Common use of Calculation by Independent Public Accountants Clause in Contracts

Calculation by Independent Public Accountants. Unless the Company and the Executive otherwise agree in writing, any calculation of the amount of any Excess Parachute Payments shall be made in writing by the Company’s independent public accountants (the “Accountants”), whose determination, absent manifest error, shall be conclusive and binding upon the Executive and the Company. For purposes of making such calculation, the Accountants may rely on reasonable, good faith interpretations concerning the application of Sections 280G and 4999 of the Code. The Company and the Executive shall furnish to the Accountants such information and documents as the Accountants may reasonably request in order to make the required calculation. The Company shall bear all fees and expenses the Accountants may charge in connection with such calculation.

Appears in 1 contract

Samples: Change of Control and Retention Agreement (Interactive Intelligence Inc)

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Calculation by Independent Public Accountants. Unless the Company and the Executive otherwise agree in writing, any calculation of the amount of any Excess Parachute Payments excess parachute payments payable by the Executive shall be made in writing by the Company’s independent public accountants (the “Accountants”), whose determination, absent manifest error, shall be conclusive and binding upon the Executive and the Company. For purposes of making such calculation, the Accountants may rely on reasonable, good faith interpretations concerning the application of Sections 280G and 4999 of the Code. The Company and the Executive shall furnish to the Accountants such information and documents as the Accountants may reasonably request in order to make the required calculation. The Company shall bear all fees and expenses the Accountants may charge in connection with such calculation.

Appears in 1 contract

Samples: Change of Control and Retention Agreement (Nuance Communications)

Calculation by Independent Public Accountants. Unless the Company Corporation and the Executive Director otherwise agree in writing, any calculation of the amount of any Excess Parachute Payments shall be made in writing by the CompanyCorporation’s independent public accountants (the “Accountants”), whose determination, absent manifest error, shall be conclusive and binding upon the Executive Director and the CompanyCorporation. For purposes of making such calculation, the Accountants may rely on reasonable, good faith interpretations concerning the application of Sections 280G and 4999 of the Code. The Company Corporation and the Executive Director shall furnish to the Accountants such information and documents as the Accountants may reasonably request in order to make the required calculation. The Company Corporation shall bear all fees and expenses the Accountants may charge in connection with such calculation.

Appears in 1 contract

Samples: Non Employee Director Change of Control Agreement (Interactive Intelligence Group, Inc.)

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Calculation by Independent Public Accountants. Unless the Company Corportion and the Executive Director otherwise agree in writing, any calculation of the amount of any Excess Parachute Payments shall be made in writing by the Company’s Corporation's independent public accountants (the “Accountants”), whose determination, absent manifest error, shall be conclusive and binding upon the Executive Director and the CompanyCorporation. For purposes of making such calculation, the Accountants may rely on reasonable, good faith interpretations concerning the application of Sections 280G and 4999 of the Code. The Company Corporation and the Executive Director shall furnish to the Accountants such information and documents as the Accountants may reasonably request in order to make the required calculation. The Company Corporation shall bear all fees and expenses the Accountants may charge in connection with such calculation.

Appears in 1 contract

Samples: Non Employee Director Change of Control Agreement (Interactive Intelligence Inc)

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