Common use of Amendments and Acknowledgements Clause in Contracts

Amendments and Acknowledgements. All payments to the Executive pursuant to this Agreement are intended to comply with, or to be exempt from, the requirements of Section 409A of the Code. The Company and Executive agree that they will consider in good faith any and all amendments to this Agreement either may deem necessary to ensure compliance with the provisions of Section 409A of the Code. However, the Executive acknowledges that, notwithstanding the 409A Payment set forth in Section 3.7 of this Agreement, the Executive bears the entire risk of any adverse Federal and State tax consequences and penalty taxes in the event any payment pursuant to this Agreement is deemed to be subject to Section 409A of the Code and that no representations have been made to the Executive relating to the tax treatment of any payment pursuant to this Agreement under Section 409A of the Code and the corresponding provisions of any applicable State income taxation laws [(including California income taxation laws)].”

Amendments and Acknowledgements. All payments to the Executive pursuant to this Agreement are intended to comply with, or to be exempt from, the requirements of Section 409A of the Code. The Company and Executive agree that they will consider in good faith any and all amendments to this Agreement either may deem necessary to ensure compliance with the provisions of Section 409A of the Code. However, the Executive acknowledges that, notwithstanding the 409A Payment set forth in Section 3.7 of this Agreement, the Executive bears the entire risk of any adverse Federal and State tax consequences and penalty taxes in the event any payment pursuant to this Agreement is deemed to be subject to Section 409A of the Code and that no representations have been made to the Executive relating to the tax treatment of any payment pursuant to this Agreement under Section 409A of the Code and the corresponding provisions of any applicable State income taxation laws [(including California income taxation laws)].”