Common use of Savings Clause Relating to Compliance with Code Section 409A Clause in Contracts

Savings Clause Relating to Compliance with Code Section 409A. The Agreement is intended to comply with Code section 409A and official guidance issued thereunder. Notwithstanding anything to the contrary, this Agreement shall be interpreted, operated and administered in a manner consistent with this intention. If any provision of this Agreement would subject the Executive to additional tax or interest under section 409A, the Bank will reform the provision. However, the Bank will maintain to the maximum extent practicable the original intent of the applicable provision without subjecting the Executive to additional tax or interest, and the Bank is not required to incur any additional compensation expense as a result of the reformed provision. In the event the terms of this Agreement, any payments made hereunder, or any action or inaction by the Bank with respect thereto, shall be deemed not to comply with section 409A, the Bank shall not be liable to the Executive for any income or excise taxes or any other amounts imposed on or payable by the Executive with respect to any payments made hereunder or for any actions, decisions or determinations made by the Bank in good faith.