Common use of Deferred Compensation Deductions Clause in Contracts

Deferred Compensation Deductions. (i) New D&B shall be entitled to take all Deferred Compensation Deductions that result from the exercise of stock options in New D&B, and the Corporation shall be entitled to take all Deferred Compensation Deductions that result from the exercise of stock options in the Corporation, in each case notwithstanding the fact that some or all of the services in respect of which the stock option was granted may have been performed for the other party. If, after the date of this Agreement, the IRS or any other Governmental Authority issues rules, regulations or other authority contrary to the above treatment of such Deferred Compensation Deductions, then New D&B and the Corporation shall confer and determine whether a change in the above reporting position should be made. If the parties disagree as to whether the reporting position should be changed, then counsel reasonably acceptable to both parties will be retained to make the determination. For purposes of this Agreement, the issuer's inability to claim such Deferred Compensation Deduction because of a change in the above reporting position shall be treated as a Deferred Compensation Adjustment and governed by Section 4.2(a)(ii) below.

Deferred Compensation Deductions. (i) New D&B shall be entitled to take all Deferred Compensation Deductions that result from the exercise of stock options in New D&B, and the Corporation shall be entitled to take all Deferred Compensation Deductions that result from the exercise of stock options in the Corporation, in each case notwithstanding the fact that some or all of the services in respect of which the stock option was granted may have been performed for the other party. If, after the date of this Agreement, the IRS or any other Governmental Authority issues rules, regulations or other authority contrary to the above treatment of such Deferred Compensation Deductions, then New D&B and the Corporation shall confer and determine whether a change in the above reporting position should be made. If the parties 14 14 disagree as to whether the reporting position should be changed, then counsel reasonably acceptable to both parties will be retained to make the determination. For purposes of this Agreement, the issuer's inability to claim such Deferred Compensation Deduction because of a change in the above reporting position shall be treated as a Deferred Compensation Adjustment and governed by Section 4.2(a)(ii) below.