Common use of No Excess Parachute Payments Clause in Contracts

No Excess Parachute Payments. Other than payments that may be made to the persons previously discussed with counsel for Parent, any amount that could be received (whether in cash or property or the vesting of property) as a result of any of the Transactions by any employee, officer or director of the Company or any of its affiliates who is a "disqualified individual" (as such term is defined in proposed Treasury Regulation Section 1.280G-1) under any employment, severance or termination agreement, other compensation arrangement or Benefit Plan currently in effect would not be characterized as an "excess parachute payment" (as such term is defined in Section 280G(b)(1) of the Code).

No Excess Parachute Payments. Other than payments that may No amount required to be made to the persons previously discussed with counsel for Parent, any amount that could be received paid (whether in cash or property or the vesting of property) as a result of in connection with any of the Transactions transactions contemplated by this Agreement to any employee, officer or director of the Company or any of its affiliates who is a "“disqualified individual" ” (as such term is defined in proposed Treasury Regulation Section 1.280G-1) under any employment, severance or termination agreement, other compensation arrangement or Benefit Plan of the Company currently in effect would not or in effect as of the Closing Date is reasonably expected to be characterized as an "“excess parachute payment" ” (as such term is defined in Section 280G(b)(1) of the Code).

No Excess Parachute Payments. Other than payments that may be made to the persons previously discussed with counsel for Parent, any No amount that could be received (whether in cash or property or the vesting of property) as a result of any of the Transactions transactions contemplated by this Agreement, either alone or together with other events, by any employee, officer or director of the Company UNUM or any of its affiliates who is a "disqualified individual" (as such term is defined in proposed Treasury Regulation Section 1.280G-1) under any employment, severance or termination agreement, other compensation arrangement or UNUM Benefit Plan currently in effect would not be characterized as an "excess parachute payment" (as such term is defined in Section 280G(b)(1) of the Code).

No Excess Parachute Payments. Other than payments that may be made to the persons previously discussed with counsel for Parent, any Any amount that could be received (whether in cash or property or the vesting of property) as a result of any of the Transactions (whether alone or in combination with a qualifying termination of employment) by any employee, officer or director of the Company or any of its affiliates who is a "disqualified individual" (as such term is defined in proposed Treasury Regulation Section 1.280G-1) under any employment, severance or termination agreement, other compensation arrangement or Company Benefit Plan currently in effect would not be characterized as an "excess parachute payment" (as such term is defined in Section 280G(b)(1) of the Code).

No Excess Parachute Payments. Other than payments that may be made to the persons previously discussed with counsel for Parent, any No amount that could be received (whether in cash or property or the vesting of property) as a result of any of the Transactions transactions contemplated by this Agreement, either alone or together with other events, by any employee, officer or director of the Company Provident or any of its affiliates who is a "disqualified individual" (as such term is defined in proposed Treasury Regulation Section 1.280G-1) under any employment, severance or termination agreement, other compensation arrangement or Provident Benefit Plan currently in effect would not be characterized as an "excess parachute payment" (as such term is defined in Section 280G(b)(1) of the Code).

No Excess Parachute Payments. Other than payments that may No amount required to be made to the persons previously discussed with counsel for Parent, any amount that could be received paid (whether in cash or property or the vesting of property) as a result of in connection with any of the Transactions transactions contemplated by this Agreement to any employee, officer or director of the Company or any of its affiliates who is a "disqualified individual" (as such term is defined in proposed Treasury Regulation Section 1.280G-1) under any employment, severance or termination agreement, other compensation arrangement or Employee Benefit Plan currently in effect would not or in effect as of the Closing Date is reasonably expected to be characterized as an "excess parachute payment" (as such term is defined in Section 280G(b)(1) of the Code).

No Excess Parachute Payments. Other than payments that may be made to the persons previously discussed with counsel for Parent, any No amount that could be received (whether in cash or property or the vesting of property) as a result of any of the Transactions transactions contemplated by this Agreement, either alone or together with other events, by any employee, officer or director of the Company VA or any of its affiliates who is a "disqualified individual" (as such term is defined in proposed Treasury Regulation Section 1.280G-1) under any employment, severance or termination agreement, other compensation arrangement or the VA Benefit Plan currently in effect would not be characterized as an "excess parachute payment" (as such term is defined in Section 280G(b)(1) of the Code).

No Excess Parachute Payments. Other than payments that may be made to Except as set forth in Section 4.1(p) of the persons previously discussed with counsel for ParentCompany Disclosure Schedules, any no amount that could be received paid (whether in cash or property or the vesting of property) as a result of any of the Transactions transactions contemplated by this Agreement to any employee, officer or director of the Company or any of its affiliates Person who is properly characterized as a "“disqualified individual" ” (as such term is defined by the IRS in proposed Treasury Regulation Section section 1.280G-1) under any employment, severance or termination agreement, other compensation arrangement or other Company Benefit Plan currently in effect would not be characterized as an "“excess parachute payment" ” (as such term is defined in Section section 280G(b)(1) of the Code).

No Excess Parachute Payments. Other than payments that may No amount required to be made to the persons previously discussed with counsel for Parent, any amount that could be received paid ---------------------------- (whether in cash or property or the vesting of property) as a result of in connection with any of the Transactions transactions contemplated by this Agreement to any employee, officer or director of the Company or any of its affiliates who is a "disqualified individual" (as such term is defined in proposed Treasury Regulation Section 1.280G-1) under any employment, severance or termination agreement, other compensation arrangement or Benefit Plan currently in effect would not or in effect as of the Closing Date is reasonably expected to be characterized as an "excess parachute payment" (as such term is defined in Section 280G(b)(1) of the Code).

No Excess Parachute Payments. Other than payments that may be made to the persons previously discussed with counsel for Parent, any No amount that could be received (whether in cash or property or the vesting of property) as a result of any of the Transactions transactions contemplated by this Formation Agreement by any employee, officer or director of the Company Weatxxxxxxx Xxxpression Business or any of its affiliates subsidiaries who is a "disqualified individual" (as such term is defined in proposed Treasury Regulation Section 1.280G-1) under any employment, severance or termination agreement, other compensation arrangement or Benefit Plan Weatxxxxxxx Xxxn currently in effect would not be characterized as an "excess parachute payment" (as such term is defined in Section 280G(b)(1280G(b) (1) of the Code) or would be non-deductible by reason of Code Section 162(m).

No Excess Parachute Payments. Other than payments that may be made to the persons previously discussed with counsel for ParentExcept as disclosed in Schedule 2.2(t) hereof, any amount that could be received (whether in cash or property or the vesting of property) as a result of any of the Transactions transactions contemplated by this Agreement by any employee, officer or director of the Company Webmodal or any of its affiliates who is a "disqualified individualDisqualified Individual" (as such term is defined in proposed Treasury Regulation Section 1.280G-1) under any employment, severance or termination agreement, other compensation arrangement or Benefit Plan benefit plan currently in effect would not be characterized as an "excess parachute paymentExcess Parachute Payment" (as such term is defined in Section 280G(b)(1) of the Code).

No Excess Parachute Payments. Other than payments that may be made to Except as set forth in Section 4.1(p) of the persons previously discussed with counsel for ParentCompany Disclosure Schedules, any no amount that could be received paid (whether in cash or property or the vesting of property) as a result of any of the Transactions transactions contemplated by this Agreement to any employee, officer or director of the Company or any of its affiliates Person who is properly characterized as a "disqualified individual" (as such term is defined by the IRS in proposed Treasury Regulation Section section 1.280G-1) under any employment, severance or termination agreement, other compensation arrangement or other Company Benefit Plan currently in effect would not be characterized as an "excess parachute payment" (as such term is defined in Section section 280G(b)(1) of the Code).

No Excess Parachute Payments. Other than payments that may be made to the persons previously discussed with counsel for Parent, any No amount that could be received (whether in cash or property or the vesting of property) as a result of the Merger or any of the Transactions other transactions contemplated by this Agreement, either alone or together with other events, by any employee, officer or director of the Company or any of its affiliates who is a "disqualified individual" (as such term is defined in proposed Treasury Regulation Section 1.280G-1) under any employment, severance or termination agreement, other compensation arrangement or Company Benefit Plan currently in effect would not be characterized as an "excess parachute payment" (as such term is defined in Section 280G(b)(1) of the Code). Neither the Company nor any of its subsidiaries is a party to any contract, agreement or other arrangement which would result in the payment of amounts prior to the Effective Time that will be nondeductible by reason of Section 162(m) of the Code.

No Excess Parachute Payments. Other than payments that may be made to To the persons previously discussed with counsel for Parentknowledge of the Company, ----------------------------- any amount that could be received (whether in cash or property or the vesting of property) as a result of any of the Transactions transactions contemplated by this Agreement by any employee, officer or director of the Company or any of its affiliates who is a "disqualified individual" (as such term is defined in proposed Treasury Regulation Section 1.280G-1) under any employment, severance or termination agreement, other compensation arrangement or Benefit Plan currently in effect would should not be characterized as an "excess parachute payment" (as such term is defined in Section 280G(b)(1) of the CodeCode and the proposed regulations thereunder).