Common use of Compensation Limitation Clause in Contracts

Compensation Limitation. The parties agree and acknowledge that their intent is that benefits under this Agreement shall not constitute an “excess parachute payment” under § 280G of the Internal Revenue Code of 1986, as amended (the “Code”), which would trigger an excise tax under Code § 4999. To give effect to that intent, and notwithstanding any other provision of this Agreement to the contrary, the parties specifically agree that the maximum benefits payable under this Agreement shall not exceed 2.99 multiplied by Executive’s “base amount,” as defined in Code § 280G.