Template:Nutshell Equity Derivatives 12.2(d)

12.2(d) “Calculation Agent Adjustment”, the Calculation Agent must either

(i) adjust the Transaction to account for the economic effect of the Merger Event (excluding changes in volatility, expected dividends, stock loan rate or liquidity of the Shares or the Transaction), or

(ii) if the Calculation Agent determines that doing so could not produce a commercially reasonable result, notify the parties that the Transaction will be terminated, in which case Cancellation and Payment will apply and any necessary payments will be calculated under Section 12.7 (and for Option Transactions, the Calculation Agent must determine the payment as if “Calculation Agent Determination” applied);