Common use of Matters Relating to 280G Taxes Clause in Contracts

Matters Relating to 280G Taxes. NCC shall be satisfied in its sole discretion, either through mutually agreeable pre-Closing amendments or otherwise, that PB shall have taken any and all reasonably necessary steps such that the Merger will not trigger any “excess parachute payment” (as defined in Section 280G of the IRC) under any employment agreements, change in control agreements, PB Benefit Plans, supplemental compensation, retirement or similar arrangements between an PB Company and any officers, directors, or employees thereof.

Matters Relating to 280G Taxes. NCC shall be satisfied in its sole discretion, either through mutually agreeable pre-Closing amendments or otherwise, that PB RBF shall have taken any and all reasonably necessary steps such that the Merger will not trigger any “excess parachute payment” (as defined in Section 280G of the IRC) under any employment agreements, change in control agreements, PB RBF Benefit Plans, supplemental compensation, retirement or similar arrangements between an PB RBF Company and any officers, directors, or employees thereof.

Matters Relating to 280G Taxes. NCC shall be satisfied in its sole discretionreasonably satisfied, either through mutually agreeable pre-Closing amendments or otherwise, that PB PBI shall have taken any and all reasonably necessary steps such that neither the Merger nor the Bank Merger will not trigger any “excess parachute payment” (as defined in Section 280G of the IRC) under any employment agreements, change in control agreements, PB PBI Benefit Plans, or supplemental compensation, retirement or similar arrangements between an PB a PBI Company and any officers, directors, or employees thereof.