Common use of No Excess Parachute Payments Clause in Contracts

No Excess Parachute Payments. Section 162(m) of the Code. (i) Except as disclosed in Section 2.9 of the Disclosure Schedule, any amount that could be received (whether in cash or property or the vesting of property) as a result of any of the 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 not be characterized as an "excess parachute payment" (as such term is defined in Section 280G(b)(1) of the Code).

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Transport Holdings Inc), Agreement and Plan of Merger (Conseco Inc Et Al), Agreement and Plan of Merger (Pioneer Financial Services Inc /De)

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No Excess Parachute Payments. Except as set forth in Section 162(m3.1(n) of the Code. (i) Except as disclosed in Section 2.9 of the Company Disclosure Schedule, any amount that could be received (whether in cash or property or the vesting of property) as a result of in connection with any of the 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 or in effect as of the Closing Date would not be characterized as an "excess parachute payment" (as such term is defined in Section 280G(b)(1) of the Code).

Appears in 3 contracts

Samples: Ii– Agreement and Plan of Merger (Anchor Gaming), Agreement and Plan of Merger (International Game Technology), Agreement and Plan of Merger (International Game Technology)

No Excess Parachute Payments. Except as set forth in Section 162(m) 4.30 of the Code. (i) Except as disclosed in Section 2.9 of the Company Disclosure Schedule, 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 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-1280G(c) of the Code) under any employment, severance or termination agreement, other compensation arrangement or Benefit Company Option Plan or Other Company arrangement 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).

Appears in 1 contract

Samples: Agreement of Merger (Karrington Health Inc)

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No Excess Parachute Payments. Except as set forth in Section 162(m) 4.30 of the Code. (i) Except as disclosed in Section 2.9 of the Company Disclosure Schedule, 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 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-1280G(c) of the Code) under any employment, severance or termination agreement, other compensation arrangement or Benefit -42- 48 Company Option Plan or Other Company arrangement 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).

Appears in 1 contract

Samples: Agreement of Merger (Sunrise Assisted Living Inc)

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