Common use of Parachute Tax Gross Up Clause in Contracts

Parachute Tax Gross Up. If any payment made, or benefit provided, to or on behalf of Executive pursuant to this Agreement or otherwise (“Payments”) results in Executive being subject to the excise tax imposed by section 4999 of the Code (or any successor or similar provision) (“Excise Tax”), the Company shall, on the date that is six months after the date Executive has a Separation From Service with the Company, pay Executive an additional amount in cash (the “Additional Payment”) such that after payment by Executive of all taxes, including, without limitation, any income taxes and Excise Tax imposed on the Additional Payment, Executive retains an amount of the Additional Payment equal to the Excise Tax imposed on the Payments. Such determinations shall be made by the Company’s independent certified public accountants. The parties intend and agree that the payment deadline specified above in this Section 4 is not to be extended as a result of the following sentence which is included solely for the purpose of complying with Section 409A. The Company shall make a payment to reimburse Executive in an amount equal to all federal, state and local taxes imposed upon Executive that are described in this Section 4, including the amount of additional taxes imposed upon Executive due to the Company’s payment of the initial taxes on such amounts, by the end of Executive’s taxable year next following Executive’s taxable year in which Executive remits the related taxes to the taxing authority.