EMC 2006 Annual Report Download - page 114

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2.4. "Change of Control" means the determination by the Administrator, in its sole discretion, that any of the following shall have occurred: (a) a
change in the ownership of the Company, (b) a change in the effective control of the Company, or (c) a change in the ownership of a substantial portion of the
assets of the Company, each as defined for purposes of Code section 409A(a)(2)(A)(v).
2.5. "Code" means the Internal Revenue Code of 1986, as amended from time to time. Reference to any section or subsection of the Code includes
reference to any comparable or succeeding provisions of any legislation which amends, supplements or replaces such section or subsection.
2.6. "Company" means EMC Corporation, a corporation formed under the laws of The Commonwealth of Massachusetts.
2.7. "Company Credit" means any credit from the Company which is received by a Participant under Section 4.2.
2.8. "Company Credit Subaccount" means the subaccount within the Participant's Account to which Company Credits and allocable earnings credits,
if any, are credited.
2.9. "Company Credit Eligible Employee" means an employee of the Company or any of its Subsidiaries selected by the Administrator as eligible for
Company Credits under Section 4.2 from among the group of highly compensated or managerial employees of the Company or any of its Subsidiaries.
2.10. "Company Stock" means the Company's common stock, par value $.01 per share.
2.11. "Compensation" means any cash bonuses, restricted stock units ("RSUs"), and directors' fees payable from time to time by the Company or any
of its Subsidiaries to a Participant; provided, however, that with respect to each Participant, the Administrator in its sole discretion may determine which
specific types of Compensation may be deferred under the Plan by such Participant; provided further, however, that the Administrator may, in its sole
discretion, amend this Section 2.11 to cover other types of compensation payable from time to time by the Company or any of its Subsidiaries to a Participant,
including, without limitation, cash commissions and salary.
2.12. "Disabled" or "Disability" means any condition or conditions that (i) meets the definition of such terms under the EMC Corporation Long-Term
Disability Basic Plan, and (ii) constitutes a medically determinable physical or mental impairment that can be expected to result in death or to last for a
continuous period of not less than 12 months.
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