Common use of Golden Parachute Tax Clause in Contracts

Golden Parachute Tax. 16.1.1 Anything in this agreement to the contrary notwithstanding, in the event that any payment by the Company to or for the benefit of the Executive, whether paid or payable pursuant to the terms of this Agreement or otherwise or any income realized upon the exercise of any options granted by the Company to the Executive (such payment or income, excluding any payment pursuant to this Clause 16.1, a "Payment") is either reasonably determined by the Company to be subject, or is subjected by the IRS (after exhaustion by the Company of its remedies described in Clause 16.1.3), to the excise tax imposed by Section 4999 of the Internal Revenue Code of 1986, as amended, (the "Code") or any interest or penalties with respect to such excise tax (such excise tax, together with any such interest and penalties, are hereinafter collectively referred to as the "Excise Tax"), then the Executive shall be entitled to receive from the Company, within 15 days following the determination described in Clause 16.1.2 below, an additional payment (an "Excise Tax Adjustment Payment") in an amount such that, after payment by the Executive of all applicable U.S. federal, state and local taxes (computed at the maximum marginal rates and including any interest or penalties imposed with respect to such taxes) and the Hospital Insurance portion of FICA tax, including any Excise Tax imposed upon the Excise Tax Adjustment Payment, the Executive retains an amount of the Excise Tax Adjustment Payment equal to the Excise Tax imposed upon the Payments.

Golden Parachute Tax. 16.1.1 15.1.1 Anything in this agreement to the contrary notwithstanding, in the event that any payment by the Company to or for the benefit of the Executive, whether paid or payable pursuant to the terms of this Agreement or otherwise or any income realized upon the exercise of any options granted by the Company to the Executive (such payment or income, excluding any payment pursuant to this Clause 16.115.1, a "Payment") is either reasonably determined by the Company to be subject, or is subjected by the IRS (after exhaustion by the Company of its remedies described in Clause 16.1.315.1.3), to the excise tax imposed by Section 4999 of the Internal Revenue Code of 1986, as amended, (the "Code") or any interest or penalties with respect to such excise tax (such excise tax, together with any such interest and penalties, are hereinafter collectively referred to as the "Excise Tax"), then the Executive shall be entitled to receive from the Company, within 15 days following the determination described in Clause 16.1.2 15.1.2 below, an additional payment (an "Excise Tax Adjustment Payment") in an amount such that, after payment by the Executive of all applicable U.S. federal, state and local taxes (computed at the maximum marginal rates and including any interest or penalties imposed with respect to such taxes) and the Hospital Insurance portion of FICA tax, including any Excise Tax imposed upon the Excise Tax Adjustment Payment, the Executive retains an amount of the Excise Tax Adjustment Payment equal to the Excise Tax imposed upon the Payments.

Golden Parachute Tax. 16.1.1 15.1.1 Anything in this agreement to the contrary notwithstanding, in the event that any payment by the Company to or for the benefit of the Executive, whether paid or payable pursuant to the terms of this Agreement or otherwise or any income realized upon the exercise of any options granted by the Company to the Executive (such payment or income, excluding any payment pursuant to this Clause 16.115.1, a "Payment") is either reasonably determined by the Company to be subject, or is subjected by the IRS (after exhaustion by the Company of its remedies described in Clause 16.1.315.1.3), to the excise tax imposed by Section 4999 of the Internal Revenue Code of 1986, as amended, (the "Code") or any interest or penalties with respect to such excise tax (such excise tax, together with any such interest and penalties, are hereinafter collectively referred to as the "Excise Tax"), then the Executive shall be entitled to receive from the Company, within 15 days following the determination described in Clause 16.1.2 15.1.2 below, an additional payment (an "Excise Tax Adjustment Payment") in an amount such that, after payment by the Executive of all applicable U.S. federal, state and local taxes (computed at the maximum marginal rates and including any interest or penalties imposed with respect to such taxes) and the Hospital Insurance portion of FICA tax, including any Excise Tax imposed upon the Excise Tax Adjustment Payment, the Executive retains an amount of the Excise Tax Adjustment Payment equal to the Excise Tax imposed upon the Paymentspayments.