Cognizant Corp Sample Contracts

1 EXHIBIT 10.8 FORM OF TAM MASTER AGREEMENT
Master Agreement • October 7th, 1996 • Cognizant Corp • New York
AutoNDA by SimpleDocs
CONFORMED COPY THREE YEAR CREDIT AGREEMENT
Credit Agreement • November 13th, 1998 • Nielsen Media Research Inc • Services-computer processing & data preparation • New York
JOINT FILING AGREEMENT
Joint Filing Agreement • January 3rd, 2000 • Nielsen Media Research Inc • Services-computer processing & data preparation

The undersigned hereby agree that this statement on Schedule 13D dated December 31, 1999 with respect to the Common Stock of NetRatings, Inc. is, and any amendments hereto signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13(d)-1(f) under the Securities Exchange Act of 1934, as amended.

Exhibit 1 NIELSEN MEDIA RESEARCH, INC. ___% NOTES DUE _______, 20___ UNDERWRITING AGREEMENT
Nielsen Media Research Inc • June 14th, 1999 • Services-computer processing & data preparation • New York
TO
Nielsen Media Research Inc • June 14th, 1999 • Services-computer processing & data preparation • New York
and
Rights Agreement • October 18th, 1996 • Cognizant Corp • Services-computer processing & data preparation • Delaware
between
Distribution Agreement • July 20th, 1998 • Nielsen Media Research Inc • Services-computer processing & data preparation • New York
AMENDED AND RESTATED TRANSITION SERVICES AGREEMENT -----------------------------
Transition Services Agreement • July 20th, 1998 • Nielsen Media Research Inc • Services-computer processing & data preparation • New York
Rights Agreement Dated as of October 15, 1996
Rights Agreement • October 18th, 1996 • Cognizant Corp • Services-computer processing & data preparation • Delaware
GUARANTEE
Guarantee • August 19th, 1999 • Nielsen Media Research Inc • Services-computer processing & data preparation
ARTICLE I DEFINITIONS
Employee Benefits Agreement • June 30th, 1998 • Cognizant Corp • Services-computer processing & data preparation • New York
August 20, 1999
Nielsen Media Research Inc • August 20th, 1999 • Services-computer processing & data preparation
CLOSING AGREEMENT BETWEEN NETRATINGS, INC. AND NIELSEN MEDIA RESEARCH, INC.
Exhibit 9 • January 3rd, 2000 • Nielsen Media Research Inc • Services-computer processing & data preparation
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • August 19th, 1999 • Nielsen Media Research Inc • Services-computer processing & data preparation • Delaware
CHANGE-IN-CONTROL AGREEMENT FOR CERTAIN EXECUTIVES OF COGNIZANT CORPORATION
Change • March 28th, 1997 • Cognizant Corp • Services-computer processing & data preparation • New York
AutoNDA by SimpleDocs
BETWEEN
Data Services Agreement • October 7th, 1996 • Cognizant Corp • New York
NIELSEN MEDIA RESEARCH, INC.
Nielsen Media Research Inc • June 25th, 1999 • Services-computer processing & data preparation
NON-QUALIFIED STOCK OPTION AGREEMENT UNDER THE 1996 COGNIZANT CORPORATION NON- EMPLOYEE DIRECTORS' STOCK INCENTIVE PLAN This non-qualified stock option agreement (the "Award Agreement") confirms the non-qualified stock option award (the "Award") made...
Non-Qualified Stock Option Agreement • March 28th, 1997 • Cognizant Corp • Services-computer processing & data preparation

This non-qualified stock option agreement (the "Award Agreement") confirms the non-qualified stock option award (the "Award") made on November 15, 1996 by The Compensation and Benefits Committee (the "Committee") of the Board of Directors of COGNIZANT CORPORATION (the "Company") under the 1996 Cognizant Corporation Non-Employee Directors' Stock Incentive Plan (the "Plan") to:

RECITALS
Intellectual Property Agreement • March 28th, 1997 • Cognizant Corp • Services-computer processing & data preparation • New York
IMS Health Incorporated 200 Nyala Farms
Ims Health • August 13th, 1998 • Nielsen Media Research Inc • Services-computer processing & data preparation

Reference is made to the Distribution Agreement (the "1996 Distribution Agreement"), dated as of October 28, 1996, among Cognizant Corporation ("Cognizant"), The Dun & Bradstreet Corporation ("D&B") and ACNielsen Corporation ("ACNielsen"). Cognizant has announced its intention to separate into two separate companies through a distribution (the "IMS HEALTH Distribution") to its stockholders of all of the shares of common stock of its subsidiary IMS Health Incorporated ("IMS HEALTH"). In Section 8.9(c) of the 1996 Distribution Agreement, Cognizant agreed not to make a distribution such as the IMS HEALTH Distribution unless it caused the distributed entity to undertake to both D&B and ACNielsen to be jointly and severally liable for all Cognizant Liabilities (as defined in the 1996 Distribution Agreement). Therefore, in accordance with Section 8.9(c) of the 1996 Distribution Agreement and intending to be legally bound hereby, from and after the effective time of the IMS HEALTH Distributio

Number of Shares Vest Type Full Vest Expiration Date ---------------- ------------- ----------- --------------- On Vest Date 11/15/97 11/14/06 On Vest Date 11/15/98 11/14/06 On Vest Date 11/15/99 11/14/06 On Vest Date 11/15/00 11/14/06 On Vest Date...
Cognizant Corp • March 28th, 1997 • Services-computer processing & data preparation

Effective 11/15/96, you have been granted a Non-Qualified Stock Option to buy _____ shares of Cognizant Corporation (the Company) stock at $33.3750 per share.

TAM MASTER AGREEMENT
Tam Master Agreement • March 28th, 1997 • Cognizant Corp • Services-computer processing & data preparation • New York
Number of Shares Vest Type Full Vest Expiration Date ---------------- ------------- ----------- --------------- On Vest Date 11/15/97 11/14/06 On Vest Date 11/15/98 11/14/06 On Vest Date 11/15/99 11/14/06 On Vest Date 11/15/00 11/14/06 On Vest Date...
Cognizant Corp • March 28th, 1997 • Services-computer processing & data preparation

Effective 11/15/96, you have purchased a Non-Qualified Stock Option to buy ______ shares of Cognizant Corporation (the Company) stock at an option price of $33.3750 per share. You have agreed to pay 10% of the option price, or $3.3375 per share, as a purchase price for this option on December 31, 1996. The remainder of the option price, $30.0375 per share, will be payable if and when you exercise the option.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!