Common use of Gross-Up of Parachute Payments Clause in Contracts

Gross-Up of Parachute Payments. (a) To provide Employee with adequate protection in connection with Employee’s ongoing employment with the Company, this Agreement or other incentive plans of the Company provide Employee with various benefits in the event of termination of Employee’s employment with the Company during the Protected Period. If Employee’s employment is terminated or not renewed pursuant to Section 10 during a Protected Period or otherwise in connection with a “change of control” of the Company, within the meaning of Section 2806 of the Internal Revenue Code of 1986, as amended (the “Code”), a portion of those benefits could be characterized as “excess parachute payments” within the meaning of Section 2806 of the Code. The parties hereto acknowledge that the protections set forth in this Section 8 are important, and it is agreed that Employee should not have to bear the full burden of the excise tax that might be levied under Section 4999 of the Code or any similar provision of state or federal law, in the event that any portion of the benefits payable to Employee pursuant to this Agreement or the other incentive plans of the Company are treated as an excess parachute payment. The parties, therefore, have agreed as set forth in this Section 8.

Gross-Up of Parachute Payments. (a) To provide Employee with adequate protection in connection with Employee’s 's ongoing employment with the Company, this Agreement or other incentive plans of the Company provide Employee with various benefits in the event of termination of Employee’s 's employment with the Company during the Protected Period. If Employee’s 's employment is terminated or not renewed pursuant to Section 10 during a Protected Period or otherwise in connection with a “"change of control” " of the Company, within the meaning of Section 2806 280G of the Internal Revenue Code of 1986, as amended (the “"Code”"), a portion of those benefits could be characterized as “"excess parachute payments” " within the meaning of Section 2806 280G of the Code. The parties hereto acknowledge that the protections set forth in this Section 8 are important, and it is agreed that Employee should not have to bear the full burden of the excise tax that might be levied under Section 4999 of the Code or any similar provision of state or federal law, in the event that any portion of the benefits payable to Employee pursuant to this Agreement or the other incentive plans of the Company are treated as an excess parachute payment. The parties, therefore, have agreed as set forth in this Section 8.

Gross-Up of Parachute Payments. (a) To provide Employee with adequate protection in connection with Employee’s 's ongoing employment with the Company, this Agreement or other incentive plans of the Company provide Employee with various benefits in the event of termination of Employee’s 's employment with the Company during the Protected PeriodPeriod following a Change of Control. If Employee’s 's employment is terminated or not renewed pursuant to Section 10 during a Protected Period following a Change of Control, or otherwise in connection with a “"change of control” " of the CompanyEncompass, within the meaning of Section 2806 280G of the Internal Revenue Code of 1986, as amended (the “"Code”"), a portion of those benefits could be characterized as “"excess parachute payments” " within the meaning of Section 2806 280G of the Code. The parties hereto acknowledge that the protections set forth in this Section 8 are important, and it is agreed that Employee should not have to bear the full burden of the excise tax that might be levied under Section 4999 of the Code or any similar provision of federal, state or federal of local law, in the event that any portion of the benefits payable to Employee pursuant to this Agreement or the other incentive plans of the Company are treated as an excess parachute payment. The parties, therefore, have agreed as set forth in this Section 8.

Gross-Up of Parachute Payments. (a) To provide Employee with adequate protection in connection with Employee’s 's ongoing employment with the CompanyEFT, this Agreement or other incentive plans of the Company EFT provide Employee with various benefits in the event of termination of Employee’s 's employment with the Company EFT during the Protected PeriodPeriod following a Change of Control. If Employee’s 's employment is terminated or not renewed pursuant to Section 10 during a Protected Period following a Change of Control, or otherwise in connection with a “"change of control” " of the CompanyEFT, within the meaning of Section 2806 280G of the Internal Revenue Code of 1986, as amended (the “"Code”"), a portion of those benefits could be characterized as “"excess parachute payments” " within the meaning of Section 2806 280G of the Code. The parties hereto acknowledge that the protections set forth in this Section 8 are important, and it is agreed that Employee should not have to bear the full burden of the excise tax that might be levied under Section 4999 of the Code or any similar provision of federal, state or federal of local law, in the event that any portion of the benefits payable to Employee pursuant to this Agreement or the other incentive plans of the Company EFT are treated as an excess parachute payment. The parties, therefore, have agreed as set forth in this Section 8.