EMC 2009 Annual Report Download - page 132

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remainder of the option period in which such subsidiary was acquired. Any such participation shall be effected by providing a special option period, solely for
otherwise eligible employees of the subsidiary, with such special option period to commence on a date following the completion of the acquisition and to end
on the last day of the then-current ordinary purchase period.
Section 5. Payroll Deductions
The payroll deduction authorization shall request withholding, at a rate of not less than 2% nor more than 15% from the participant's compensation
(subject to a maximum of $7,500 per option period), by means of substantially equal payroll deductions over the option period; provided, however, that in the
event any amount remaining in a participant's withholding account at the end of an option period (which would be equal to a fractional share) is rolled over to
the opening balance in a participant's withholding account for the next option period pursuant to Section 8 below (a "rollover"), such amount will be applied
to the last payroll deduction for the next option period, thereby reducing the amount of that payroll deduction; further provided that the maximum of $7,500
per option period shall be reduced by the amount of any rollover. For purposes of the Plan, "compensation" shall mean all cash compensation paid to the
participant by the Company and includes items such as salary, wages, overtime, and incentive compensation. Compensation excludes car allowances, transit
payments, relocation assistance, reimbursements (such as travel expenses, financial planning, tuition assistance, adoption assistance and similar
reimbursements and advances), imputed income, cost-of-living allowances, tax gross-ups, nonqualified deferred compensation plan payments, severance or
termination pay, third party sick pay, income relating to equity or equity-related compensation, special cash awards or bonuses (such as patent awards, gold,
silver and bronze awards and other recognition awards, referral bonuses, contests pay, President's Club awards and other similar awards), and other irregular
and special payments that are non-recurring. A participant may elect to change the withholding rate of his or her payroll deduction authorization by written
notice delivered to the Company at least one business day prior to the first day of the option period as to which the change is to be effective. Following
delivery to the Company of any payroll deduction authorization or any election to change the withholding rate of a payroll deduction authorization,
appropriate payroll deductions or changes thereto shall commence as soon as reasonably practicable. All amounts withheld in accordance with a participant's
payroll deduction authorization shall be credited to a withholding account for such participant.
Section 6. Grant of Options
Each person who is a participant on the first day of an option period shall as of such day be granted an option for such period. Such option shall be for
the number of shares of stock to be determined by dividing (a) the balance in the participant's withholding account on the last day of the option period by
(b) the purchase price per share of the stock determined under Section 7, and eliminating any fractional share from
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