Common use of Section 280G Gross-Up Payment Clause in Contracts

Section 280G Gross-Up Payment. Notwithstanding anything to the contrary contained herein, the provisions of Section 6 (“Section 280G Gross-Up Payment”) of the COC Agreement shall continue in full force and effect, as if restated herein in its entirety, in the event that any payments or distributions to you or for your benefit, whether paid or payable hereunder or otherwise, are determined (in accordance with the terms of such Section 6) to be subject to the excise tax imposed by Section 4999 of the Internal Revenue Code of 1986, as amended. The provisions of this Section 3 shall survive the termination of the COC Agreement. Please sign below to indicate your acknowledgment and acceptance of the agreements set forth herein. Very truly yours, By: /s/ Xxxxxx X. Xxxxx Name: Xxxxxx X. Xxxxx Title: Chief Executive Officer Acknowledged and Accepted: Xxxxxxx X. XxXxxx By: /s/ Xxxxxxx X. XxXxxx

Section 280G Gross-Up Payment. Notwithstanding anything to the contrary contained herein, the provisions of Section 6 (“Section 280G Gross-Up Payment”) of the COC Agreement shall continue in full force and effect, as if restated herein in its entirety, in the event that any payments or distributions to you or for your benefit, whether paid or payable hereunder or otherwise, are determined (in accordance with the terms of such Section 6) to be subject to the excise tax imposed by Section 4999 of the Internal Revenue Code of 1986, as amended. The provisions of this Section 3 shall survive the termination of the COC Agreementagreement. Please sign below to indicate your acknowledgment and acceptance of the agreements set forth herein. Very truly yours, By: /s/ Xxxxxx X. Xxxxx Name: Xxxxxx X. Xxxxx Title: Chief Executive Officer Acknowledged and Accepted: Xxxxxxx Xxxxx X. XxXxxx By: /s/ Xxxxxxx X. XxXxxxXxxxx

Section 280G Gross-Up Payment. Notwithstanding anything to the contrary contained herein, the provisions of Section 6 (“Section 280G Gross-Up Payment”) of the COC Agreement shall continue in full force and effect, as if restated herein in its entirety, in the event that any payments or distributions to you or for your benefit, whether paid or payable hereunder or otherwise, are determined (in accordance with the terms of such Section 6) to be subject to the excise tax imposed by Section 4999 of the Internal Revenue Code of 1986, as amended. The provisions of this Section 3 shall survive the termination of the COC Agreement. Please sign below to indicate your acknowledgment and acceptance of the agreements set forth herein. Very truly yours, By: /s/ Xxxxxx X. Xxxxx Name: Xxxxxx X. Xxxxx Title: Chief Executive Officer Acknowledged and Accepted: Xxxxxxx Xxxxx X. XxXxxx Xxxxx By: /s/ Xxxxxxx Xxxxx X. XxXxxxXxxxx

Section 280G Gross-Up Payment. Notwithstanding anything to the contrary contained herein, the provisions of Section 6 (“Section 280G Gross-Up Payment”) of the COC Agreement shall continue in full force and effect, as if restated herein in its entirety, in the event that any payments or distributions to you or for your benefit, whether paid or payable hereunder or otherwise, are determined (in accordance with the terms of such Section 6) to be subject to the excise tax imposed by Section 4999 of the Internal Revenue Code of 1986, as amended. The provisions of this Section 3 shall survive the termination of the COC Agreementagreement. Please sign below to indicate your acknowledgment and acceptance of the agreements set forth herein. Very truly yours, By: /s/ Xxxxxx X. Xxxxx Name: Xxxxxx X. Xxxxx Title: Chief Executive Officer Acknowledged and Accepted: Xxxxxxx X. XxXxxx By: /s/ Xxxxxxx X. XxXxxxLe Xxxx