Common use of Company ESPP Clause in Contracts

Company ESPP. As soon as practicable following the date of this Agreement, the Company shall take all actions with respect to the Aetna Inc. 2016 Employee Stock Purchase Plan (the “Company ESPP”) that are necessary to provide that: (i) with respect to the offering period for which participant payroll deductions commence during December 2017 (the “Company ESPP Offering Period”), (A) no participant may elect to participate in the Company ESPP after the date of this Agreement, (B) no participant may increase the percentage amount of his or her payroll deduction election from that in effect on the date of this Agreement for such Company ESPP Offering Period; and (C) such Company ESPP Offering Period shall terminate at the earlier of (x) the scheduled purchase date for such Company ESPP Offering Period and (y) immediately prior to the Effective Time; (ii) each participant’s accumulated payroll deduction shall be used to purchase shares of Company Common Stock in accordance with the terms of the Company ESPP on the earlier of (x) the scheduled purchase date for such Company ESPP Offering Period and (y) immediately prior to the Effective Time; (iii) no additional offering periods shall commence thereafter; and (iv) subject to the consummation of the Merger, the Company ESPP shall terminate, effective at the Effective Time.

Company ESPP. (i) As soon as practicable following the date of this Agreement, the Board of Directors of the Company shall adopt resolutions and take all actions with respect necessary to (A) cause the Aetna Inc. 2016 Company’s 2012 Employee Stock Purchase Plan (the “Company ESPP”) not to (1) commence an offering period to purchase Company Common Stock that are necessary to provide that: (i) with respect to would otherwise begin after the end of the offering period for which participant in effect as of the date hereof or (2) accept payroll deductions commence during December 2017 (the “to be used to purchase Company ESPP Offering Period”), (A) no participant may elect to participate in Common Stock under the Company ESPP after the end of the offering period in effect as of the date of this Agreementhereof, (B) no participant may provide that (1) each individual participating in the offering period in effect as of the date hereof will not be permitted to increase the percentage amount of his or her payroll deduction election contribution rate pursuant to the Company ESPP from that the rate in effect on when such offering period commenced and (2) no individual will be allowed to commence participation in the Company ESPP following the date of this Agreement for such Company ESPP Offering Period; and (C) such cause the Company ESPP Offering Period shall to terminate at immediately after the earlier of purchases set forth in Section 1.8(c)(ii). (xii) the scheduled purchase date for such Company ESPP Offering Period and No later than five (y5) immediately days prior to the Effective Time; , in the case of any outstanding purchase rights under the Company ESPP, (iiA) the offering period (if any) under the Company ESPP shall end and each participant’s accumulated payroll deduction shall be used to purchase shares of newly issued Company Common Stock in accordance with the terms of the Company ESPP on the earlier of and (xB) the scheduled purchase date for such Company ESPP Offering Period and (y) immediately prior Common Stock shall be treated the same as all other Company Common Stock in accordance with Section 1.7 of this Agreement. The Company shall make any pro rata adjustments that may be necessary to reflect the Effective Time; (iii) no additional shortened offering periods shall commence thereafter; and (iv) subject to the consummation of the Merger, the Company ESPP shall terminate, effective at the Effective Timeperiod.

Company ESPP. As soon as practicable following the date of this Agreement, the Board of Directors of the Company shall take all actions with respect to (or, if appropriate, any committee of the Aetna Board of Directors of the Company administering the SciQuest, Inc. 2016 Employee Stock Purchase Plan (the “Company ESPP”)) that are necessary shall adopt such resolutions or take such other actions as may be required to provide that: (i) that with respect to the offering period for which participant payroll deductions commence during December 2017 ESPP (i) participation following the “Company ESPP Offering Period”), (A) no participant may elect date of this Agreement shall be limited to those employees who participate in the Company ESPP after on the date of this Agreement, (Bii) no participant except to the extent necessary to maintain the status of the ESPP as an “employee stock purchase plan” within the meaning of Section 423 of the Code and the Treasury Regulations thereunder, participants may not increase the percentage amount of his their payroll deductions or her payroll deduction election purchase elections from that those in effect on the date of this Agreement, (iii) that the ESPP be suspended at the close of the current offering period and no offering period shall be commenced after the date of this Agreement for such Company unless the Merger is not consummated, (iv) each participant’s outstanding right to purchase Shares under the ESPP Offering Period; and (C) such Company ESPP Offering Period shall terminate at on the earlier of (x) the scheduled purchase date for such Company ESPP Offering Period and (y) day immediately prior to the day on which the Effective TimeTime occurs (if not earlier terminated pursuant to the terms of the ESPP); (ii) provided that all amounts allocated to each participant’s accumulated payroll deduction account under the ESPP as of such date shall thereupon be used to purchase shares of from the Company Common Stock in accordance with whole Shares at the applicable price determined under the terms of the Company ESPP on for the earlier of (x) then outstanding offering periods using such date as the scheduled final purchase date for each such Company ESPP Offering Period offering period, and (yv) the ESPP shall terminate immediately prior to the Effective Time; (iii) no additional offering periods shall commence thereafter; and (iv) subject to the consummation of the Merger, the Company ESPP shall terminate, effective at day on which the Effective TimeTime occurs (if not earlier terminated by the Board of Directors).

Company ESPP. As soon as practicable Promptly following the date of this Agreement, the Company Board (or, if applicable, any committee thereof administering the Company ESPP) shall adopt such resolutions or take all such other necessary actions to provide that, with respect to any outstanding Offering Period(s) (as such term is defined in Section 2.1(p) of the Aetna Inc. 2016 Employee Stock Purchase Plan (the “Company ESPP”) that are necessary to provide that: under the Company ESPP as of the Agreement Date, (i) with respect to the offering period for which participant payroll deductions commence during December 2017 (the “Company ESPP Offering Period”), (A) no participant may elect to participate in the Company ESPP after the date of this Agreement, (B) no participant may increase the percentage amount of his or her payroll deduction election from that in effect on the date of this Agreement Date for such Offering Period(s) and no new participants may participate in the ESPP; (ii) following the purchase of Company ESPP Common Stock pursuant to any Offering Period; and (CPeriod(s) such Company ESPP Offering Period shall terminate at the earlier of (x) the scheduled purchase date for such Company ESPP Offering Period and (y) immediately that end prior to the Effective Time; (ii) each participant’s accumulated payroll deduction , no new Offering Period shall be used to purchase shares of Company Common Stock in accordance with the terms of commenced under the Company ESPP on the earlier of (x) the scheduled purchase date for such Company ESPP Offering Period and (y) immediately prior to the Effective Time; (iii) no additional offering periods any such Offering Period(s) under the Company ESPP that do not end prior to the Effective Time shall commence thereafterterminate and a Purchase Date (as such term is defined in Section 2.1(x) of the Company ESPP) shall occur under the Company ESPP immediately prior to the Effective Time with respect to such Offering Period(s) (the “Shortened Offering Period”); and (iv) immediately prior to, and subject to the consummation occurrence of the MergerEffective Time, the Company ESPP shall terminate, effective at the Effective Time.

Company ESPP. As soon as practicable following No later than five Business Days after the date of this Agreement, the Company shall take all actions with respect necessary or appropriate pursuant to the Aetna Inc. 2016 Employee Stock Purchase Plan terms of the Company ESPP to (the “Company ESPP”A) provide that are necessary to provide that: (i) with respect to the no new offering period for which participant payroll deductions commence during December 2017 (the “Company ESPP Offering Period”), (A) no participant may elect to participate in the Company ESPP after or purchase period will be commenced following the date of this Agreement, (B) no participant may increase Agreement under the percentage amount of his Company ESPP and that the offering period or her payroll deduction election from that purchase period in effect on the date of this Agreement for such shall be the final offering period or purchase period thereunder, (ii) there will be no increase in the amount of participants’ payroll deduction elections under the Company ESPP Offering Period; and during the offering period or purchase period that is in effect on the date of the Agreement from those in effect as of the date of this Agreement, (Ciii) such no individuals shall commence participation in the Company ESPP Offering Period shall terminate at during the earlier period from the date of (x) the scheduled purchase date for such Company ESPP Offering Period and (y) immediately prior to this Agreement through the Effective Time; , and (iiiv) each participant’s accumulated payroll deduction purchase right issued pursuant to the Company ESPP shall be used to purchase shares of Company Common Stock fully exercised in accordance with the terms of the Company ESPP on the earlier of (x) the scheduled purchase date for such Company ESPP Offering Period offering period that is in effect on the date of this Agreement and (y) the date that is seven Business Days prior to the Effective Time (with any participant payroll deductions not applied to the purchase of shares of Company Common Stock returned to the participant), and (B) terminate the Company ESPP effective immediately prior to the Effective Time; (iii) no additional offering periods shall commence thereafter; and (iv) subject to the consummation of the Merger, the Company ESPP shall terminate, effective at the Effective Time.

Company ESPP. As soon as practicable following the date of this Agreement, the Company shall take all actions with respect to the Aetna Inc. 2016 Employee Stock Purchase Plan (the “Company ESPP”) ESPP that are necessary to provide that: (ia) with respect to the offering period for which participant payroll deductions commence during December 2017 commencing on May 1st (the “Company ESPP Offering Period”), (Ai) no participant employee who is not enrolled in the Company ESPP on the date of this Agreement may elect to participate in the Company ESPP after the date of this Agreement, and (Bii) no participant may increase the percentage amount of his or her payroll deduction election from that in effect on the date of this Agreement for such Company ESPP Offering Period; and (C) such Company ESPP Offering Period shall terminate at the earlier of (x) the scheduled purchase date for such Company ESPP Offering Period and (y) immediately prior to the Effective Time; (ii) each participant’s accumulated payroll deduction shall be used to purchase shares of Company Common Stock in accordance with the terms of the Company ESPP on the earlier of (x) the scheduled purchase date for such Company ESPP Offering Period and (y) immediately prior to the Effective Time; (iii) no additional offering periods shall commence thereafter; and (ivb) subject to the consummation of the Merger, the Company ESPP shall terminate, effective at immediately prior to the Effective Time; (c) if the Company ESPP Offering Period is scheduled to end prior to the date that is five (5) Business Days prior to the Closing, then following the purchase of Company Common Stock pursuant to the Company ESPP Offering Period, the Company ESPP shall be suspended and no new offering period shall be commenced under the Company ESPP prior to the Effective Time; and (d) if the Company ESPP Offering Period has not ended as of the fifth (5th) Business Day prior to the Effective Time, then on such day, any then-outstanding rights under the Company ESPP shall be exercised.