Nonqualified Deferred Compensation Rules. In the event this Award fails to meet the limitations, requirements or exemptions of or from section 409A of the Code, or the laws, rules, and regulations promulgated in connection with section 409A of the Code, then this Award shall be modified by the Committee, in its sole discretion, to the limited extent necessary to satisfy such nonqualified deferred compensation rules.
Nonqualified Deferred Compensation Rules. The intent of the parties is that the Award and related rights under this Agreement will be exempt under Section 409A of the Code and the 409A Regulations as a short-term deferral and, accordingly, to the maximum extent permitted, this Agreement shall be interpreted to be in compliance therewith. In the event the Award is subject to Section 409A, the General Partner, the Partnership and you shall take commercially reasonable efforts to reform or amend any provision hereof to the extent it is reasonably determined that such provision would or could reasonably be expected to cause you to incur any additional tax or interest under Section 409A or the 409A Regulations to try to comply with the requirements of Section 409A and the 409A Regulations through good faith modifications, in any case, to the minimum extent reasonably appropriate to conform with such requirements; provided, that any such modification shall not increase the cost or liability to the General Partner or the Partnership. To the extent that any provision hereof is modified in order to comply with Section 409A and the 409A Regulations, such modification shall be made in good faith and shall, to the maximum extent reasonably possible, maintain the original intent and economic benefit to the General Partner, the Partnership and you of the applicable provision without violating the provisions of Section 409A and the 409A Regulations. Notwithstanding the foregoing provisions of this Section 7, you are responsible for any and all taxes (including any taxes imposed under Section 409A of the Code) associated with the grant or vesting of, or otherwise with respect to, the Award and matters related thereto. For purposes of Section 409A of the Code, each payment or amount due under this Agreement shall be considered a separate payment.
Nonqualified Deferred Compensation Rules. This Agreement is not intended to constitute a deferral of compensation within the meaning of Section 409A of the Code and shall be construed and interpreted in accordance with such intent. Payment under this Agreement shall be made in a manner that will be exempt from or, notwithstanding the preceding sentence, comply with Section 409A of the Code, including regulations or other guidance issued with respect thereto, except as otherwise determined by the Committee. The applicable provisions of Section 409A of the Code are hereby incorporated by reference and shall control over any contrary provisions herein that conflict therewith.
Nonqualified Deferred Compensation Rules. This Agreement is intended to comply with or be exempt from the requirements of Section 409A of the Code and shall be construed and interpreted in accordance with such intent.
Nonqualified Deferred Compensation Rules. The Phantom Units granted pursuant to this Agreement are intended to be exempt from the requirements of Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”). In the event the Phantom Units granted pursuant to this Agreement fail to meet the limitations, requirements or exemptions of or from Section 409A of the Code, or the laws, rules, and regulations promulgated in connection with Section 409A of the Code, then this Agreement shall be modified by the Committee, in its sole discretion, to the limited extent necessary to satisfy such nonqualified deferred compensation rules.
Nonqualified Deferred Compensation Rules. This Agreement shall be interpreted to avoid any penalty sanctions under the Nonqualified Deferred Compensation Rules. If any payment cannot be provided or made at the time specified herein without incurring sanctions under the Nonqualified Deferred Compensation Rules, then such payment shall be provided in full at the earliest time thereafter when such sanctions will not be imposed. All payments to be made upon a termination of employment under this Agreement may only be made upon a “separation from service” under the Nonqualified Deferred Compensation Rules. For purposes of the Nonqualified Deferred Compensation Rules, each payment made under this Agreement shall be treated as a separate payment, and if a payment is not made by the designated payment date under the Agreement, the payment shall be made by December 31 of the calendar year in which the designated date occurs. In no event shall the Participant, directly or indirectly, designate the calendar year of payment.
Nonqualified Deferred Compensation Rules. (a) Notwithstanding any provision of this Agreement to the contrary, all provisions of this Agreement are intended to comply with the Nonqualified Deferred Compensation Rules or an exemption therefrom and shall be construed and administered in accordance with such intent. Any payments under this Agreement that may be excluded from the Nonqualified Deferred Compensation Rules either as separation pay due to an involuntary separation from service or as a short-term deferral shall be excluded from the Nonqualified Deferred Compensation Rules to the maximum extent possible. Any payments to be made under this Agreement upon a termination of your employment shall only be made if such termination of employment constitutes a “separation from service” under the Nonqualified Deferred Compensation Rules.
Nonqualified Deferred Compensation Rules. To the greatest extent possible, the amounts payable pursuant to the terms of this Agreement are intended to be and will be treated as exempt from Section 409A of the Code and shall be interpreted to avoid any penalty sanctions under the Nonqualified Deferred Compensation Rules. If any payment cannot be provided or made at the time specified herein without incurring sanctions under the Nonqualified Deferred Compensation Rules, then such payment shall be provided in full at the earliest time thereafter when such sanctions will not be imposed. All payments to be made upon a termination of employment under this Agreement may only be made upon a “separation from service” under the Nonqualified Deferred Compensation Rules. For purposes of the Nonqualified Deferred Compensation Rules, each payment made under this Agreement shall be treated as a separate payment, and if a payment is not made by the designated payment date under the Agreement, the payment shall be made by December 31 of the calendar year in which the designated date occurs. In no event shall the Participant, directly or indirectly, designate the calendar year of payment. [Signature Page Follows]
Nonqualified Deferred Compensation Rules. It is intended that any amounts payable under this Agreement and the Company’s and the Executive’s exercise of authority or discretion hereunder shall comply with the limitations or requirements of section 409A of the Internal Revenue Code of 1986, as amended, and the regulations promulgated thereunder (the “Nonqualified Deferred Compensation Rules”) so as not to subject Executive to the payment of interest and tax penalty which may be imposed under the Nonqualified Deferred Compensation Rules. In furtherance of this interest, to the extent that any regulations or other guidance issued under the Nonqualified Deferred Compensation Rules would result in the Executive being subject to payment of interest and tax penalty under Nonqualified Deferred Compensation Rules, the parties agree at the request of Executive to amend this Agreement in order to bring this Agreement into compliance with Nonqualified Deferred Compensation Rules. In the event this Agreement fails to satisfy the Nonqualified Deferred Compensation Rules, then this Agreement may be modified by the Board, in its sole discretion exercised in its reasonable discretion, to the limited extent necessary to satisfy the Nonqualified Deferred Compensation Rules without the consent of the Executive, including, but not limited to, the delay of any amount payable hereunder; provided, however, that neither the Company nor the members of the Board shall be liable for any act, omission or determination taken or made with respect to this Agreement and/or the Nonqualified Deferred Compensation Rules including any act or omission that results in unfavorable tax consequences to the Executive. No interest will be owed or payable to the Executive on account of the delay of any amount payable under this Agreement delayed on account of the Nonqualified Deferred Compensation Rules.
Nonqualified Deferred Compensation Rules. In the event this Award fails to meet the limitations or requirements of section 409A of the Internal Revenue Code of 1986, as amended, and the regulations promulgated thereunder (the “Nonqualified Deferred Compensation Rules”), then this Award shall be modified by the Committee, in its sole discretion, to the limited extent necessary to satisfy the Nonqualified Deferred Compensation Rules, which modifications shall include, but not be limited to, the provisions of Section 6 of this Agreement regarding accelerated settlement of the Award and the definition of Change in Control thereunder.
