Common use of Corporation Post-Distribution Employees; and Corporation Disabled Employees Clause in Contracts

Corporation Post-Distribution Employees; and Corporation Disabled Employees. From and after the Effective Time, each unexercised Corporation Stock Option held by Corporation Post-Distribution Employees, Corporation Disabled Employees and the specified options held by the persons listed on Schedule 6.1 shall remain outstanding pursuant to the terms of the award agreements and the Corporation Stock Option Plans; provided, however, that from and after such time, each unexercised Corporation Stock Option shall be adjusted as follows: (i) the number of shares of Corporation Common Stock covered by the adjusted stock option shall be determined by (A) multiplying the number of shares of Corporation Common Stock covered by the Corporation Stock Option by a fraction, the numerator of which equals the average of high and low trading prices of a share of Corporation Common Stock for the five trading days immediately preceding the ex-dividend date, and the denominator of which equals the average of high and low trading prices of a share of Corporation Common Stock for the five trading days starting on the ex-dividend trading Date ("Corporation Ratio") and (B) rounding down the result to a whole number of shares and (ii) the exercise price of the adjusted stock option shall equal the original exercise price divided by the Corporation Ratio.

Appears in 2 contracts

Samples: Employee Benefits Agreement (Ims Health Inc), Employee Benefits Agreement (Ims Health Inc)

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Corporation Post-Distribution Employees; and Corporation Disabled Employees. From and after the Effective Time, each unexercised Corporation Stock Option held by Corporation Post-Distribution EmployeesEmployees , Corporation Disabled Employees and the specified options held by the persons listed on Schedule 6.1 A shall remain outstanding pursuant to the terms of the award agreements and the Corporation Stock Option Plans; providedprovided , however, that from and after such time, each unexercised Corporation Stock Option shall be adjusted as follows: (i) the number of shares of Corporation Common Stock covered by the adjusted stock option shall be determined by (A) multiplying the number of shares of Corporation Common Stock covered by the Corporation Stock Option by a fraction, the numerator of which equals the average of high and low trading prices of a share of Corporation Common Stock for the five trading days immediately preceding the ex-dividend date, and the denominator of which equals the average of high and low trading prices of a share of Corporation Common Stock for the five trading days starting on the ex-dividend trading Date ("Corporation Ratio") and (B) rounding down the result to a whole number of shares and (ii) the exercise price of the adjusted stock option shall equal the original exercise price divided by the Corporation Ratio.

Appears in 2 contracts

Samples: Employee Benefits Agreement (Ims Health Inc), Employee Benefits Agreement (Cognizant Corp)

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