Common use of Excise Payments Clause in Contracts

Excise Payments. If the Employment Period is terminated by the Consolidated Company other than for Cause or if Executive resigns for Good Reason, in each case, in connection with a Change of Control, Executive shall receive payment of an additional amount (the “Gross-Up Amount”) such that the net amount retained by the Executive, after payment of (a) any excise taxes due on the payment under Section 4999 of the Code or any corresponding or applicable state law provision (“Excise Taxes”) and (b) any federal, state or local income tax and any Excise Taxes due in respect of the Gross-Up Amount, shall equal that payment. Any Gross-Up Amount paid under this Agreement shall be in addition to, but not in duplication of, any Gross-Up Amount as defined in and paid under the Severance Plan. Notwithstanding the foregoing or anything in the Severance Plan, Executive shall not receive a payment pursuant to this paragraph or pursuant to the comparable provisions in the Severance Plan if the payments to the Executive which are considered Parachute Payments (as defined in Code Section 280G) do not exceed 330% of Executive’s Base Amount (as defined in Code Section 280G), and in such event the cash payments to the Executive pursuant to the Severance Plan shall be reduced so that the payments to the Executive which are considered Parachute Payments do not exceed 299% of the Executive’s Base Amount. The Gross-Up Amount shall be paid 30 days after Executive’s Termination Date if NEI Common Stock is not publicly tradable on an established securities market and 6 months after Executive’s Termination Date if NEI Common Stock is publicly tradable on an established securities market.

Excise Payments. If the Employment Period Executive’s employment is terminated by the Consolidated Company other than for Cause or if Executive resigns for Good Reason, in each case, in connection with a Change of Control, any payment to such Executive shall receive be increased to provide for the payment of an additional amount (the “Gross-Up Amount”) such that the net amount retained by the Executive, after payment of (a) any excise taxes due on the payment under Section 4999 of the Code or any corresponding or applicable state law provision (“Excise Taxes”) and (b) any federal, state or local income tax and any Excise Taxes due in respect of the Gross-Up Amount, shall equal that payment. Any Gross-Up Amount paid under this Agreement shall be in addition to, but not in duplication of, any Gross-Up Amount as defined in and paid under the Severance Plan. Notwithstanding the foregoing or anything in the Severance Plan, Executive shall not receive a payment pursuant to this paragraph or pursuant to the comparable provisions in the Severance Plan if the payments to the Executive which are considered Parachute Payments (as defined in Code Section 280G) do not exceed 330% of Executive’s Base Amount (as defined in Code Section 280G), and in such event the cash payments to the Executive pursuant to the Severance Plan shall be reduced so that the payments to the Executive which are considered Parachute Payments do not exceed 299% of the Executive’s Base Amount. The Gross-Up Amount shall be paid 30 days after Executive’s Termination Date if NEI Common Stock is not publicly tradable on an established securities market and 6 months after Executive’s Termination Date if NEI Common Stock is publicly tradable on an established securities market.

Excise Payments. If the Employment Period Executive’s employment is terminated by the Consolidated Company other than for Cause or if Executive resigns for Good Reason, in each case, in connection with a Change of Control, any payment to such Executive shall receive be increased to provide for the payment of an additional amount (the “Gross-Up Amount”) such that the net amount retained by the Executive, after payment of (a) any excise taxes due on the payment under Section 4999 of the Code or any corresponding or applicable state law provision (“Excise Taxes”) and (b) any federal, state or local income tax and any Excise Taxes due in respect of the Gross-Up Amount, shall equal that payment. Any Gross-Up Amount paid under this Agreement shall be in addition to, but not in duplication of, any Gross-Up Amount as defined in and paid under the Severance Plan. Notwithstanding the foregoing or anything in the Severance Plan, Executive shall not receive a payment pursuant to this paragraph or pursuant to the comparable provisions in the Severance Plan if the payments to the Executive which are considered Parachute Payments (as defined in Code Section 280G) do not exceed 330% of Executive’s Base Amount (as defined in Code Section 280G), and in such event the cash payments to the Executive pursuant to the Severance Plan shall be reduced so that the payments to the Executive which are considered Parachute Payments do not exceed 299% of the Executive’s Base Amount. The Gross-Up Amount shall be paid 30 days after Executive’s Termination Date if NEI Common Stock is not publicly tradable on an established securities market and 6 months after Executive’s Termination Date if NEI Common Stock is publicly tradable on an established securities market.