Common use of Certain Reductions in Payments Clause in Contracts

Certain Reductions in Payments. (i) Notwithstanding anything in this to the contrary, if the Accounting Firm shall determine that receipt of all Payments would subject the Executive to the excise tax under Section 4999 of the Code, the Accounting Firm shall determine whether to reduce any of the Payments paid or payable pursuant to the Agreement (the “Agreement Payments”) so that the Parachute Value (as defined below) of all Payments, in the aggregate, equals the Safe Harbor Amount (as defined below). The Agreement Payments shall be so reduced only if the Accounting Firm determines that the Executive would have a greater Net After-Tax Receipt of aggregate Payments if the Agreement Payments were so reduced. If the Accounting Firm determines that the Executive would not have a greater Net After-Tax Receipt of aggregate Payments if the Agreement Payments were so reduced, the Executive shall receive all Agreement Payments to which the Executive is entitled hereunder.

Certain Reductions in Payments. (ia) Notwithstanding anything Anything in this Agreement to the contrarycontrary notwithstanding, if in the event that the Accounting Firm shall determine (as defined below) determines that receipt of all Payments (as defined below) would subject the Executive to the excise tax under Section 4999 of the Code, the Accounting Firm shall determine whether to reduce any of the Agreement Payments paid or payable pursuant (as defined below) to the Agreement (the “Agreement Payments”) Executive so that the Parachute Value (as defined below) of all PaymentsPayments to the Executive, in the aggregate, equals the applicable Safe Harbor Amount (as defined below). The Agreement Payments shall be so reduced only if the Accounting Firm determines that the Executive would have a greater Net After-Tax Receipt (as defined below) of aggregate Payments if the Agreement Payments were so reduced. If the Accounting Firm determines that the Executive would not have a greater Net After-Tax Receipt of aggregate Payments if the Agreement Payments were so reduced, the Executive shall receive all Agreement Payments to which the Executive is entitled hereunder.

Certain Reductions in Payments. (ia) Notwithstanding anything Anything in this Agreement to the contrarycontrary notwithstanding, if in the event that the Accounting Firm shall determine (as defined below) determines that receipt of all Payments (as defined below) would subject the Executive to the excise tax under Section 4999 of the Code, the Accounting Firm shall determine whether to reduce any of the Agreement Payments paid or payable pursuant (as defined below) to the Agreement (the “Agreement Payments”) Executive so that the Parachute Value (as defined below) of all PaymentsPayments to the Executive, in the aggregate, equals the applicable Safe Harbor Amount (as defined below). The Agreement Payments shall be so reduced (the “Reduced Payments”) only if the Accounting Firm determines that the Executive would have a greater Net After-Tax Receipt (as defined below) of aggregate Payments if the Agreement Payments were so reduced. If the Accounting Firm determines that the Executive would not have a greater Net After-Tax Receipt of aggregate Payments if the Agreement Payments were so reduced, the Executive shall receive all Agreement Payments to which the Executive is entitled hereunder.

Certain Reductions in Payments. (ia) Notwithstanding anything Anything in this Agreement to the contrarycontrary notwithstanding, if in the event that the Accounting Firm shall determine (as defined below) determines that receipt of all Payments (as defined below) would subject the Executive to the excise tax under Code Section 4999 of the Code4999, the Accounting Firm shall determine whether to reduce any of the Agreement Payments paid or payable pursuant (as defined below) to the Agreement (the “Agreement Payments”) Executive so that the Parachute Value (as defined below) of all PaymentsPayments to the Executive, in the aggregate, equals the applicable Safe Harbor Amount (as defined below). The Agreement Payments shall be so reduced only if the Accounting Firm determines that the Executive would have a greater Net After-Tax Receipt (as defined below) of aggregate Payments if the Agreement Payments were so reduced. If the Accounting Firm determines that the Executive would not have a greater Net After-Tax Receipt of aggregate Payments if the Agreement Payments were so reduced, the Executive shall receive all Agreement Payments to which the Executive is entitled hereunder.

Certain Reductions in Payments. (ia) Notwithstanding anything Anything in this Agreement to the contrarycontrary notwithstanding, if in the event that the Accounting Firm shall determine (as defined below) determines that receipt of all Payments (as defined below) would subject the Executive to the excise tax under Section 4999 of the Code, the Accounting Firm shall determine whether to reduce any of the Agreement Payments paid or payable pursuant (as defined below) to the Agreement (the “Agreement Payments”) Executive so that the Parachute Value (as defined below) of all PaymentsPayments to the Executive, in the aggregate, equals the applicable Safe Harbor Amount (as defined below). The Agreement Payments shall be so reduced only if the Accounting Firm Xxxx determines that the Executive would have a greater Net After-Tax Receipt (as defined below) of aggregate Payments if the Agreement Payments were so reduced. If the Accounting Firm determines that the Executive would not have a greater Net After-Tax Receipt of aggregate Payments if the Agreement Payments were so reduced, the Executive shall receive all Agreement Payments to which the Executive is entitled hereunder.

Certain Reductions in Payments. (i) Notwithstanding anything Anything in this Agreement to the contrarycontrary notwithstanding, if in the event that the Accounting Firm shall determine (as defined below) determines that receipt of all Payments (as defined below) would subject the Executive to the excise tax under Section 4999 of the Code, the Accounting Firm shall determine whether to reduce any of the Agreement Payments paid or payable pursuant (as defined below) to the Agreement (the “Agreement Payments”) Executive so that the Parachute Value (as defined below) of all PaymentsPayments to the Executive, in the aggregate, equals the applicable Safe Harbor Amount (as defined below). The Agreement Payments shall be so reduced only if the Accounting Firm determines that the Executive would have a greater Net After-Tax Receipt (as defined below) of aggregate Payments if the Agreement Payments were so reduced. If the Accounting Firm determines that the Executive would not have a greater Net After-Tax Receipt of aggregate Payments if the Agreement Payments were so reduced, the Executive shall receive all Agreement Payments to which the Executive is entitled hereunder.