Common use of Initial Treatment of Payments Clause in Contracts

Initial Treatment of Payments. (a) If the amount of the Payments does not exceed the Payment Cap, Executive shall be entitled to receive the full amount of the Payments. (b) If the amount of the Payments exceeds the Payment Cap by less than 10% of the Payment Cap amount, then, notwithstanding anything to the contrary, the amount of the Payments payable to Executive shall be reduced to the amount of the Payment Cap. In the event that the Payments are subject to reduction hereunder, Executive shall have the right to designate which of the Payments will be reduced or eliminated. (c) If the amount of the Payments exceeds the Payment Cap by 10% or more of the Payment Cap amount, then the amount of the Payments Executive is entitled to receive shall not be reduced and the Company shall pay to Executive an additional payment (a “GROSS-UP PAYMENT”) in an amount such that after payment by Executive of all taxes (including any interest and penalties imposed with respect to such taxes), including any Excise Tax, imposed upon the Gross-Up Payment Executive retains an amount of the Gross-Up Payment equal to the Excise Tax imposed upon the Payments. All determinations required to be made as to whether a Gross-Up Payment is required and the amount of such Gross-Up Payment shall be made by the Accounting Firm.

Initial Treatment of Payments. (a) If the amount of the Payments does not exceed the Payment Cap, Executive you shall be entitled to receive the full amount of the Payments. (b) If the amount of the Payments exceeds the Payment Cap by less than 10% of the Payment Cap amount, then, notwithstanding anything to the contrary, the amount of the Payments payable to Executive you shall be reduced to the amount of the Payment Cap. In the event that the Payments are subject to reduction hereunder, Executive you shall have the right to designate which of the Payments will be reduced or eliminated. (c) If the amount of the Payments exceeds the Payment Cap by more than 10% or more of the Payment Cap amount, then the amount of the Payments Executive is you are entitled to receive shall not be reduced and the Company Aetna shall pay to Executive you an additional payment (a “GROSS"Gross-UP PAYMENT”Up Payment") in an amount such that after payment by Executive you of all taxes (including any interest and penalties imposed with respect to such taxes), including any Excise Tax, imposed upon the Gross-Up Payment Executive retains you retain an amount of the Gross-Up Payment equal to the Excise Tax imposed upon the Payments. All determinations required to be made as to whether a Gross-Up Payment is required and the amount of such Gross-Up Payment shall be made by the Accounting Firm. (d) The Initial Determination shall be made within 60 days following the Change in Ownership, and the payments, if any, under Section 2(c) shall be made at the time the related compensation is paid.

Initial Treatment of Payments. (a) If the amount of the Payments does not exceed the Payment Cap, Executive shall be entitled to receive the full amount of the Payments. (b) If the amount of the Payments exceeds the Payment Cap by less than 105% of the Payment Cap amount, then, notwithstanding anything to the contrary, the amount of the Payments payable to Executive shall be reduced to the amount of the Payment Cap. In the event that the Payments are subject to reduction hereunder, Executive shall have the right to designate which of the Payments will be reduced or eliminated. (c) If the amount of the Payments exceeds the Payment Cap by 105% or more of the Payment Cap amount, then the amount of the Payments Executive is entitled to receive shall not be reduced and the Company shall pay to Executive an additional payment (a “"GROSS-UP PAYMENT”") in an amount such that after payment by Executive of all taxes (including any interest and penalties imposed with respect to such taxes), including any Excise Tax, imposed upon the Gross-Up Payment Executive retains an amount of the Gross-Up Payment equal to the Excise Tax imposed upon the Payments. All determinations required to be made as to whether a Gross-Up Payment is required and the amount of such Gross-Up Payment shall be made by the Accounting Firm.

Initial Treatment of Payments. (a) If the amount of the Payments does not exceed the Payment Cap, Executive shall be entitled to receive the full amount of the Payments. (b) If the amount of the Payments exceeds the Payment Cap by less than 10% of the Payment Cap amount, then, notwithstanding anything to the contrary, the amount of the Payments payable to Executive shall be reduced to the amount of the Payment Cap. In the event that the Payments are subject to reduction hereunder, Executive shall have the right to designate which of the Payments will be reduced or eliminated. (c) If the amount of the Payments exceeds the Payment Cap by 10% or more of the Payment Cap amount, then the amount of the Payments Executive is entitled to receive shall not be reduced and the Company shall pay to Executive an additional payment (a “GROSS-UP PAYMENT”) in an amount such that after payment by Executive of all taxes (including any employment taxes and interest and penalties imposed with respect to such taxes), including any Excise Tax, imposed upon the Gross-Up Payment Executive retains an amount of the Gross-Up Payment equal to the Excise Tax imposed upon the Payments. All determinations required to be made as to whether a Gross-Up Payment is required and the amount of such Gross-Up Payment shall be made by the Accounting Firm.

Initial Treatment of Payments. (a) If the amount of the Payments does not exceed the Payment Cap, Executive shall be entitled to receive the full amount of the Payments. (b) If the amount of the Payments exceeds the Payment Cap by less than 10% of the Payment Cap amount, then, notwithstanding anything to the contrary, the amount of the Payments payable to Executive shall be reduced to the amount of the Payment Cap. In the event that the Payments are subject to reduction hereunder, Executive shall have the right to designate which of the Payments will be reduced or eliminated. (c) If the amount of the Payments exceeds the Payment Cap by 10% or more of the Payment Cap amount, then the amount of the Payments Executive is entitled to receive shall not be reduced and the Company shall pay to Executive an additional payment (a “GROSSGross-UP PAYMENTUp Payment”) in an amount such that after payment by Executive of all taxes (including any interest and penalties imposed with respect to such taxes), including any Excise Tax, imposed upon the Gross-Up Payment Executive retains an amount of the Gross-Up Payment equal to the Excise Tax imposed upon the Payments. All determinations required to be made as to whether a Gross-Up Payment is required and the amount of such Gross-Up Payment shall be made by the Accounting Firm.

Initial Treatment of Payments. (a) If the amount of the Payments does not exceed the Payment Cap, Executive you shall be entitled to receive the full amount of the Payments. (b) If the amount of the Payments exceeds the Payment Cap by less than 10% of the Payment Cap amount, then, notwithstanding anything to the contrary, the amount of the Payments payable to Executive you shall be reduced to the amount of the Payment Cap. In the event that the Payments are subject to reduction hereunder, Executive you shall have the right to designate which of the Payments will be reduced or eliminated. (c) If the amount of the Payments exceeds the Payment Cap by more than 10% or more of the Payment Cap amount, then the amount of the Payments Executive is you are entitled to receive shall not be reduced and the Company Aetna shall pay to Executive you an additional payment (a “GROSS"Gross-UP PAYMENT”Up Payment") in an amount such that after payment by Executive you of all taxes (including any interest and penalties imposed with respect to such taxes), including any Excise Tax, imposed upon the Gross-Up Payment Executive retains you retain an amount of the Gross-Up Payment equal to the Excise Tax imposed upon the Payments. All determinations required to be made as to whether a Gross-Up Payment is required and the amount of such Gross-Up Payment shall be made by the Accounting Firm.