Common use of Determination of Excise Tax Liability Clause in Contracts

Determination of Excise Tax Liability. The Company will select a professional services firm to make all of the determinations required to be made under these paragraphs relating to parachute payments. The Company will request that firm provide detailed supporting calculations both to the Company and the Eligible Employee prior to the date on which the event that triggers the Payment occurs if administratively feasible, or subsequent to such date if events occur that result in parachute payments to the Eligible Employee at that time. For purposes of making the calculations required under these paragraphs relating to parachute payments, the firm may make reasonable assumptions and approximations concerning applicable taxes and may rely on reasonable, good faith determinations concerning the application of the Code. The Company and the Eligible Employee will furnish to the firm such information and documents as the firm may reasonably request in order to make a determination under these paragraphs relating to parachute payments. The Company will bear all costs the firm may reasonably incur in connection with any calculations contemplated by these paragraphs relating to parachute payments. Any such determination by the firm will be binding upon the Company and the Eligible Employee, and the Company will have no liability to the Eligible Employee for the determinations of the firm.

Determination of Excise Tax Liability. The Company will shall select a professional services firm to make all of the determinations required to be made under these paragraphs relating to parachute payments“Parachute Payments”. The Company will shall request that firm provide detailed supporting calculations both to the Company and the Eligible Employee prior to the date on which the event that triggers the Payment occurs if administratively feasible, or subsequent to such date if events occur that result in parachute payments to the Eligible Employee at that time. For purposes of making the calculations required under these paragraphs relating to parachute payments“Parachute Payments”, the firm may make reasonable assumptions and approximations concerning applicable taxes and may rely on reasonable, good faith determinations concerning the application of the Code. The Company and the Eligible Employee will shall furnish to the firm such information and documents as the firm may reasonably request in order to make a determination under these paragraphs relating to parachute payments“Parachute Payments”. The Company will shall bear all costs the firm may reasonably incur in connection with any calculations contemplated by these paragraphs relating to parachute payments“Parachute Payments”. Any such determination by the firm will shall be binding upon the Company and the Eligible Employee, and the Company will shall have no liability to the Eligible Employee for the determinations of the firm.