Comcast 2010 Annual Report Download - page 170

(a) Maximum Number of Shares; Adjustments . Subject to adjustment as provided in this Paragraph 9, not more than 26,500,000 Shares in
the aggregate may be issued pursuant to the Plan pursuant to Offerings under the Plan, including Offerings commenced since the Plan first
became effective as the Comcast Corporation 2001 Employee Stock Purchase Plan. Shares delivered pursuant to the Plan may, at the Company’
s
option, be either treasury Shares or Shares originally issued for such purpose. In the event that Shares are changed into or exchanged for a
different number or kind of shares of stock or other securities of the Company, whether through merger, consolidation, reorganization,
recapitalization, stock dividend, stock split-up or other substitution of securities of the Company, the Board or the Committee shall make
appropriate equitable anti-dilution adjustments to the number and class of shares of stock available for issuance under the Plan, to the number
and class of shares of stock subject to outstanding Offerings and to the Purchase Price. Any reference to the Purchase Price in the Plan and in any
related documents shall be a reference to the Purchase Price as so adjusted. Any reference to the term “Shares” in the Plan and in any related
documents shall be a reference to the appropriate number and class of shares of stock available for issuance under the Plan, as adjusted pursuant
to this Paragraph 9. The Board’s or the Committee’s adjustment shall be effective and binding for all purposes of this Plan. All Shares issued
pursuant to the Plan shall be validly issued, fully paid and nonassessable.
(b) Participant’s Interest in Shares . A Participant shall have no interest in Shares offered under the Plan until Shares are credited to the
Participant’s Brokerage Account.
(c) Crediting of Shares to Brokerage Account . Shares purchased under the Plan shall be credited to the Participant’
s Brokerage Account as
soon as practicable following the Offering Termination Date.
(d) Restrictions on Purchase . The Board or the Committee may, in its discretion, require as conditions to the purchase of any Shares under
the Plan such conditions as it may deem necessary to assure that such purchase of Shares is in compliance with applicable securities laws.
(e) Restrictions on Sale of Shares . The Board or the Committee may, in its discretion, require as conditions to the sale of any Shares
credited to Participants’ Brokerage Accounts under the Plan (i) such conditions as it may deem necessary to assure that such sale of Shares is in
compliance with applicable securities laws and (ii) a minimum holding period (not to exceed one year) following the purchase of Shares before
Shares credited to Participants’ Brokerage Accounts may be sold or otherwise transferred, provided that such holding period, if any, shall not
apply to Shares credited to the Brokerage Account of a Participant who has terminated employment on account of death or disability.
The Participating Companies shall pay all fees and expenses incurred (excluding individual Federal, state, local or other taxes) in
connection with the Plan. No charge or deduction for any such expenses will be made to a Participant upon the termination of his or her
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9.
Shares
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10.
Expenses
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