Common use of Reimbursements and In-Kind Benefits Clause in Contracts

Reimbursements and In-Kind Benefits. Any reimbursements and in-kind benefits provided under this Agreement that constitute deferred compensation within the meaning of Section 409A of the Code shall be made or provided in accordance with the requirements of Section 409A of the Code, including, without limitation, that (i) in no event shall any fees, expenses or other amounts eligible to be reimbursed by the Company under this Agreement be paid later than the last day of the calendar year next following the calendar year in which the applicable fees, expenses or other amounts were incurred; (ii) the amount of expenses eligible for reimbursement, or in-kind benefits that the Company is obligated to pay or provide, in any given calendar year shall not affect the expenses that the Company is obligated to reimburse, or the in-kind benefits that the Company is obligated to pay or provide, in any other calendar year, provided that the foregoing clause (ii) shall not be violated with regard to expenses reimbursed under any arrangement covered by Section 105(b) of the Code solely because such expenses are subject to a limit related to the period the arrangement is in effect; (iii) Executive’s right to have the Company pay or provide such reimbursements and in-kind benefits may not be liquidated or exchanged for any other benefit; and (iv) in no event shall the Company’s obligations to make such reimbursements or to provide such in-kind benefits apply later than Executive’s remaining lifetime.

Reimbursements and In-Kind Benefits. Any reimbursements and in-kind benefits provided under this Agreement that constitute deferred compensation within the meaning of Code Section 409A of the Code shall be made or provided in accordance with the requirements of Code Section 409A of the Code409A, including, without limitation, that (i) in no event shall any fees, expenses or other amounts eligible to be reimbursed by the Company under this Agreement be paid later than the last day of the calendar year next following the calendar year in which the applicable fees, expenses or other amounts were incurred; (ii) the amount of expenses eligible for reimbursement, or in-kind benefits that the Company is obligated to pay or provide, in any given calendar year shall not affect the expenses that the Company is obligated to reimburse, or the in-kind benefits that the Company is obligated to pay or provide, in any other calendar year, provided that the foregoing clause (ii) shall not be violated with regard to expenses reimbursed under any arrangement covered by Code Section 105(b) of the Code solely because such expenses are subject to a limit related to the period the arrangement is in effect; (iii) the Executive’s right to have the Company pay or provide such reimbursements and in-kind benefits may not be liquidated or exchanged for any other benefit; and (iv) in no event shall the Company’s obligations to make such reimbursements or to provide such in-kind benefits apply later than the Executive’s remaining lifetime.

Reimbursements and In-Kind Benefits. Any reimbursements and in-kind benefits provided under this Agreement that constitute deferred compensation within the meaning of Section 409A of the Code shall be made or provided in accordance with the requirements of Section 409A of the Code409A, including, without limitation, that (i) in no event shall any fees, expenses or other amounts eligible to be reimbursed by the Company under this Agreement be paid later than the last day of the calendar year next following the calendar year in which the applicable fees, expenses or other amounts were incurred; (ii) the amount of expenses eligible for reimbursement, or in-kind benefits that the Company is obligated to pay or provide, in any given calendar year shall not affect the expenses that the Company is obligated to reimburse, or the in-kind benefits that the Company is obligated to pay or provide, in any other calendar year, provided that the foregoing clause (ii) shall not be violated with regard to expenses reimbursed under any arrangement covered by Section 105(b) of the Code solely because such expenses are subject to a limit related to the period the arrangement is in effect; (iii) Executive’s right to have the Company pay or provide such reimbursements and in-kind benefits may not be liquidated or exchanged for any other benefit; and (iv) in no event shall the Company’s obligations to make such reimbursements or to provide such in-kind benefits apply later than Executive’s remaining lifetime.

Reimbursements and In-Kind Benefits. Any With respect to reimbursements and in-kind benefits that may be provided under this the Agreement that constitute deferred compensation within (the meaning of “Reimbursement Plans”), to the extent any benefits provided under the Reimbursement Plans are subject to Section 409A of 409A, the Code Reimbursement Plans shall be made or provided in accordance with meet the requirements of Section 409A of the Code, including, without limitation, that following requirements: (i) in no event Reimbursement Plans shall any feesuse an objectively determinable, nondiscretionary definition of the expenses eligible for reimbursement or other amounts eligible of the in-kind benefits to be reimbursed by the Company under this Agreement be paid later than the last day of the calendar year next following the calendar year in which the applicable fees, expenses or other amounts were incurredprovided; (ii) Reimbursement Plans shall provide that the amount of expenses eligible for reimbursement, or in-kind benefits that provided, during the Company is obligated to pay or provide, in any given calendar GEO’s taxable year shall may not affect the expenses that the Company is obligated to reimburseeligible for reimbursement, or the in-kind benefits that the Company is obligated to pay or providebe provided, in any other calendar taxable year, provided provided, however, that the foregoing clause (iiReimbursement Plans providing for reimbursement of expenses referred to in Code Section 105(b) shall not be violated with regard fail to expenses reimbursed under any arrangement covered by meet the requirement of this Section 105(b6(E) of the Code solely because such expenses are subject to Reimbursement Plans provide for a limit related to on the amount of expenses that may be reimbursed under such arrangements over some or all of the period the arrangement is in which Reimbursement Plans remain in effect; (iii) Executivethe reimbursement of an eligible expense is made on or before the last day of GEO’s right to have taxable year following the Company pay or provide such reimbursements and in-kind benefits may not be liquidated or exchanged for any other benefittaxable year in which the expense was incurred; and (iv) in no event shall the Company’s obligations right to make such reimbursements reimbursement or to provide such in-kind benefits apply later than under the Reimbursement Plans shall not be subject to liquidation or exchange for another benefit. [Signature Page Follows] Executive’s remaining lifetime.Initials GZ 7 GEO’s Initials RG

Reimbursements and In-Kind Benefits. Any To the extent that any reimbursements and or in-kind benefits provided under this Agreement that constitute deferred compensation within the meaning of payments are subject to Section 409A of the Code Code, then such reimbursements or in-kind payments (other than medical expenses) shall be made or provided in accordance with the requirements of Section 409A of the Code, including, without limitationwhere applicable, that the requirement that: (i) any reimbursement is for expenses incurred during Executive’s lifetime (or during a shorter period of time specified in no event shall any fees, expenses or other amounts eligible to be reimbursed by the Company under this Agreement be paid later than the last day of the calendar year next following the calendar year in which the applicable fees, expenses or other amounts were incurredAgreement); (ii) the amount of expenses eligible for reimbursement, or in-kind benefits that the Company is obligated to pay or provideprovided, in any given during a calendar year shall may not affect the expenses that the Company is obligated to reimburseeligible for reimbursement, or the in-kind benefits that the Company is obligated to pay or providebe provided, in any other calendar year, provided that the foregoing clause (ii) shall not be violated with regard to expenses reimbursed under any arrangement covered by Section 105(b) of the Code solely because such expenses are subject to a limit related to the period the arrangement is in effect; (iii) Executive’s right to have the Company pay or provide such reimbursements and in-kind benefits may not reimbursement of an eligible expense shall be liquidated or exchanged for any other benefitmade no later than the last day of the calendar year following the year in which the expense is incurred; and (iv) in no event shall the Company’s obligations right to make such reimbursements reimbursement or to provide such in-kind benefits apply later is not subject to liquidation or exchange for another benefit. For medical expenses, to the extent this Agreement entitles Executive to reimbursement by the Company of payments of medical expenses incurred and paid by Executive but not reimbursed by a person other than Executive’s remaining lifetimethe Company and allowable as a deduction under Section 213 of the Code (disregarding the requirement of Section 213(a) of the Code that the deduction is available only to the extent that such expenses exceed 7.5% of adjusted gross income), then the reimbursement applies during the period of time during which Executive would be entitled (or would, but for this Agreement, be entitled) to continuation coverage under a group health plan of the Company or the Bank under Section 4980B (COBRA) of the Code if Executive elected such coverage and paid the applicable premiums.

Reimbursements and In-Kind Benefits. Any reimbursements and in-kind benefits provided under this Agreement that constitute deferred compensation within the meaning of Section 409A of the Code shall be made or provided in accordance with the requirements of Section 409A of the Code, including, without limitation, that (i) in no event shall any fees, expenses or other amounts eligible to be reimbursed by the Company under this Agreement be paid later than the last day of the calendar year next following the calendar year in which the applicable fees, expenses or other amounts were incurred; (ii) the amount of expenses eligible for reimbursement, or in-kind benefits that the Company is obligated to pay or provide, in any given calendar year shall not affect the expenses that the Company is obligated to reimburse, or the in-kind benefits that the Company is obligated to pay or provide, in any other calendar year, provided that the foregoing clause (ii) shall not be violated with regard to expenses reimbursed under any arrangement covered by Section 105(b) of the Code solely because such expenses are subject to a limit related to the period the arrangement is in effect; (iii) Executive’s right to have the Company pay or provide such reimbursements and in-kind benefits may not be liquidated or exchanged for any other benefit; and (iv) in no event shall the Company’s obligations to make such reimbursements or to provide such in-kind benefits apply later than Executive’s remaining lifetime.. 3.3