Section 409a Clause Example with 4 Variations from Business Contracts

Section 409a. (a) For the avoidance of doubt, the Restricted Share Units granted under this Agreement are intended to be exempt from or otherwise comply with Section 409A of the Code and the regulations and guidance promulgated thereunder (collectively "Code Section 409A") and, accordingly, to the maximum extent permitted, this Agreement shall be interpreted to be either exempt from or in compliance therewith. In no event whatsoever shall the Company be liable for any additional tax, interest or penalty that ...may be imposed on the Participant Director by Code Section 409A or damages for failing to comply with Code Section 409A. (b) Notwithstanding any other payment schedule provided herein to the contrary, if the Participant Director is deemed on the date of termination to be a "specified employee" within the meaning of that term under Section 409A(a)(2)(B) of the Code, then any payment due under this Agreement that is considered "deferred compensation" under Section 409A of the Code payable on account of a Participant's Director's "separation from service" shall not be made until the date which is the earlier of (A) the expiration of the six (6) month period measured from the date of such "separation from service" of the Participant, Director, and (B) the date of Participant's Director's death (the "Delay Period") to the extent required under Code Section 409A. Upon the expiration of the Delay Period, all payments delayed pursuant to this Section 15(b) shall be paid to the Participant Director in a lump sum in accordance with the Agreement. (c) A termination of employment shall not be deemed to have occurred for purposes of any provision of this Agreement providing for the payment of "deferred compensation" (as such term is defined in Code Section 409A) upon or following a termination of employment unless such termination is also a "separation from service" from the Company within the meaning of Code Section 409A (and, more specifically, Treasury Regulation 1.409A-1(h)) and, for purposes of any such provision of this Agreement, references to a "termination," "termination of employment" or like terms shall mean "separation from service." 3 (d) For the avoidance of doubt, any payment due under this Agreement within a period following the Participant's Director's termination of employment, death, Disability, Retirement or other event, shall be made on a date during such period as determined by the Company in its sole discretion. View More

Section 409a. (a) For the avoidance of doubt, the Restricted Share Units granted under this Agreement are intended to be exempt from or otherwise comply with Section 409A of the Code and the regulations and guidance promulgated thereunder (collectively "Code Section 409A") and, accordingly, to the maximum extent permitted, this Agreement shall be interpreted to be either exempt from or in compliance therewith. In no event whatsoever shall the Company be liable for any additional tax, interest or penalty that ...may be imposed on the Participant by Code Section 409A or damages for failing to comply with Code Section 409A. (b) Notwithstanding any other payment schedule provided herein to the contrary, if the Participant is deemed on the date of termination Separation from Service to be a "specified employee" within the meaning of that term under Section 409A(a)(2)(B) of the Code, then any payment due under this Agreement that is considered "deferred compensation" under Section 409A of the Code payable on account of a 7 Participant's "separation Separation from service" Service shall not be made until the date which is the earlier of (A) the expiration of the six (6) month period measured from the date of such "separation Separation from service" Service of the Participant, and (B) the date of the Participant's death (the "Delay Period") to the extent required under Code Section 409A. Upon the expiration of the Delay Period, all payments delayed pursuant to this Section 15(b) shall be paid to the Participant in a lump sum in accordance with the Agreement. (c) A termination of employment shall not be deemed to have occurred for purposes of any provision of this Agreement providing for the payment of "deferred compensation" (as such term is defined in Code Section 409A) upon or following a termination of employment unless such termination is also a "separation from service" from the Company within the meaning of Code Section 409A (and, more specifically, Treasury Regulation 1.409A-1(h)) and, for purposes of any such provision of this Agreement, references to a "termination," "termination of employment" or like terms shall mean "separation from service." (d) For the avoidance of doubt, any payment due under this Agreement within a period following the Participant's termination of employment, Separation from Service, death, Disability, Retirement or other event, shall be made on a date during such period as determined by the Company in its sole discretion. View More

Section 409a. (a) For the avoidance of doubt, the Restricted Share Units granted under this Agreement are intended to be exempt from or otherwise comply with Section 409A of the Code and the regulations and guidance promulgated thereunder (collectively "Code Section 409A") and, accordingly, to the maximum extent permitted, this Agreement shall be interpreted to be either exempt from or in compliance therewith. In no event whatsoever shall the Company be liable for any additional tax, interest or penalty that ...may be imposed on the Participant Grantee by Code Section 409A or damages for failing to comply with Code Section 409A. (b) Notwithstanding any other payment schedule provided herein to the contrary, if the Participant Grantee is deemed on the date of termination to be a "specified employee" within the meaning of that term under 5 Section 409A(a)(2)(B) of the Code, then any payment due under this Agreement that is considered "deferred compensation" under Section 409A of the Code payable on account of a Participant's Grantee's "separation from service" shall not be made until the date which is the earlier of (A) the expiration of the six (6) month period measured from the date of such "separation from service" of the Participant, Grantee, and (B) the date of Participant's Grantee's death (the "Delay Period") to the extent required under Code Section 409A. Upon the expiration of the Delay Period, all payments delayed pursuant to this Section 15(b) shall be paid to the Participant Grantee in a lump sum in accordance with the Agreement. (c) A termination of employment shall not be deemed to have occurred for purposes of any provision of this Agreement providing for the payment of "deferred compensation" (as such term is defined in Code Section 409A) upon or following a termination of employment unless such termination is also a "separation from service" from the Company within the meaning of Code Section 409A (and, more specifically, Treasury Regulation 1.409A-1(h)) and, for purposes of any such provision of this Agreement, references to a "termination," "termination of employment" or like terms shall mean "separation from service." (d) For the avoidance of doubt, any payment due under this Agreement within a period following the Participant's Grantee's termination of employment, death, Disability, Retirement or other event, shall be made on a date during such period as determined by the Company in its sole discretion. View More

Section 409a. (a) For the avoidance of doubt, the Restricted Share Units granted under this Agreement are intended to be exempt from or otherwise comply with Section 409A of the Code and the regulations and guidance promulgated thereunder (collectively "Code Section 409A") and, accordingly, to the maximum extent permitted, this Agreement shall be interpreted to be either exempt from or in compliance therewith. In no event whatsoever shall the Company be liable for any additional tax, interest or penalty that ...may be imposed on the Participant Grantee by Code Section 409A or damages for failing to comply with Code Section 409A. (b) Notwithstanding any other payment schedule provided herein to the contrary, if the Participant Grantee is deemed on the date of termination to be a "specified employee" within the meaning of that term under Section 409A(a)(2)(B) of the Code, then any payment due under this Agreement that is considered "deferred compensation" under Section 409A of the Code payable on account of a Participant's Grantee's "separation from service" shall not be made until the date which is the earlier of (A) the expiration of the six (6) month period measured from the date of such "separation from service" of the Participant, Grantee, and (B) the date of Participant's Grantee's death (the "Delay Period") to the extent required under Code Section 409A. Upon the expiration 5 of the Delay Period, all payments delayed pursuant to this Section 15(b) shall be paid to the Participant Grantee in a lump sum in accordance with the Agreement. (c) A termination of employment shall not be deemed to have occurred for purposes of any provision of this Agreement providing for the payment of "deferred compensation" (as such term is defined in Code Section 409A) upon or following a termination of employment unless such termination is also a "separation from service" from the Company within the meaning of Code Section 409A (and, more specifically, Treasury Regulation 1.409A-1(h)) and, for purposes of any such provision of this Agreement, references to a "termination," "termination of employment" or like terms shall mean "separation from service." (d) For the avoidance of doubt, any payment due under this Agreement within a period following the Participant's Grantee's termination of employment, death, Disability, Retirement or other event, shall be made on a date during such period as determined by the Company in its sole discretion. View More