Section 280G definition

Section 280G means Section 280G of the Code and the Treasury regulations promulgated thereunder or any similar or successor provision.

Section 280G means Section 280G of the Code, together with the regulations thereunder.

Section 280G has the meaning set forth in Section 6.11.

Examples of Section 280G in a sentence

• For purposes of making the calculations required by this Section, the Accountants may make reasonable assumptions and approximations concerning applicable taxes and may rely on reasonable, good faith interpretations concerning the application of Section 280G and 4999 of the Code.

• Any provision of this Agreement to the contrary notwithstanding, if any payment or benefit Executive would receive from the Company pursuant to this Agreement or otherwise (“Payment”) would (i) constitute a “parachute payment” within the meaning of Section 280G of the Code and (ii) but for this sentence, be subject to the excise tax imposed by Section 4999 of the Code (the “Excise Tax”), then such Payment will be equal to the Reduced Amount (as defined below).

• If any payment or benefit that the Executive would receive from any Company Group member or any other party whether in connection with the provisions in this Agreement or otherwise (the “Payment”) would (i) constitute a “parachute payment” within the meaning of Section 280G of the Code and (ii) but for this sentence, be subject to the excise tax imposed by Section 4999 of the Code (the “Excise Tax”), then the Payment will be equal to the Best Results Amount.

• If a reduction in severance and other benefits constituting “parachute payments” is necessary so that benefits are delivered to a lesser extent, reduction will occur in the following order: (i) reduction of cash payments; (ii) cancellation of awards granted “contingent on a change in ownership or control” (within the meaning of Code Section 280G), (iii) cancellation of accelerated vesting of equity awards; (iv) reduction of employee benefits.

• Such determination shall be made after taking any reductions permitted pursuant to Section 280G of the Code and the regulations thereunder.

More Definitions of Section 280G

Section 280G means Section 280G of the Code.

Section 280G has the meaning ascribed to it in Section 7.7(c).

Section 280G is defined in Section 8.16.

Section 280G as defined in Section 2.8.

Section 280G has the meaning set forth in Section 5.2(b) of this Agreement.

Section 280G has the meaning set forth in Section 4.15(g).

Section 280G has the meaning set forth in Section 5.12.