Common use of No Parachute Payment to the Extent Concluded by Tax Opinion Clause in Contracts

No Parachute Payment to the Extent Concluded by Tax Opinion. For purposes of Section 5(a), the Company shall not treat any payment or portion thereof as a parachute payment or an "excess parachute payment" (as defined in Section 280G) to the extent the Company receives an opinion, addressed to the Company from a nationally recognized law firm (such as Xxxxxxx Xxxxx LLP) or certified public accounting firm (a "Tax Opinion"), to the effect that if such payment or portion thereof is made, then either (i) such payment or portion thereof would not be a parachute payment or (ii) such payment or portion thereof would not be an excess parachute payment. A Tax Opinion may be based upon reasonable assumptions, limitations and qualifications that such law firm or certified public account firm reasonably believes to be accurate (e.g., assumptions as to matters that can reasonably be expected to be provided or certified by the Executive and/or the Company). The Company and the Executive shall use their respective reasonable best efforts to cooperate with each other and such law firm or certified public accounting firm in connection with a Tax Opinion.

No Parachute Payment to the Extent Concluded by Tax Opinion. For purposes of Section 5(a), the Company shall not treat any payment or portion thereof as a parachute payment or an "“excess parachute payment" ” (as defined in Section 280G) to the extent the Company receives an opinion, addressed to the Company from a nationally recognized law firm (such as Xxxxxxx Xxxxx LLP) or certified public accounting firm (a "“Tax Opinion"”), to the effect that if such payment or portion thereof is made, then either (i) such payment or portion thereof would not be a parachute payment or (ii) such payment or portion thereof would not be an excess parachute payment. A Tax Opinion may be based upon reasonable assumptions, limitations and qualifications that such law firm or certified public account firm reasonably believes to be accurate (e.g., assumptions as to matters that can reasonably be expected to be provided or certified by the Executive and/or the Company). The Company and the Executive shall use their respective reasonable best efforts to cooperate with each other and such law firm or certified public accounting firm in connection with a Tax Opinion.

No Parachute Payment to the Extent Concluded by Tax Opinion. For purposes of Section 5(a), the Company shall not treat any payment or portion thereof as a parachute payment or an "“excess parachute payment" ” (as defined in Section 280G) to the extent the Company receives an opinion, addressed to the Company from a nationally recognized law firm (such as Xxxxxxx Xxxxx LLP) or certified public accounting firm (a "“Tax Opinion"”), to the effect that if such payment or portion thereof is made, then either (i) such payment or portion thereof would not be a parachute payment or (ii) such payment or portion thereof would not be an excess parachute payment. A Tax Opinion may be based upon reasonable assumptions, limitations and qualifications that such law firm or certified public account firm reasonably believes to be accurate (e.g., assumptions as to matters that can reasonably be expected to be provided or certified by the Executive Employee and/or the Company). The Company and the Executive Employee shall use their respective reasonable best efforts to cooperate with each other and such law firm or certified public accounting firm in connection with a Tax Opinion.