Common use of Application of Code Section 409A Clause in Contracts

Application of Code Section 409A. If the Company determines that any severance benefit or payment under this Agreement fails to satisfy the distribution requirement of Section 409A(a)(2)(A) of the Code as a result of Section 409A(a)(2)(B)(i) of the Code, the payment of such benefit shall be accelerated to the minimum extent necessary so that the benefit is not subject to the provisions of Section 409A(a)(1) of the Code. (It is the intention of the preceding sentence to apply the short-term deferral provisions of Section 409A of the Code, and the regulations and other guidance thereunder, to any such payments, and the payment schedule as revised after the application of the preceding sentence shall be referred to as the “Revised Payment Schedule”.) However, if there is no Revised Payment Schedule that would avoid the application of Section 409A(a)(1) of the Code, the payment of such benefits shall not be paid pursuant to a Revised Payment Schedule and instead shall be delayed to the minimum extent necessary so that such benefits are not subject to the provisions of Section 409A(a)(1) of the Code. The Company may attach conditions to or adjust the amounts paid under this Agreement to preserve, as closely as possible, the economic consequences that would have applied in the absence of this Section 11; provided, however, that no such condition or adjustment shall result in the payments being subject to Section 409A(a)(1) of the Code.

Application of Code Section 409A. If the Company determines that any severance benefit or payment under this Agreement fails of the Payments fail to satisfy the distribution requirement of Section 409A(a)(2)(A) of the Code as a result of Section 409A(a)(2)(B)(i) of the Code, the payment of such benefit Payments shall be accelerated to the minimum extent necessary so that the benefit is such Payments are not subject to the provisions of Section 409A(a)(1) of the Code. Code (It is the intention of the preceding sentence to apply the short-term deferral provisions of Section 409A of the Code, and the regulations and other guidance thereunder, to any such paymentsthe Payments, and the payment schedule as revised after the application of the preceding sentence shall be referred to as the “Revised Payment Schedule”.) ). However, if there is no Revised Payment Schedule that would avoid the application of Section 409A(a)(1) of the Code, the payment of such benefits shall not be paid pursuant to a Revised Payment Schedule and instead shall be delayed to the minimum extent necessary so that such benefits are not subject to the provisions of Section 409A(a)(1) of the Code. The Company Board may attach conditions to or adjust the amounts paid under pursuant to this Agreement Section 5 to preserve, as closely as possible, the economic consequences that would have applied in the absence of this Section 115; provided, however, that no such condition or adjustment shall result in the payments being subject to Section 409A(a)(1) of the Code.

Application of Code Section 409A. If the Company determines that any severance termination benefit or payment under this Agreement provided in Section 6 fails to satisfy the distribution requirement of Section 409A(a)(2)(A) of the Code as a result of Section 409A(a)(2)(B)(i) of the Code, the payment of such benefit shall be accelerated to the minimum extent necessary so that the benefit is not subject to the provisions of Section 409A(a)(1) of the Code. (It is the intention of the preceding sentence to apply the short-term deferral provisions of Section 409A of the Code, and the regulations and other guidance thereunder, to any such paymentsthe termination benefits, and the payment schedule as revised after the application of the preceding sentence shall be referred to as the “Revised Payment Schedule.”.) However, if If there is no Revised Payment Schedule that would avoid the application of Section 409A(a)(1) of the Code, the payment of such benefits shall not be paid pursuant to a Revised Payment Schedule and instead shall be delayed to the minimum extent necessary so that such benefits are not subject to the provisions of Section 409A(a)(1409A(a)(l) of the CodeCode (e.g., payments to which Employee would otherwise be entitled during the first six months following separation from service shall accumulate and be paid at the expiration of such period, unless a permitted distribution event occurs during such period). The Company Board or the Compensation Committee of the Board may attach conditions to or adjust the amounts paid under pursuant to this Agreement Section 9 to preserve, as closely as possible, the economic consequences that would have applied in the absence of this Section 119; provided, however, that no such condition or adjustment shall result in the payments being subject to Section 409A(a)(1) of the Code.

Application of Code Section 409A. If the Company determines that any severance benefit or payment under this Agreement fails of the Benefits fail to satisfy the distribution requirement of Section 409A(a)(2)(A) of the Code as a result of Section 409A(a)(2)(B)(i) of the Code, the payment of such benefit shall be accelerated to the minimum extent necessary so that the such benefit is not subject to the provisions of Section 409A(a)(1) of the Code. (It is the intention of the preceding sentence to apply the short-term deferral provisions of Section 409A of the Code, and the regulations and other guidance thereunder, to any such paymentsthe Benefits, and the payment schedule as revised after the application of the preceding sentence shall be referred to as the “Revised Payment Schedule.”.) However, if there is no Revised Payment Schedule that would avoid the application of Section 409A(a)(1) of the Code, the payment of such benefits shall not be paid pursuant to a Revised Payment Schedule and instead shall be delayed to the minimum extent necessary so that such benefits are not subject to the provisions of Section 409A(a)(1) of the Code. The Company Board may attach conditions to or adjust the amounts paid under pursuant to this Agreement Section 4 to preserve, as closely as possible, the economic consequences that would have applied in the absence of this Section 114; provided, however, that no such condition or adjustment shall result in the payments being subject to Section 409A(a)(1) of the Code.

Application of Code Section 409A. If the Company determines that any severance benefit or payment under this Agreement fails of the Payments fail to satisfy the distribution requirement of Section 409A(a)(2)(A) of the Code as a result of Section 409A(a)(2)(B)(i) of the Code, the payment of such benefit Payments shall be accelerated to the minimum extent necessary so that the benefit is such Payments are not subject to the provisions of Section 409A(a)(1) of the Code. Code (It is the intention of the preceding sentence to apply the short-term deferral provisions of Section 409A of the Code, and the regulations and other guidance thereunder, to any such paymentsthe Payments, and the payment schedule as revised after the application of the preceding sentence shall be referred to as the “Revised Payment Schedule”.) ). However, if there is no Revised Payment Schedule that would avoid the application of Section 409A(a)(1) of the Code, the payment of such benefits shall not be paid pursuant to a Revised Payment Schedule and instead shall be delayed to the minimum extent necessary so that such benefits are not subject to the provisions of Section 409A(a)(1) of the Code. The Company Board may attach conditions to or adjust the amounts paid under pursuant to this Agreement Section 6 to preserve, as closely as possible, the economic consequences that would have applied in the absence of this Section 116; provided, however, that no such condition or adjustment shall result in the payments being subject to Section 409A(a)(1) of the Code.

Application of Code Section 409A. If the Company determines that any severance benefit or payment under this Agreement fails of the Benefits fail to satisfy the distribution requirement of Section 409A(a)(2)(A) of the Code as a result of Section 409A(a)(2)(B)(i) of the Code, the payment of such benefit shall be accelerated to the minimum extent necessary so that the such benefit is not subject to the provisions of Section 409A(a)(1) of the Code. (It is the intention of the preceding sentence to apply the short-term deferral provisions of Section 409A of the Code, and the regulations and other guidance thereunder, to any such paymentsthe Benefits, and the payment schedule as revised after the application of the preceding sentence shall be referred to as the “Revised Payment Schedule.”.) However, if there is no Revised Payment Schedule that would avoid the application of Section 409A(a)(1) of the Code, the payment of such benefits shall not be paid pursuant to a Revised Payment Schedule and instead shall be delayed to the minimum extent necessary so that such benefits are not subject to the provisions of Section 409A(a)(1) of the Code. The Company Board may attach conditions to or adjust the amounts paid under pursuant to this Agreement Section 3 to preserve, as closely as possible, the economic consequences that would have applied in the absence of this Section 113; provided, however, that no such condition or adjustment shall result in the payments being subject to Section 409A(a)(1) of the Code.