Section 4999 Excise Taxes. In the event that it is determined that -------------------------- any payment or benefit provided by the Company to or for the benefit of Executive, either under this Agreement or otherwise, will be subject to the excise tax imposed by Section 4999 of the Internal Revenue Code or any successor provision(s) ("Section 4999"), the Company will, prior to the date on which any amount of the excise tax must be paid or withheld, make an additional lump-sum payment (the "Gross-up Payment") to Executive in an amount sufficient, after giving effect to all federal, state and other taxes and charges (including interest and penalties, if any) with respect to the gross-up payment, to make Executive whole for all taxes (including withholding taxes) and any associated interest and penalties, imposed under or as a result of Section 4999.
Appears in 3 contracts
Samples: Change in Control Agreement (Control Delivery Systems Inc/Ma), Change in Control Agreement (Control Delivery Systems Inc/Ma), Change in Control Agreement (Control Delivery Systems Inc/Ma)
Section 4999 Excise Taxes. In the event that it is determined that -------------------------- any payment or benefit provided by the Company to or for the benefit of Executive, either under this Agreement or otherwise, will be subject to the excise tax imposed by Section 4999 of the Internal Revenue Code or any successor provision(s) ("Section 4999"), the Company will, prior to the date on which any amount of the excise tax must be paid or withheld, make an additional lump-sum payment (the "Gross-up Payment") to Executive in an amount sufficient, after giving effect to all federal, state and other taxes and charges (including interest and penalties, if any) with respect to the gross-up payment, to make Executive whole for all taxes (including withholding taxes) and any associated interest and penalties, imposed under or as a result of Section 4999.
Appears in 3 contracts
Samples: Change of Control Agreement (pSivida LTD), Change of Control Agreement (pSivida LTD), Change of Control Agreement (pSivida LTD)
Section 4999 Excise Taxes. In the event that it is determined that -------------------------- ------------------------- any payment or benefit provided by the Company to or for the benefit of Executive, either under this Agreement or otherwise, will be subject to the excise tax imposed by Section 4999 of the Internal Revenue Code or any successor provision(s) ("Section 4999"), the Company will, prior to the date on which any amount of the excise tax must be paid or withheld, make an additional lump-sum payment (the "Gross-up Payment") to Executive in an amount sufficient, after giving effect to all federal, state and other taxes and charges (including interest and penalties, if any) with respect to the gross-up payment, to make Executive whole for all taxes (including withholding taxes) and any associated interest and penalties, imposed under or as a result of Section 4999.
Appears in 2 contracts
Samples: Employment Agreement (Control Delivery Systems Inc/Ma), Employment Agreement (Control Delivery Systems Inc/Ma)