Common use of Section 409A Limitation Clause in Contracts

Section 409A Limitation. It is the intention of the Bank, BCH and the Executive that the severance benefits payable to the Executive under this Agreement either be exempt from, or otherwise comply with, Section 409A ("Section 409A") of the Internal Revenue Code of 1986, as amended. Notwithstanding any other term or provision of this Agreement, to the extent that any provision of this Agreement is determined by the Bank or BCH, with the advice of its independent accounting firm or other tax advisors, to be subject to and not in compliance with Section 409A, including, without limitation, the definition of "change in control" or the timing of commencement and completion of severance benefit and/or other benefit payments to the Executive hereunder, or the amount of any such payments, such provisions shall be interpreted in the manner required to comply with Section 409A. BCH, the Bank and the Executive acknowledge and agree that such interpretation could, among other matters, (i) limit the circumstances or events that constitute a "change in control;"