Common use of Parties’ Intent Clause in Contracts

Parties’ Intent. The Parties intend that no payments or benefits hereunder shall constitute non-qualified deferred compensation within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”), and the regulations thereunder (collectively, “Section 409A”) and all provisions of this Agreement shall be construed in a manner consistent with such intention. If any provision of this Agreement (or of any award of compensation, including equity compensation or benefits) would cause Executive to incur any additional tax or interest under Section 409A, the Company shall, upon the specific request of Executive, use its reasonable business efforts to in good faith reform such provision to be exempt from, or comply with, Code Section 409A; provided, that to the maximum extent practicable, the original intent and economic benefit to Executive and the Company of the applicable provision shall be maintained, and the Company shall have no obligation to make any changes that could create any material additional economic cost or loss of material benefit to the Company. The Company shall timely use its reasonable business efforts to amend any plan or program in which Executive participates to bring it under an exemption from, or in compliance with, Section 409A. Notwithstanding the foregoing, the Company shall have no liability with regard to any failure to comply with Section 409A so long as it has acted in good faith with regard to compliance therewith.

Parties’ Intent. The Parties parties intend that no payments or benefits hereunder shall constitute non-qualified deferred compensation within the meaning provisions of this Agreement comply with Section 409A of the Internal Revenue Code of 1986, as amended (the “"Code”"), and the regulations thereunder (collectively, “"Section 409A”") and all provisions of this Agreement shall be construed in a manner consistent with such intention. the requirements for avoiding taxes or penalties under Section 409A. If any provision of this Agreement (or of any award of compensation, including equity compensation or benefits) would cause Executive Employee to incur any additional tax or interest under Section 409A, the Company shall, upon the specific request of ExecutiveEmployee, use its reasonable business efforts to in good faith reform such provision to be exempt from, or comply with, with Code Section 409A; provided, that to the maximum extent practicable, the original intent and economic benefit to Executive Employee and the Company of the applicable provision shall be maintained, and the Company shall have no obligation to make any changes that could create any material additional economic cost or loss of material benefit to the Company. The Company shall timely use its reasonable business efforts to amend any plan or program in which Executive Employee participates to bring it under an exemption from, or in compliance with, with Section 409A. Notwithstanding the foregoing, the Company shall have no liability with regard to any failure to comply with Section 409A so long as it has acted in good faith with regard to compliance therewith.

Parties’ Intent. The Parties parties intend that no payments or benefits hereunder shall constitute non-qualified deferred compensation within the meaning provisions of this Agreement comply with Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”), and the regulations thereunder (collectively, “Section 409A”) and all provisions of this Agreement shall be construed in a manner consistent with such intention. the requirements for avoiding taxes or penalties under Section 409A. If any provision of this Agreement (or of any award of compensation, including equity compensation or benefits) would cause Executive Employee to incur any additional tax or interest under Section 409A, the Company Bank shall, upon the specific request of ExecutiveEmployee, use its reasonable business efforts to in good faith reform such provision to be exempt from, or comply with, with Code Section 409A; provided, that to the maximum extent practicable, the original intent and economic benefit to Executive Employee and the Company Bank of the applicable provision shall be maintained, and the Company Bank shall have no obligation to make any changes that could create any material additional economic cost or loss of material benefit to the CompanyBank. The Company shall timely use its reasonable business efforts to amend any plan or program in which Executive Employee participates to bring it under an exemption from, or in compliance with, with Section 409A. Notwithstanding the foregoing, the Company Bank shall have no liability with regard to any failure to comply with Section 409A so long as it has acted in good faith with regard to compliance therewith.

Parties’ Intent. The Parties parties intend that no payments or benefits hereunder shall constitute non-qualified deferred compensation within the meaning provisions of this Agreement comply with Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”), and the regulations thereunder (collectively, “Section 409A”) and all provisions of this Agreement shall be construed in a manner consistent with such intention. the requirements for avoiding taxes or penalties under Section 409A. If any provision of this Agreement (or of any award of compensation, including equity compensation or benefits) would cause Executive Employee to incur any additional tax or interest under Section 409A, the Company shall, upon the specific request of ExecutiveEmployee, use its reasonable business efforts to in good faith reform such provision to be exempt from, or comply with, with Code Section 409A; provided, that to the maximum extent practicable, the original intent and economic benefit to Executive Employee and the Company of the applicable provision shall be maintained, and the Company shall have no obligation to make any changes that could create any material additional economic cost or loss of material benefit to the Company. The Company shall timely use its reasonable business efforts to amend any plan or program in which Executive Employee participates to bring it under an exemption from, or in compliance with, with Section 409A. Notwithstanding the foregoing, the Company shall have no liability with regard to any failure to comply with Section 409A so long as it has acted in good faith with regard to compliance therewith.