Common use of Determination of Gross-Up Payment Clause in Contracts

Determination of Gross-Up Payment. Within thirty (30) days after the termination of Executive's employment, the independent auditors used by the Company immediately prior to the Change of Control (the "Accountants") will make an initial determination of whether the Company must pay a Gross-up Payment, and if so, the amount of such payment. The Accountants will provide the Company and Executive with its determination and detailed supporting calculations and documentation. The Company will pay the expense of the initial determination. Executive will have the right to accept the determination, or to have the determination reviewed by an accounting firm selected by Executive, at Executive's expense. The determination of the second accounting firm will be binding, final and conclusive on the Company and Executive. The Company will pay the Gross-up Payment finally determined under this Section 4(b) to Executive within thirty (30) days after it is finally determined.

Determination of Gross-Up Payment. Within thirty (30) days after the termination of Executive's ’s employment, the independent auditors used by the Company immediately prior to the Change of Control (the "“Accountants"”) will make an initial determination of whether the Company must pay a a, Gross-up Payment, and if so, the amount of such payment. The Accountants will provide the Company and Executive with its determination and detailed supporting calculations and documentation. The Company will pay the expense of the initial determination. Executive will have the right to accept the determination, or to have the determination reviewed by an accounting firm selected by Executive, at Executive's ’s expense. The determination of the second accounting firm will be binding, final and conclusive on the Company and Executive. The Company will pay the Gross-up Payment finally determined under this Section 4(b) to Executive within thirty (30) days after it is finally determined.