Common use of Compliance with Section Clause in Contracts

Compliance with Section. 409A The provisions of this Agreement are intended to satisfy the requirements of Code Section 409A and will be interpreted in a manner that is consistent with such intent. Without limiting the generality of the foregoing, the Company and Executive agree that, to the extent any payments made upon Executive’s termination of employment pursuant to Section 4.2 (including by reason of Section 4.3) or Section 4.4 that constitute deferred compensation subject to Code Section 409A, Executive’s entitlement to such payments shall be conditioned upon Executive’s termination of employment constituting a Separation from Service of Executive as defined in Section 4.10.” 8. Except as amended by the preceding provisions of this Amendment, the Original Agreement shall remain in full force and effect according to its terms. 9. This Amendment will be governed by, and construed in accordance with, the laws of the State of California, without reference to principles of conflict of laws.

Compliance with Section. 409A The provisions of this Agreement are intended to satisfy the requirements of Code Section 409A and will be interpreted in a manner that is consistent with such intent. Without limiting the generality of the foregoing, the Company and Executive agree that, to the extent any payments made upon Executive’s termination of employment pursuant to Section 4.2 (including by reason of Section 4.3) or Section 4.4 that constitute deferred compensation subject to Code Section 409A, Executive’s entitlement to such payments shall be conditioned upon Executive’s termination of employment constituting a Separation from Service of Executive as defined in Section 4.10.” 87. Except as amended by the preceding provisions of this Amendment, the Original Agreement shall remain in full force and effect according to its terms. 98. This Amendment will be governed by, and construed in accordance with, the laws of the State of California, without reference to principles of conflict of laws.