Internal Revenue Code. This Agreement is intended to comply with Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”), and the published guidance thereunder. To the extent any party hereto reasonably determines that any provision of this Agreement would subject Optionee to the excise tax under Section 409A of the Code, the parties agree in good faith to cooperate to reform this Agreement in a manner that would avoid the imposition of such tax on Optionee while preserving any affected benefit or payment to the extent reasonably practicable without increasing the cost to the Company, Parent or Merger Sub. Nothing contained in this Agreement is intended to constitute a guarantee of Optionee’s personal tax treatment. No adjustment shall be made under this Section 8 without the written consent of the Optionee.
Appears in 5 contracts
Samples: Stock Option Assumption and Rollover Agreement (Sage Parent Company, Inc.), Stock Option Assumption and Rollover Agreement (Sage Parent Company, Inc.), Stock Option Assumption and Rollover Agreement (Sage Parent Company, Inc.)
