Common use of Shares Issued Upon Exercise Clause in Contracts

Shares Issued Upon Exercise. Notwithstanding anything in the Stockholders’ Agreement to the contrary, the Company and the Participant hereby acknowledge and agree that the Company shall only exercise the call rights set forth in Section 6.1(a)(iv) of the Stockholders’ Agreement with respect to Shares received by the Participant pursuant to exercise of this Option if the Participant resigns his or her employment without Good Reason (and, for the avoidance of doubt, other than upon death or Disability) prior to the date that is eighteen months after the first day of the Participant’s Employment with the Company (inclusive of prior service with Change Healthcare, Inc. or McKesson).

Shares Issued Upon Exercise. Notwithstanding anything in the Stockholders’ Agreement to the contrary, the Company and the Participant hereby acknowledge and agree that the Company shall only exercise the call rights set forth in Section 6.1(a)(iv) of the Stockholders’ Agreement with respect to Shares received by the Participant pursuant to exercise of this Option if the Participant resigns his or her employment without Good Reason (and, for the avoidance of doubt, other than upon death or Disability) prior to the date that is eighteen months after the first day of the Participant’s Employment with the Company (inclusive of prior service with Change Healthcare, Inc. or McKesson).