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

Section 280G Tax Gross-Up. Notwithstanding anything to the contrary contained elsewhere in this Agreement or in any other agreement, plan or policy of or binding upon Arrow or the Bank, in the event that the aggregate payments or benefits to be made or afforded to the Executive under (i) this Agreement, (ii) any and all other agreements between the Executive and Arrow or its affiliates and (iii) any and all plans and arrangements of Arrow or its affiliates in which the Executive participates, should cause the Executive to be obligated to pay or to become liable for any Federal excise taxes under Section 4999(a) of the Code and/or any state or local excise taxes attributable to payments that qualify as “excess parachute payments” under Section 280G of the Code (collectively, such Federal, state and local taxes to be referred to as “Parachute Taxes”), Arrow promptly shall pay on behalf of the Executive or reimburse the Executive for the latter’s payment of the following: (i) such Parachute Taxes; (ii) all Parachute Taxes payable by the Executive as a result of Arrow’s payment or reimbursement of amounts under subsection (i), above, this subsection (ii) or subsection (iii) below; and (iii) all Federal, state, and local income taxes payable by the Executive as a result of Arrow’s payment or reimbursement of amounts under subsections (i) and (ii), above, and this subsection (iii).

Section 280G Tax Gross-Up. Notwithstanding anything to the contrary contained elsewhere in this Agreement or in any other agreement, plan or policy of or binding upon Arrow or the BankAgreement, in the event that the aggregate payments or benefits to be made or afforded to the Executive Grantee under (i) this Agreement, (ii) any and all other agreements between Grantee and the Executive and Arrow Company or its affiliates and (iii) any and all plans and arrangements of Arrow the Company or its affiliates in which the Executive Grantee participates, should cause the Executive Grantee to be obligated to pay or to become liable for any Federal excise taxes under Section 4999(a) of the Code and/or any state or local excise taxes attributable to payments that qualify as “excess parachute payments” under Section 280G of the Code (collectively, such Federal, state and local taxes to be referred to as “Parachute Taxes”), Arrow the Company promptly shall pay on behalf of the Executive Grantee or reimburse the Executive Grantee for the latter’s payment of the following: (i) such Parachute Taxes; (ii) all Parachute Taxes payable by the Executive Grantee as a result of Arrowthe Company’s payment or reimbursement of amounts under subsection (i), above, this subsection (ii) or subsection (iii) below; and (iii) all Federal, state, state and local income income, employment and earnings taxes payable by the Executive Grantee as a result of Arrowthe Company’s payment or reimbursement of amounts under subsections (i) and (ii), above, and this subsection (iii).

Section 280G Tax Gross-Up. Notwithstanding anything to the contrary contained elsewhere in this Agreement or in any other agreement, plan or policy of or binding upon Arrow or the Bank, in the event that the aggregate payments or benefits to be made or afforded to the Executive under (i) this Agreement, (ii) any and all other agreements between the Executive and Arrow or its affiliates and (iii) any and all plans and arrangements of Arrow or its affiliates in which the Executive participates, should cause the Executive to be obligated to pay or to become liable for any Federal excise taxes under Section 4999(a) of the Code and/or any state or local excise taxes attributable to payments that qualify as “"excess parachute payments” " under Section 280G of the Code (collectively, such Federal, state and local taxes to be referred to as “"Parachute Taxes”"), Arrow promptly shall pay on behalf of the Executive or reimburse the Executive for the latter’s 's payment of the following: (i) such Parachute Taxes; (ii) all Parachute Taxes payable by the Executive as a result of Arrow’s 's payment or reimbursement of amounts under subsection (i), above, this subsection (ii) or subsection (iii) below; and (iii) all Federal, state, and local income taxes payable by the Executive as a result of Arrow’s 's payment or reimbursement of amounts under subsections (i) and (ii), above, and this subsection (iii).