Common use of Effect of Section 409A of the Code Clause in Contracts

Effect of Section 409A of the Code. If the Executive is deemed on the Termination Date to be a “specified employee” (as such term is defined under Section 409A of the Code and the regulations and other Treasury Department guidance promulgated thereunder, and as determined pursuant to any policies adopted by the Company consistent with Section 409A of the Code), then with regard to any payment or the provision of any benefit that is considered deferred compensation under Section 409A of the Code payable on account of a Separation From Service, to the extent required to avoid any taxes imposed under Section 409A(a)(1) of the Code, such payment or benefit shall be made or provided at the date which is no more than fifteen (15) days following the earlier of (i) the expiration of the six (6) month period measured from the date of such Separation From Service of the Executive, and (ii) the date of the Executive’s death. Each payment under this Agreement is intended to be a “separate payment” and not one of a series of payments for purposes of Section 409A of the Code. Notwithstanding anything to the contrary in this Agreement, no particular tax result for the Executive with respect to any income recognized by the Executive in connection with this Agreement is guaranteed.