Common use of Excise Tax Equalization Payment Clause in Contracts

Excise Tax Equalization Payment. In the event that the Executive becomes entitled to Severance Benefits or any other payment or benefit under this Agreement, or under any other agreement with or plan of the Company (in the aggregate, the "Total Payments"), if all or any part of the Total Payments will be subject to the tax (the "Excise Tax") imposed by Section 4999 of the Code (or any similar tax that may hereafter be imposed), the Company shall pay to the Executive in cash an additional amount (the "Gross-Up Payment") such that the net amount retained by the Executive after deduction of any Excise Tax upon the Total Payments and any federal, state, and local income tax, penalties, interest, and Excise Tax upon the Gross-Up Payment provided for by this Section 6.1 (including FICA and FUTA), shall be equal to the Total Payments. Such payment shall be made by the Company to the Executive as soon as practical following the Effective Date of Termination, but in no event beyond thirty (30) days from such date. Notwithstanding the foregoing, however, that the Executive's Severance Benefits shall be grossed up only in the event that application of the gross-up feature would result in the Executive receiving additional after-tax Change in Control amounts of at least $100,000. In the event that a gross-up of the Executive's Severance Benefits under this Agreement would result in less than $100,000 additional after-tax Change in Control related amounts, the Executive's Severance Benefits shall be capped at the maximum amount that may be paid without incurring Excise Tax.

Excise Tax Equalization Payment. 5.1 Excise Tax Equalization Payment. In the event that the Executive becomes entitled to Severance Benefits or any other payment or benefit under this Agreement, or under any other agreement with or plan of the Company (in the aggregate, the "“Total Payments"”), if all or any part of the Total Payments will be subject to the tax (the "“Excise Tax"”) imposed by Section 4999 of the Code (or any similar tax that may hereafter be imposed), the Total Payments paid to the Executive shall be reduced, such that the value of the aggregate payments that the Executive receives shall be one dollar ($1) less than the maximum amount which the Executive may receive without becoming subject to the tax imposed by Section 4999 of the Code, or which the Company may pay without loss of deduction under Section 280G(a) of the Code. Notwithstanding the preceding paragraph, the Company shall pay to the Executive in cash an additional amount (the "“Gross-Up Payment"”) such that the net amount retained by the Executive after deduction of any Excise Tax upon the Total Payments and any federal, state, and local income and employment tax, penalties, interest, and Excise Tax upon the Gross-Up Payment provided for by this Section 6.1 5.1 (including FICA and FUTA), shall be equal to the Total Payments, if and only if such Gross-Up Payment would enable the Executive to receive an amount which would exceed by at least ten percent (10%) the Total of Payments reduced as described in the preceding paragraph. Such Any such payment shall be made by the Company to the Executive as soon as practical following the Effective Date of Termination, but in no event beyond thirty (30) days from such date. Notwithstanding the foregoing, however, that the Executive's Severance Benefits shall be grossed up only in the event that application of the gross-up feature would result in the Executive receiving additional after-tax Change in Control amounts of at least $100,000. In the event that a gross-up of the Executive's Severance Benefits under this Agreement would result in less than $100,000 additional after-tax Change in Control related amounts, the Executive's Severance Benefits shall be capped at the maximum amount that may be paid without incurring Excise Tax.

Excise Tax Equalization Payment. In the event that the Executive becomes entitled to Severance Benefits or any other payment or benefit under this Agreement, or under any other agreement with or plan of the Company following a CIC (in the aggregate, the "Total Payments"), if all or any part of the Total Payments will be subject to the tax (the "Excise Tax") imposed by Section 4999 of the Code (or any similar tax that may hereafter be imposed), the Company shall pay to the Executive in cash an additional amount (the "Gross-Up Payment") such that the net amount retained by the Executive after deduction of any Excise Tax upon the Total Payments and any federalFederal, state, state and local income tax, penalties, interest, tax and Excise Tax upon the Gross-Up Payment provided for by this Section 6.1 (including FICA and FUTAFICA), shall be equal to the Total Payments. Such payment shall be made by the Company to the Executive as soon as practical following the Effective Date effective date of Terminationtermination, but in no event beyond thirty (30) days from such date. Notwithstanding the foregoing; provided, however, that the Executive's Severance Benefits shall be grossed up only in the event that application of the gross-up feature would result in the Executive receiving additional after-tax Change in Control CIC-related amounts of at least fifty thousand dollars ($100,000. In the event that a gross-up of the Executive's 50,000) when compared with capping such Severance Benefits under this Agreement would result in less than $100,000 additional after-tax Change in Control related amounts, the Executive's Severance Benefits shall be capped at the maximum amount that may be paid without incurring Excise Tax.may

Excise Tax Equalization Payment. In the event that the Executive becomes entitled to Severance Benefits or any other payment or benefit under this Agreement, or under any other agreement with or plan of the Company (in the aggregate, the "Total Payments"), if all or any part of the Total Payments will be subject to the tax (the "Excise Tax") imposed by Section 4999 of the Code (or any similar tax that may hereafter be imposed), the Total Payments paid to the Executive shall be reduced, such that the value of the aggregate payments that the Executive receives shall be one dollar ($1) less than the maximum amount which the Executive may receive without becoming subject to the tax imposed by Section 4999 of the Code, or which the Company may pay without loss of deduction under Section 280G(a) of the Code. Notwithstanding the preceding paragraph, the Company shall pay to the Executive in cash an additional amount (the "Gross-Up Payment") such that the net amount retained by the Executive after deduction of any Excise Tax upon the Total Payments and any federal, state, and local income and employment tax, penalties, interest, and Excise Tax upon the Gross-Up Payment provided for by this Section 6.1 5.1 (including FICA and FUTA), shall be equal to the Total Payments, IF AND ONLY IF such Gross-Up Payment would enable the Executive to receive an amount which would exceed by at least ten percent (10%) the Total of Payments reduced as described in the preceding paragraph. Such Any such payment shall be made by the Company to the Executive as soon as practical following the Effective Date of Termination, but in no event beyond thirty (30) days from such date. Notwithstanding the foregoing, however, that the Executive's Severance Benefits shall be grossed up only in the event that application of the gross-up feature would result in the Executive receiving additional after-tax Change in Control amounts of at least $100,000. In the event that a gross-up of the Executive's Severance Benefits under this Agreement would result in less than $100,000 additional after-tax Change in Control related amounts, the Executive's Severance Benefits shall be capped at the maximum amount that may be paid without incurring Excise Tax.