Common use of Procedures in the Event of a Reduction in Severance Benefits Clause in Contracts

Procedures in the Event of a Reduction in Severance Benefits. If there is a determination that the Severance Benefits payable to the Executive must be reduced pursuant to Section 5.1, the Company shall promptly give the Executive notice to that effect and a copy of the detailed calculation thereof and of the amount that must be reduced. The Executive may then elect, at the Executive’s sole discretion, which and how much of the various Severance Benefits shall be eliminated or reduced as long as after the Execuitive’s election the aggregate present value of the Severance Benefits equals the largest amount that would both (i) not cause any excise tax to be payable by the Executive, and (ii) not cause any Severance Payment to become nondeductible by the Company by reason of Section 280G of the Code (or any successor provision thereto). The Executive will advise the Company in writing of the Executive’s election under this Section 5.2 within ten (10) days of the Executive’s receipt of the notice under this Section 5.2 from the Company. If no election is made by the Executive within the ten-day period, the Company may election which and how much of the Severance Benefits shall be eliminated or reduced as long as after the Company’s election the aggregate present value of the Severance Payments equals the largest amount that would both (i) not cause any excise tax to be paid by the Executive, and (ii) not cause and Severance Payments to become nondeductible by the Company by reason of Section 289G of the Code (or any successor provision thereof). For purposes of this Section 5.2, present value shall be determined in accordance with Section 280G(d)(4) of the Code.

Procedures in the Event of a Reduction in Severance Benefits. If there is a determination that the Severance Benefits payable to the Executive must be reduced pursuant to Section 5.1, the Company shall promptly give the Executive notice to that effect and a copy of the detailed calculation thereof and of the amount that must be reduced. The Executive may then elect, at the Executive’s sole discretion, which and how much of the various Severance Benefits shall be eliminated or reduced as long as after the Execuitive’s election the aggregate present value of the Severance Benefits equals the largest amount that would both (i) not cause any excise tax to be payable by the Executive, and (ii) not cause any Severance Payment to become nondeductible by the Company by reason of Section 280G of the Code (or any successor provision thereto). The Executive will advise the Company in writing of the Executive’s election under this Section 5.2 within ten (10) days of the Executive’s receipt of the notice under this Section 5.2 from the Company. If no election is made by the Executive within the ten-day period, the Company may election which and how much of the Severance Benefits shall be eliminated or reduced as long as after the Company’s election the aggregate present value of the Severance Payments equals the largest amount that would both (i) not cause any excise tax to be paid by the Executive, and (ii) not cause and Severance Payments to become nondeductible by the Company by reason of Section 289G of the Code (or any successor provision thereof). For purposes of this Section 5.2, present value shall be determined in accordance with Section 280G(d)(4) of the Code. Article 6.