Common use of Special Tax Payment Clause in Contracts

Special Tax Payment. You will be entitled to the special Gross-Up Payment set forth in Appendix I to this agreement, to the extent one or more payments or benefits you receive in connection with the Acquisition, whether received before or after the Closing Date, are deemed to constitute parachute payments under Section 280G of the Internal Revenue Code and you otherwise qualify for the Gross-Up Payment in accordance with the provisions of Appendix I. However, should your employment with your Symantec Employer terminate by reason of your voluntary resignation within the eighteen (18)-month period measured from the Closing Date under circumstances which do not qualify as a Resignation for Good Reason or by reason of a Termination without Cause, then you shall not be entitled to any Gross-Up Payment, and to the extent one or more Gross-Up Payments are made to you prior to the termination of your employment under such circumstances, you shall promptly repay those payments on your termination date.