Common use of Neither Xxxxxxxx Clause in Contracts

Neither Xxxxxxxx. xxx nor any Xxxxxxxx.xxx subsidiary is obligated to make any parachute payments as such term is defined in section 280G of the Code, and neither is a party to any agreement that under certain circumstances is reasonably likely to obligate it, or any successor in interest, to make any parachute payments that will not be deductible under section 280G of the Code. Neither Xxxxxxxx.xxx nor any Xxxxxxxx.xxx subsidiary is obligated to make reimbursement or gross-up payments to any person in respect to excess parachute payments.