If I remember correctly Barry Sanders of the Detroit Lions has a clause in his contract where all his linemen got a $10,000 bonus when Barry reached 1,000 yards in a season. For Barry this was a forgone conclusion.
Now lets say the Toronto Maple Leafs have Mats Sundin as their franchise player. They add a clause in his contract that says if Mats scores 2 goals in a season every player who has played 40 games or more receives a $100,000 bonus. Lets say 20 guys have played more than 40 games, thus the Leafs pay out 2mil. This is an extra 2mil that can be paid to the team but not counted under the cap since it would officially be written into the exempted players contract. This plan would basically put the team 2mil over the cap.
This is just one idea from a non lawyer type that might be a legal loophole. If I can think of something to circumvent the rules imagine what the legal people can do.