Additional Amount. Whether or not Section 3 hereof is applicable, if in the opinion of tax counsel selected by the Executive and reasonably acceptable to the Company, the Executive has or will receive any compensation or recognize any income (whether or not pursuant to this Agreement or any plan or other arrangement of the Company and whether or not the Executive's employment with the Company has terminated) which constitutes an "excess parachute payment" within the meaning of Section 280G(b)(1) of the Internal Revenue Code of 1986, as amended (the "Code") (or for which a tax is otherwise payable under Section 4999 of the Code), then GPLP shall pay the Executive an additional amount (the "Additional Amount") equal to the sum of (i) all taxes payable by the Executive under Section 4999 of the Code with respect to all such excess parachute payments (or otherwise), including without limitation the Additional Amount, plus (ii) all federal, state and local income taxes payable by Executive with respect to the Additional Amount. The amounts payable pursuant to this Section 4 shall be paid by GPLP to the Executive not later than the date of any Change in Control of GRT, unless otherwise agreed to in writing.
Additional Amount. If in the opinion of tax counsel selected by Employee and reasonably acceptable to the Company, Employee has or will receive any compensation or recognize any income (whether or not pursuant to this Agreement or any plan or other arrangement of the Company) which constitutes an "excess parachute payment" within the meaning of Section 280G(b)(1) of the Internal Revenue Code of 1986, as amended (the "Code") (or for which a tax is otherwise payable under Section 4999 of the Code), then the Company shall pay Employee an additional amount (the "Additional Amount") equal to the sum of (i) all taxes payable by Employee under Section 4999 of the Code with respect to all such excess parachute payments and the Additional Amount, plus (ii) all federal, state and local income taxes payable by Employee with respect to the Additional Amount. The amounts payable pursuant to this Section 8(E) shall be paid by the Company to Employee within 30 days of the written request therefor made by Employee.
Additional Amount. (a) The Company shall pay to Xxxxxxxx an amount (the “Additional Amount”) equal to the excise tax under Section 4999 of the Code (the “Excise Tax”), if any, plus all taxes incurred with respect to such payment, if any, incurred by Xxxxxxxx by reason of the payments under this Agreement and any other plan, agreement, or understanding between Xxxxxxxx (but not his Affiliates), Pharma, and the Company or its subsidiaries or affiliates, other than payments made pursuant to this Section 10, (the “Separation Payments”) constituting excess parachute payments pursuant to Code Section 280G. The Additional Amount shall also include an amount equal to (i) the Excise Tax and (ii) all federal, state, and local income and payroll taxes and Excise Tax incurred by Xxxxxxxx with respect to receipt of the Additional Amount.
(b) All determinations required to be made under this Section 10, including whether an Additional Amount is required and the amount of any Additional Amount, shall be made by the Company prior to the event triggering such determination. In computing taxes, the Company shall use the highest marginal federal, state, and local income tax rates applicable to Xxxxxxxx and shall assume the full deductibility of state and local income taxes for purposes of computing federal income tax liability, unless Xxxxxxxx demonstrates that he will not in fact be entitled to such a deduction for the year of payment.
(c) The Additional Amount shall be paid to Xxxxxxxx with the Separation Payments unless the Company at the same time as the payment of the Separation Payments determines that Xxxxxxxx will not incur an Excise Tax on part or all of the Separation Payments.
(d) The Additional Amount shall be subject to adjustment so as to avoid either an over- or underpayment of the Additional Amount to Xxxxxxxx, including any adjustment as may be necessary if additional liability (including interest and penalties) is assessed under Code Section 280G despite the contrary determination of the Company as to the applicability of Section 280G to the Separation Payments. In the event the Internal Revenue Service or other taxing authority or a court determines that there has been an underpayment of the Excise Tax, the Company will, on Xxxxxxxx’ behalf, and at the Company’s cost, assume any challenge (or other response as the Company shall determine to be proper) to such assessment or imposition of additional liability and Xxxxxxxx will assist and cooperate with the Company with respect...
Additional Amount. The final clause in Section 4 of the Agreement is hereby deleted in its entirety and replaced with the following; “or with respect to any excess parachute payment that is paid following the Effective Time, as soon as reasonably practicable after the date of such payment provided that such date will be no later than December 31st of the year after the year in which the Executive remits such taxes in respect of such payment.”
Additional Amount. The term “Additional Amount” shall have the meaning specified in Section 10.5(a).
Additional Amount. In the event you separate from service from PRIMEDIA and are entitled to the severance set forth in your Agreement, you also shall be entitled to receive the sum of (i) the amount equal to your annual target bonus for the year in which you separate from service from PRIMEDIA and (ii) the amount equal to your annual target bonus for the year in which you separate from service multiplied by a fraction, the numerator of which is the number of days you were employed for such year before your separation from service and the denominator of which is the number of days in such year; which total amount (the “Additional Amount”) will be paid in a single lump sum, net of applicable withholdings, as soon as administratively practicable after the effective date of the release of claims you are required to sign as a condition to your receipt of severance under your Agreement (but in no event later than two and one-half (2 1/2) months after you separate from service from PRIMEDIA). Notwithstanding the foregoing, the Additional Amount to which you may become entitled under this letter agreement is subject to the same terms and conditions as the severance provided under your Agreement, including, without limitation, the execution and delivery of an effective release of claims within forty-five (45) days after you separate from service from PRIMEDIA and the failure to revoke same within seven (7) days after you sign it. If you do not satisfy such terms and conditions, the severance under your Agreement and your Additional Amount under this letter agreement shall become null and void, and you will not be entitled to any such payments.
Additional Amount. Defined in Section 2.13.
Additional Amount. The Additional Amount for each taxable year shall be equal to 100% of the amount, if any, by which the Consolidated Tax Liability has been decreased by reason of the inclusion of ITGI and its subsidiaries in the JEFG Group for such taxable year.
Additional Amount. In addition to fixing the amount in section 4.8, the Arbitrator may, in its discretion, allow a reasonable rate of interest to be paid on the amount payable to Dissenting Shareholders party to the Arbitration to take into account the time between the Transaction Date and the date of payment.
Additional Amount. If the Adjustment Note gives effect to an Increasing Adjustment, the Recipient must pay to the Supplier the GST component of the Increasing Adjustment not later than the fourteenth business day of the month following the month in which the Adjustment Note is issued to the Recipient.
