Common use of Effect on Other Agreements Clause in Contracts

Effect on Other Agreements. In the event that any other agreement, plan, or arrangement providing for Other Payments (an “Other Agreement”) has a provision that requires a reduction in the Other Payment governed by such Other Agreement to avoid or eliminate an “excess parachute payment” for purposes of Section 280G of the Internal Revenue Code, the reduction in Monthly Severance Payments pursuant to Section 8.2(a) will be given effect before any reduction in the Other Payment pursuant to the Other Agreement. To the extent possible, Corporation and Executive agree that reductions in benefits under any plan, program, or arrangement of Corporation will be reduced (only to the extent described in Section 8.2(a)) in the following order of priority: (i) Monthly Severance Payments under this Agreement; (ii) Any other payments under this Agreement; and (iii) The acceleration in the exercisability of any stock option or other stock related award granted by Corporation.

Effect on Other Agreements. In the event that any other agreement, plan, or arrangement providing for Other Payments (an “Other Agreement”) has a provision that requires a reduction in the Other Payment governed by such Other Agreement to avoid or eliminate an “excess parachute payment” for purposes of Section IRC § 280G of the Internal Revenue CodeG, the reduction in Monthly Severance Change in Control Payments pursuant to Section 8.2(a8.2(b) will be given effect before any reduction in the Other Payment pursuant to the Other Agreement. To the extent possible, Corporation and Executive agree that reductions in benefits under any plan, program, or arrangement of Corporation will be reduced (only to the extent described in Section 8.2(a8.2(b)) in the following order of priority: (i) Monthly Severance Change in Control Payments under this Agreement; (ii) Any other payments under this AgreementBenefit Plan benefit continuation pursuant to Section 8.2(a)(ii); and (iii) The acceleration in the exercisability of any stock option or other stock related award granted by Corporation.

Effect on Other Agreements. In the event that any other agreement, plan, or arrangement providing provides for Other Payments payments or benefits to Executive in connection with a change in control (an “Other Agreements”), including without limitation the Stock Option Award Agreement”) has a provision , the Stock-Settled Stock Appreciation Rights Award Agreement and the Restricted Stock Unit Award Agreement, Corporation and Executive agree that requires a reduction in the Other Payment payments and benefits governed by such Other Agreement Agreements will be subject to avoid or eliminate an “excess parachute payment” for purposes of Section 280G of the Internal Revenue Code, the reduction in Monthly Severance Payments pursuant payments under Section 6.5.1 (even if post-termination payments are not to Section 8.2(a) will be given effect before any reduction in the Other Payment pursuant to the Other made under this Agreement). To the extent possible, Corporation and Executive agree that reductions in benefits under any plan, program, or arrangement of Corporation will be reduced (only to the extent described in Section 8.2(a)6.5.1) in the following order of priority: (ia) Monthly Severance Payments Post-termination payments under this Agreement; (iib) Any other cash payments under this any Other Agreement; and (iiic) The acceleration in of the exercisability or vesting of any stock option or other stock related award granted by Corporation.