The foregoing provisions are intended to comply with the requirements of Section 409A so that none of the severance payments and benefits to be provided hereunder will be subject to additional tax imposed under Section 409A, and any ambiguities herein will be interpreted to so comply. The Company and Executive agree to work together in good faith to consider amendments to this Agreement and to take such reasonable actions which are necessary, appropriate or desirable to avoid imposition of any additional tax or income recognition prior to actual payment to Executive under Section 409A.
The foregoing provisions are intended to comply with the requirements of Section 409A so that none of the severance payments and benefits to be provided hereunder will be subject to the additional tax imposed under Section 409A, and any ambiguities herein will be interpreted to so comply. TheExecutive and the Company and Executive agree to work together in good faith to consider amendments to this Agreement and to take such reasonable actions which are necessary, appropriate or desirable to avoid imposition of any additional tax or income recognition prior to actual payment to Executive under Section 409A.
The foregoing provisions are intended to be exempt from or comply with the requirements of Section 409A so that none of the severance payments and benefits to be provided hereunder will be subject to the additional tax imposed under Section 409A, and any ambiguities or ambiguous terms herein will be interpreted to be exempt or so comply. The Company and Executive agree to work together in good faith to consider amendments to this Agreement and to take such reasonable actions which are necessary, appropriate or desirable to avoid imposition of any additional tax or income recognition prior to actual payment to Executive under Section 409A.
The foregoing provisions are intended to comply with the requirements of Section 409A so that none of the severance payments and benefits to be provided hereunder will be subject to the additional tax imposed under Section 409A, and any ambiguities herein will be interpreted to so comply. The Company and Executivethe Employee agree to work together in good faith to consider amendments to this Agreement and to take such reasonable actions which are necessary, appropriate or desirable to avoid imposition of any additional tax or income recognition prior to actual payment to Executivethe Employee under Section 409A.
The foregoing provisions are intended to comply with the requirements of Section 409A of the Code so that none of the severance payments and benefits to be provided hereunder will be subject to the additional tax imposed under Section 409A, and409A of the Code, and, if any ambiguity is found herein with respect to such payments or benefits, any such ambiguities herein will be interpreted to so comply. TheIf any payment or benefits subject to Section 409A of the Code could be construed not to comply with Section 409A of the Code, the Company and the Executive agree to work together in good faith to consider amendments to this Agreement and to take such reasonable actions which are necessary, appropriate or desirable to avoid imposition of any additional tax or income recognition prior to actual payment to Executive under Section 409A.
The foregoing provisions of this Agreement are intended to comply with or be exempt from Section 409A of the Internal Revenue Code of 1986, as amended (the Code) and any final regulations and guidance promulgated thereunder ([Section 409A]) and shall be construed in a manner consistent with the requirements of Section 409A so that none of the severance payments and benefits to be provided hereunder will be subject to additional tax imposedfor avoiding taxes or penalties under Section 409A, and any ambiguities herein will be interpreted to so comply.409A. The CompanyCorporation and Executive agree to work together in good faith to consider amendments to this Agreement and to take such reasonable actions whichthat are necessary, appropriateappropriate, or desirable to avoid imposition of any additional tax or income recognition prior to actual payment to Executive under Section 409A.
Compliance with Section 409A of the Internal Revenue Code. Notwithstanding any provision in this Severance Agreement to the contrary, the Severance Agreement shall be interpreted, construed and conformed in accordance with Code Section 409A and regulations and other interpretative guidance issued thereunder. It is intended by the Company and Executive that all compensation and benefits payable or provided to the Executive under this Severance Agreement or otherwise shall fully comply with the provisions of Section 409A of the Internal Revenue Code and the Treasury Regulations relating thereto so as not to subject Executive to the additional tax, interest or penalties which may be imposed under Section 409A. The foregoing provisions are intendedparties acknowledge that [[Unknown Identifier]] is ambiguous in certain respects. The Company agrees that it will attempt in good faith not to take any action, or refrain from taking any action, that would result in the imposition of tax, interest and/or penalties upon the Executive under 409A. To the extent the Company has acted or refrained from acting in good faith as required by this Section, it will not be responsible for any consequences of failure to comply with the requirements of Section 409A so that none of the severance payments and benefits to be provided hereunder will be subject to additional tax imposed under Section 409A, and any ambiguities herein willsuch failure shall not be interpreted to so comply. The Company and Executive agree to work together in good faith to consider amendments toa breach of this Agreement andeven though this Agreement requires certain actions to take such reasonable actions which are necessary, appropriate or desirable to avoid imposition of any additional tax or income recognition prior to actual payment to Executive under Sectionbe taken in conformance with 409A.
The foregoing provisions are intendedNotwithstanding any other provision of this Agreement to comply with the requirementscontrary, this Agreement shall be interpreted and at all times administered in a manner that avoids the inclusion of Section 409A so that none of the severance payments and benefits to be provided hereunder will be subject to additional tax imposedcompensation in income under Section 409A, and any ambiguities herein will be interpreted to so comply.or the payment of increased taxes, excise taxes or other penalties under Section 409A. The Company and Executive agree to work together in good faith to consider amendments toparties intend this Agreement and to take such reasonable actions which are necessary, appropriate or desirable to avoid imposition of any additional tax or income recognition prior to actual payment to Executive underbe in compliance with Section 409A. Executive acknowledges and agrees that Company does not guarantee the tax treatment or tax consequences associated with any payment or benefit arising under this Agreement, including but not limited to consequences related to [Section 409A].
The foregoing provisions[Section 409A]. It is intended that this Agreement shall comply with the requirements of Section 409A of the Code, and any payments hereunder are intended to be exempt from, or if not so exempt, to comply with the requirements of Section 409A so that none of the Code, and this Agreement shall be interpreted, operated and administered accordingly. To the extent that any provision of this Agreement is ambiguous, but a reasonable interpretation of the provision would cause any payment or benefit to comply with or be exempt from the requirements of Section 409A of the Code, Executive and the Company intend the term to be interpreted as such in order to avoid adverse personal tax consequences under Section 409A of the Code. No severance or other payments or benefits otherwise payable to Executive upon a termination of employment under this Agreement or otherwise will be payable until Executive has a “separation from service” as defined under Treasury Regulation Section 1.409A-1(h), without regard to any alternative definition thereunder. If the period during which Executive may sign the Release begins in one calendar year and ends in the following calendar year, then no severance payments andor benefits to be provided hereunderthat that would constitute deferred compensation within the meaning of Section 409A of the Code will be subject to additional tax imposed under Section 409A, and any ambiguities herein will be interpreted to so comply. The Company and Executive agree to work together in good faith to consider amendments to this Agreement and to take such reasonable actions which are necessary, appropriatepaid or desirable to avoid imposition of any additional tax or income recognition prior to actual payment to Executive under Section 409A.provided until the later calendar year.
The foregoing provisions are intendedCompany and Executive intend no payments to comply with the requirements of Section 409A so that none of the severance paymentsbe made and no benefits to be provided hereunderunder this Agreement will be subject to additional tax imposedtaxation under Section 409A,§ 409A of the Code and any ambiguities hereinthat the terms of this Agreement will be interpreted in good faith in a manner which is intended to so comply. Theminimize the risk that Executive will be subject to tax under § 409A of the Code with respect to any such payments or benefits, and the Company and Executive agree to work togethercooperate fully and in good faith with one another to consider amendmentsseek to minimize such risk. In no event may Executive, directly or indirectly, designate the calendar year of any payment under this AgreementAgreement, and to take such reasonable actions which are necessary, appropriate or desirable to avoid impositionthe extent required by § 409A of the Code, any additional tax or income recognition prior to actual payment tothat may be paid in more than one taxable year (depending on the time that Executive under Section 409A.executes the Release) shall be paid in the later taxable year.
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