Overall Limitations. Solely for the purposes of the computation of benefits under this Agreement and notwithstanding any other provisions hereof, payments to any Executive under this Agreement shall be reduced (but not below zero) so that the present value, as determined in accordance with Section 280G(d)(4) of the Code, of such payments plus any other payments that must be taken into account for purposes of any computation relating to Executive under Section 280G(b)(2)(A)(ii) of the Code, shall not, in the aggregate, exceed 2.99 times Executive's "base amount," as that term is defined in Section 280G(b)(3) of the Code. Notwithstanding any other provision hereof, no reduction in payments under the limitation contained in the immediately preceding sentence shall be applied to payments hereunder which do not constitute "excess parachute payments" within the meaning the Code. Any payments in excess of the limitation of this Section 7 or otherwise determined to be "excess parachute payments" made to Executive hereunder are deemed to be overpayments which shall constitute an amount owing from the Executive receiving them to CBI with interest from the date of receipt by the Executive to the date of repayment (or offset) at the applicable federal rate under Section 1274(d) of the Code, compounded semi-annually, which shall be payable to CBI upon demand; provided, however, that no repayment shall be required under this sentence if in the written opinion of tax counsel satisfactory to the Executive and delivered to the Executive and CBI such repayment does not allow such overpayment to be excluded for federal income and excise tax purposes from the Executive's income for the year of receipt or afford the Executive a compensating federal income tax deduction for the year of repayment.
Overall Limitations. The following policy benefits are subject to an overall benefit limitation of R177,800, or any higher amount which may be published by the Regulator, in the aggregate per Insured Person per annum:
Overall Limitations a. Adjustments as provided in this section must not result in material differences between the rents charged for assisted and comparable unassisted units in the same building and otherwise must comply with HUD rent reasonableness requirements, as determined by the Authority.
Overall Limitations. This Section applies to any Participant ------------------- who also participates, or ever participated, in a defined contribution plan maintained by the Employer. The Employer shall reduce its contributions under the defined contribution plan to the extent necessary to prevent the sum of the following fractions, computed as of the close of the Limitation Year, from exceeding 1.0: Projected Annual Benefit of the Participant under the defined benefit plan -------------------------------------------------------------------------------- The lesser of (i) 125% of the Participant's dollar limitation in effect under Code Section 415(b)(1)(A) for the Limitation Year, or (ii) 1.4 times the Participant's average Compensation limitation under Section 3.05 plus the sum of the Annual Additions to the Participant's Account under the defined contribution plan(s) as of the close of the Limitation Year -------------------------------------------------------------------------------- the sum of the lesser of the following amounts determined for the Limitation Year and for each prior Year of Service with the Employer: (i) 125% of the dollar limitation in effect under Code Section 415(c)(1)(A) for the Limitation Year (determined without regard to the special dollar limitations for employee stock ownership plans), or (ii) 35% of the Participant's Compensation for the Limitation Year
Overall Limitations. Notwithstanding anything herein to the contrary, in no event shall Manatron be obligated to issue more than three hundred thousand (300,000) shares of Manatron Common Stock to Xxxxx pursuant to this Section 2.6. In the event that Xxxxx breaches the provisions of Section 5.7 below, all remaining obligations of Manatron under this Section 2.6 shall immediately cease.
Overall Limitations. Notwithstanding any of the foregoing provisions of this Section 9.2:
Overall Limitations. In no event shall the aggregate amount of Management Fee actually paid under Section 6.2 (after taking into account all Management Fee Offsets) and the aggregate amount of all Waived Fee Contributions over the term of the Partnership, exceed the aggregate Management Fee that would have been paid to the Manager over the term of the Partnership if this Section 6.5 were not a part of this Agreement, and the Manager agrees to reimburse the Partnership such excess, if any, immediately prior to the Partnership’s termination. Without limiting the foregoing, the Partners hereby acknowledge that the Manager’s right to receive Waiver Distributions in accordance with this Agreement shall constitute “profits interests” for U.S. federal income tax purposes, and this Agreement shall be interpreted in accordance with such intent. In furtherance of the foregoing, the General Partner will, if necessary, reduce such Waiver Distributions so that Waiver Distributions to which the Manager would be entitled as a result of allocating Waived Fee Obligations to a particular Investment or designating Waived Fee Obligations as Unallocated Waived Fee Amounts do not exceed the sum of the applicable cumulative Profits (as determined by the General Partner) with respect to such Investment or Unallocated Waived Fee Amount at the time the Waived Fee Obligation was allocated to such Investment or the Unallocated Waived Fee Amount was designated as such, as determined in good faith by the General Partner.
Overall Limitations
