Common use of Pooling of Interests Limitation Clause in Contracts

Pooling of Interests Limitation. To the extent any of the benefits (including the equity compensation vesting acceleration) hereunder would cause a contemplated Change of Control transaction that was intended to be accounted for as a "pooling-of-interests" transaction to become ineligible for such accounting treatment under generally accepted accounting principles, as determined by the Accountants, then this Agreement shall automatically be deemed amended to provide Employee with such lesser benefits as would allow for the contemplated Change of Control transaction to be accounted for as a "pooling-of-interests" transaction.

Appears in 3 contracts

Samples: Management Retention Agreement (3com Corp), Management Retention Agreement (C Cube Microsystems Inc/De), Management Retention Agreement (C Cube Microsystems Inc/De)

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Pooling of Interests Limitation. To the extent any of the benefits ------------------------------- (including the equity compensation vesting acceleration) hereunder would cause a contemplated Change of Control transaction that was intended to be accounted for as a "pooling-of-interests" transaction to become ineligible for such accounting treatment under generally accepted accounting principles, as determined by the Accountants, then this Agreement shall automatically be deemed amended to provide Employee with such lesser benefits as would allow for the contemplated Change of Control transaction to be accounted for as a "pooling-of-interests" transaction.

Appears in 3 contracts

Samples: Change of Control Severance Agreement (Centillium Communications Inc), Change of Control Severance Agreement (Centillium Communications Inc), Change of Control Severance Agreement (Centillium Communications Inc)

Pooling of Interests Limitation. To the extent any of the benefits (including the equity compensation vesting acceleration) hereunder would cause a contemplated Change of Control transaction that was intended to be accounted for as a "pooling-of-interests" transaction to become ineligible for such accounting treatment under generally accepted accounting principles, as determined by the Accountants, then this Agreement shall automatically be deemed amended to provide Employee with such lesser benefits as would allow for the contemplated Change of Control transaction to be accounted for as a "pooling-of-interests" transaction.

Appears in 2 contracts

Samples: Change of Control Severance Agreement (Polycom Inc), Change of Control Severance Agreement (Polycom Inc)

Pooling of Interests Limitation. To the extent any of the benefits (including the equity compensation vesting accelerationacceleration and the 280G excise tax gross-up) hereunder would cause a contemplated Change of Control transaction that was intended to be accounted for as a "pooling-of-interests" transaction to become ineligible for such accounting treatment under generally accepted accounting principles, as determined by the Accountants, then this Agreement shall automatically be deemed amended to provide Employee with such lesser benefits as would allow for the contemplated Change of Control transaction to be accounted for as a "pooling-of-interests" transaction.

Appears in 1 contract

Samples: Management Retention Agreement (3com Corp)

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Pooling of Interests Limitation. To the extent any of the benefits ------------------------------- (including the equity compensation vesting acceleration) hereunder would cause a contemplated Change of Control transaction that was intended to be accounted for as a "pooling-of-interests" transaction to become ineligible for such accounting treatment under generally accepted accounting principles, as determined by the Accountants, then this Agreement shall automatically be deemed amended to provide Employee Chairman with such lesser benefits as would allow for the contemplated Change of Control transaction to be accounted for as a "pooling-of-interests" transaction.

Appears in 1 contract

Samples: Change of Control Severance Agreement (Centillium Communications Inc)

Pooling of Interests Limitation. To the extent any of the benefits ------------------------------- (including the equity compensation vesting accelerationacceleration and the 280G excise tax gross-up) hereunder would cause a contemplated Change of Control transaction that was intended to be accounted for as a "pooling-of-interests" transaction to become ineligible for such accounting treatment under generally accepted accounting principles, as determined by the Accountants, then this Agreement shall automatically be deemed amended to provide Employee with such lesser benefits as would allow for the contemplated Change of Control transaction to be accounted for as a "pooling-of-interests" transaction.

Appears in 1 contract

Samples: Management Retention Agreement (Palm Inc)

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