Common use of Special Section 409A Rules Clause in Contracts

Special Section 409A Rules. It is intended that any amounts payable under this Award Agreement shall either be exempt from or comply with Section 409A of the Code and all regulations, guidance and other interpretive authority issued thereunder (“Code Section 409A”) so as not to subject the Participant to payment of any additional tax, penalty or interest imposed under Code Section 409A and any ambiguities herein will be interpreted to so comply. Neither the Company nor any of its Affiliates, however, makes any representation regarding the tax consequences of this Award. Notwithstanding any other provision of this Award Agreement to the contrary, if any payment or benefit hereunder is subject to Code Section 409A, and if such payment or benefit is to be paid or provided on account of the Participant’s Termination Date (or other separation from service or termination of employment):

Special Section 409A Rules. It is intended that any amounts payable under this Award Agreement shall either be exempt from or comply with Section 409A of the Code Code. The provisions of this Award shall be construed and all regulations, guidance and other interpretive authority issued thereunder (“Code Section 409A”) so as not to subject the Participant to payment of any additional tax, penalty or interest imposed under Code interpreted in accordance with Section 409A and any ambiguities herein will be interpreted to so comply. Neither of the Company nor any of its AffiliatesCode; provided, however, that none of the Company or any affiliate makes any representation regarding of the tax consequences of this Awardthe Award and the Grantee hereby acknowledges and agrees that the ultimate liability for any and all taxes is and remains the Grantee’s responsibility and liability. Notwithstanding any other provision of this Award Agreement to the contrary, if any payment or benefit hereunder is subject to Code Section 409A409A of the Code, and if such payment or benefit is to be paid or provided on account of the ParticipantGrantee’s Termination Date termination of employment (or other separation from service or termination of employmentservice):

Special Section 409A Rules. It is intended that any amounts payable under this Award Agreement shall either be exempt from or comply with Section 409A of the Code Code. The provisions of this Award Agreement shall be construed and all regulations, guidance and other interpretive authority issued thereunder (“Code Section 409A”) so as not to subject the Participant to payment of any additional tax, penalty or interest imposed under Code interpreted in accordance with Section 409A and any ambiguities herein will be interpreted to so comply. Neither of the Company nor any of its AffiliatesCode; provided, however, that none of the Company or any affiliate makes any representation regarding of the tax consequences of this Awardthe Award and the Grantee hereby acknowledges and agrees that the ultimate liability for any and all taxes is and remains the Grantee’s responsibility and liability. Notwithstanding any other provision of this Award Agreement to the contrary, if any payment or benefit hereunder is subject to Code Section 409A409A of the Code, and if such payment or benefit is to be paid or provided on account of the ParticipantGrantee’s Termination Date termination of employment (or other separation from service or termination of employmentservice):

Special Section 409A Rules. It is intended that any amounts payable under this Award Agreement shall either be exempt from or comply with Section 409A of the Code Code. The provisions of this Award Agreement shall be construed and all regulations, guidance and other interpretive authority issued thereunder (“Code Section 409A”) so as not to subject the Participant to payment of any additional tax, penalty or interest imposed under Code interpreted in accordance with Section 409A and any ambiguities herein will be interpreted to so comply. Neither of the Company nor any of its AffiliatesCode; provided, however, that none of the Company or any affiliate makes any representation regarding of the tax consequences of this Awardthe Award and the Grantee hereby acknowledges and agrees that the ultimate liability for any and all taxes is and remains the Grantee’s responsibility and liability. Notwithstanding any other provision of this Award Agreement to the contrary, if any payment or benefit hereunder is subject to Code Section 409A409A of the Code, and if such payment or benefit is to be paid or provided on account of the ParticipantGrantee’s Termination Date termination of employment (or other separation from service or termination of employment):service): ​ 3 ​