Common use of Effect of Transaction Clause in Contracts

Effect of Transaction. (i) The execution of this Agreement and the consummation of the transactions contemplated hereby will not (either alone or upon the occurrence of any additional or subsequent events) constitute an event under any Company Employee Plan, Employee Agreement, trust or loan that will or may result in any payment (whether of severance pay or otherwise), acceleration, forgiveness of indebtedness, vesting, distribution, increase in benefits or obligation to fund benefits with respect to any Employee. (ii) No payment, compensation or benefit which will or may be made by Parent, the Company or its Affiliates with respect to any Employee or any other “disqualified individual” will be characterized as a “parachute payment,” within the meaning of Section 280G(b)(2) of the Code.

Effect of Transaction. (i) The execution of this Agreement and the consummation of the transactions contemplated hereby will not (either alone or upon the occurrence of any additional or subsequent events) constitute an event under any Company Employee Plan, Employee Agreement, trust or loan that will or may result in any payment (whether of severance pay or otherwise), acceleration, forgiveness of indebtedness, vesting, distribution, increase in benefits or obligation to fund benefits with respect to any Employee. (ii) No payment, compensation payment or benefit which will or may be made by Parent, the Company or its Affiliates Parent or any of their respective affiliates with respect to any Employee or any other “disqualified individual” will be characterized as a “an "excess parachute payment,” ", within the meaning of Section 280G(b)(2280G(b)(1) of the Code.

Effect of Transaction. (i) The execution of this Agreement and --------------------- the consummation of the transactions contemplated hereby will not (either alone or upon the occurrence of any additional or subsequent events) constitute an event under any Company Employee Plan, Employee Agreement, trust or loan that will or may result in any payment (whether of severance pay or otherwise), acceleration, forgiveness of indebtedness, vesting, distribution, increase in benefits or obligation to fund benefits with respect to any Employee. ; and (ii) No payment, compensation no payment or benefit which will or may be made by Parent, the Company or its Affiliates with respect to any Employee or any other “disqualified individual” will be characterized as a “"parachute payment,” " within the meaning of Section 280G(b)(2280G(B)(2) of the Code.

Effect of Transaction. (i) The execution of this Agreement and the consummation of the transactions contemplated hereby will not (either alone or upon the occurrence of any additional or subsequent events) constitute an event under any Company Employee Plan, Employee Agreement, trust or loan that will or may result in any payment (whether of severance pay or otherwise), acceleration, forgiveness of indebtedness, vesting, distribution, increase in benefits or obligation to fund benefits with respect to any Employee. (ii) No payment, compensation or benefit which will or may be made by Parent, the Company or its their respective Affiliates with respect to any Employee or any other “"disqualified individual” " will be characterized as a “"parachute payment,” " within the meaning of Section 280G(b)(2) of the Code.

Effect of Transaction. (i) The execution of this Agreement and the consummation of the transactions contemplated hereby will not (either alone or upon the occurrence of any additional or subsequent events) constitute an event under any Company Parent Employee Plan, Parent Employee Agreement, or related trust or loan loan, that will or may result in any payment (whether of severance pay or otherwise), acceleration, forgiveness of indebtedness, vesting, distribution, increase in benefits or obligation to fund benefits with respect to any Employee. (ii) No payment, compensation payment or benefit which will or may be made by Parent, the Company Parent or its Affiliates with respect to any Employee or any other “disqualified individual” as a result of the transactions contemplated by this Agreement will be characterized as a “an "excess parachute payment,” " within the meaning of Section 280G(b)(2280G(b)(1) of the Code.

Effect of Transaction. (i) The execution of this Agreement and the consummation of the transactions contemplated hereby will not (either alone or upon the occurrence of any additional or subsequent events) constitute an event under any Company Employee Plan, Employee Agreement, trust or loan that will or may result in any material payment (whether of severance pay or otherwise), acceleration, forgiveness of indebtedness, vesting, distribution, increase in benefits or obligation to fund benefits with respect to any Employeeofficer or employee of the Company. (ii) No payment, compensation payment or benefit which will or may be made by Parent, the Company or its Affiliates Parent or any of their respective affiliates with respect to any Employee or any other “disqualified individual” will be characterized as a “an "excess parachute payment,” " within the meaning of Section 280G(b)(2280G(b)(1) of the Code.

Effect of Transaction. (i) The execution of this Agreement and the consummation of the transactions contemplated hereby will not (either alone or upon the occurrence of any additional or subsequent events) constitute an event under any Company Employee Plan, Employee Agreement, trust or loan that will or may result in any material payment (whether of severance pay or otherwise), acceleration, forgiveness of indebtedness, vesting, distribution, increase in benefits or obligation to fund benefits with respect to any Employeeofficer or employee of the Company. (ii) No payment, compensation payment or benefit which will or may be made by Parent, the Company or its Affiliates Parent or any of their respective affiliates with respect to any Employee or any other “disqualified individual” will be characterized as a an “excess parachute payment,” within the meaning of Section 280G(b)(2280G(b)(1) of the Code.

Effect of Transaction. (i) The execution of this Agreement and the consummation of the transactions contemplated hereby will not (either alone or upon the occurrence of any additional or subsequent events) constitute an event under any Company Employee Plan, Employee Agreement, trust or loan that will or may result in any payment (whether of severance pay or otherwise), acceleration, forgiveness of indebtedness, vesting, distribution, increase in benefits or obligation to fund benefits with respect to any Employee. (ii) No payment, compensation or benefit which will or may be made by Parent, Holdings, the Company or its Affiliates with respect to any Employee or any other “disqualified individual” will individual”will be characterized as a “parachute payment,” within payment,”within the meaning of Section 280G(b)(2) of the Code.