BB&T 2015 Annual Report Download - page 367

under this Agreement shall be made or provided in accordance with the requirements of Section 409A, including, where applicable,
the requirement that (i) the amount of expenses eligible for reimbursement and the provision of benefits in kind during a calendar year
shall not affect the expenses eligible for reimbursement or the provision of in-kind benefits in any other calendar year; (ii) the
reimbursement for an eligible expense will be made on or before the last day of the calendar year following the calendar year in which
the expense is incurred; (iii) the right to reimbursement or right to in-kind benefit is not subject to liquidation or exchange for another
benefit; and (iv) each reimbursement payment or provision of in-kind benefit shall be one of a series of separate payments (and each
shall be construed as a separate identified payment) for purposes of Section 409A.
    . All payments to be made to Executive upon a termination of
employment may only be made upon a “separation from service” (within the meaning of Section 409A) of Executive; and phrases in
this Agreement such as “termination of employment,” “Executive’s termination,” “terminated,” and similar phrases shall mean a
“separation from service” within the meaning of Section 409A. For purposes of Section 409A, (i) each payment made under this
Agreement shall be treated as a separate payment; (ii) Executive may not, directly or indirectly, designate the calendar year of payment;
and (iii) no acceleration of the time and form of payment of any nonqualified deferred compensation to Executive, or any portion
thereof, shall be permitted.
   . In the event any dispute shall arise between Executive and Employer as to the terms or
interpretations of this Agreement, whether instituted by formal legal proceedings or otherwise, including any action taken by Executive
to enforce the terms of this Agreement or in defending against any action taken by Employer, Employer shall reimburse Executive for
all reasonable costs and expenses, including reasonable attorneys’ fees, arising from such dispute, proceeding or action, if Executive
shall prevail in any action initiated by Executive or shall have acted reasonably and in good faith in defending against any action
initiated by Employer. Such reimbursement shall be paid within ten (10) days of Executive’s furnishing to Employer written evidence,
which may be in the form, among other things, of a cancelled check or receipt, of any costs or expenses incurred by Executive. Any
such request for reimbursement by Executive shall be made no more frequently than at sixty (60) day intervals.
  To the extent permitted by applicable law, all obligations of the Employer under
this Agreement shall be joint and several.
 . Anything in this Agreement to the contrary notwithstanding, Executive and Employer agree that in
no event shall the present value of all payments, distributions and benefits provided (including, without limitation, the acceleration of
exercisability of any stock option) to Executive or for Executive’s benefit (whether paid or payable or distributed or distributable)
pursuant to the terms of this Agreement or otherwise which constitute a “parachute payment” when aggregated with other payments,
distributions, and benefits which constitute “parachute payments,” exceed two hundred ninety-nine percent (299%) of Executive’s
“base amount.” As used herein, “” has the meaning ascribed to it in Section 280G(b)(2) of the Code, without
regard to Code Section 280G(b)(2)(A)(ii); and “ ” has the meaning ascribed to it in Code Section 280G and the
regulations thereunder as modified by the Emergency Economic Stabilization Act of 2008 (“”) and
20
Source: BB&T CORP, 10-K, February 25, 2016 Powered by Morningstar® Document Research℠
The information contained herein may not be copied, adapted or distributed and is not warranted to be accurate, complete or timely. The user assumes all risks for any damages or losses arising from any use of this information,
except to the extent such damages or losses cannot be limited or excluded by applicable law. Past financial performance is no guarantee of future results.