend date. You shall not be eligible to receive such additional restricted stock units until such time as the Restricted Stock Units awarded pursuant to this Agreement vest, and you shall only receive such portion of such additional restricted stock units as shall be calculated based upon the portion of the Restricted Stock Units that actually vest pursuant to this Agreement. Subject to Section 3 above, if there is any change in the Common Stock by reason of stock dividends, split-ups, mergers, consolidations, reorganizations, combinations or exchanges of shares or the like, the number of Restricted Stock Units credited to your Restricted Stock Unit Account shall be adjusted appropriately so that the number of Restricted Stock Units reflected in your Restricted Stock Unit Account after such an event shall equal the number of shares of Common Stock a stockholder would own after such an event if the stockholder, at the time such an event occurred, had owned shares of Common Stock equal to the number of Restricted Stock Units reflected in your Restricted Stock Unit Account immediately before such an event. View More
Adjustments. If the Company pays a cash dividend on its Common Stock, then, as soon as practical after such cash dividend is paid, the Company shall grant you additional restricted stock units (and credit your Restricted Stock Unit Account for such additional restricted stock units) with a value equal to the amount per share of such cash dividend multiplied by the number of Restricted Stock Units credited to your Restricted Stock Unit Account as of the record date of such cash dividend (the "Dividend Amount"...). The number of additional restricted stock units to be granted to you pursuant to this paragraph shall be determined by dividing the Dividend Amount by the closing stock price of the Company's Common Stock on the dividend date. You shall not be eligible to receive such additional restricted stock units until such time as the Restricted Stock Units awarded pursuant to this Agreement vest, and you shall only receive such portion of such additional restricted stock units as shall be calculated based upon the portion of the Restricted Stock Units that actually vest pursuant to this Agreement. Subject Agreement.Subject to Section 3 above, if there is any change in the Common Stock by reason of stock dividends, split-ups, mergers, consolidations, reorganizations, combinations or exchanges of shares or the like, the number of Restricted Stock Units credited to your Restricted Stock Unit Account shall be adjusted appropriately so that the number of Restricted Stock Units reflected in your Restricted Stock Unit Account after such an event shall equal the number of shares of Common Stock a stockholder would own after such an event if the stockholder, at the time such an event occurred, had owned shares of Common Stock equal to the number of Restricted Stock Units reflected in your Restricted Stock Unit Account immediately before such an event. event.7. Limitation on Transfer. Your Restricted Stock Units are not transferable by you. Except as may be required by U.S. federal income tax withholding provisions or by the tax laws of any state or country, your interests (and the interests of your beneficiaries, if any) under this Agreement are not subject to the claims of your creditors and may not be voluntarily or involuntarily sold, transferred, alienated, assigned, pledged, anticipated, or encumbered. Any attempt to sell, transfer, alienate, assign, pledge, anticipate, encumber, charge or otherwise dispose of any right to benefits payable hereunder shall be void and of no force or effect and shall result in a forfeiture of all affected Restricted Stock Units.8. No Shareholder Rights. You will not have any stockholder rights, such as rights to vote or to receive dividends or other distributions, with respect to any Restricted Stock Units reflected in your Restricted Stock Unit Account. You will have only the adjustment rights provided in this Agreement. View More
View Variation