Tax Equalization and Tax Preparation Sample Clauses

Tax Equalization and Tax Preparation. The tax equalization and tax preparation obligations of the Company described in Section 6(a) and Section 6(b) of the Agreement shall survive termination of the Employment Agreement, including but not limited to equalization for taxes assessed on exercises or settlements of employment-based equity compensation granted to Xxxxxxxx by the Company during the term of his employment with the Company or any of its Affiliates.
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Tax Equalization and Tax Preparation. The tax equalization and tax preparation obligations set forth in Section 6(a) and Section 6(b) of the Employment Agreement shall survive termination of the Employment Agreement, including but not limited to equalization for taxes assessed on exercises or settlements of employment-based equity compensation in respect of the common stock of RBI granted to you during the term of your employment with the Company or any of its affiliates. For the avoidance of doubt, the obligations set forth in Section 6(a) and 6(b) of the Employment Agreement shall continue through any tax year for which you must file an individual tax return in Canada as a result of your employment with the Company or any of its affiliates.
Tax Equalization and Tax Preparation. During the Employment Term, the Company will provide Tax Equalization between Canadian and Japanese taxes (and U.S. taxes as necessary) on all employment-related earnings as explained below. The purpose of tax equalization is to ensure that the total tax liability of Employee does not exceed the tax burden that Employee would have incurred in her home country (i.e., Canada and/or the US). In addition, it is to ensure that the employee does not benefit from a tax reduction as compared to the home country, as a result of the foreign assignment on Company derived income. (For avoidance of doubt, the Tax Equalization will not take into account or reimburse Employee for any taxes incurred by Employee as a result of her Canadian residency being terminated). This will be accomplished as follows:
Tax Equalization and Tax Preparation. To the extent Executive receives or has received payment or benefits from the Company, the Parent, or any of their subsidiaries, during his employment that become taxable outside of the United States solely due to Executive’s requirement to be located outside of the United States, the Company shall provide: (i) tax equalization so that the tax burden incurred by Executive is not greater than the tax that Executive would have paid had Executive not been subject to tax outside the United States (such reimbursements to be paid (net of taxes) within the timeframe required by Treasury Regulation Section 1.409A-1(b)(8)(iii)) for so long as Executive is subject to additional tax solely due to Executive’s requirement to be located outside of the United States, and (ii) tax return preparation assistance by a mutually agreed firm with such costs to be reimbursed (net of taxes) to Executive to be provided for so long as Executive is receiving such payments or benefits from the Company (including equalization or the tax preparation provided hereunder) but no longer than two years following the date on which Executive ceases to receive any tax equalization payments under this Section.
Tax Equalization and Tax Preparation o During the term of your UK assignment, and to the extent you receive income, gains or benefits with respect to your employment as President of Apption Labs Limited that becomes taxable outside of the United States, the Company will provide you with tax equalization so that the income and employment tax burden incurred by you is not substantially greater or less than the tax that you would have paid had you performed all of your duties to the Company in Cantonment, Florida. As such, the Company will withhold a “hypothetical” tax from your employment compensation that will reflect more or less what you would have paid had you remained working in Florida. The Company will use such hypothetical withholdings to fund all actual taxes (US federal, US social security and Medicare and UK taxes) required by Treasury Regulation Section 1.409A-1(b)(8)(iii)) for so long as you are receiving any income, gains or benefits in connection with your employment in such position. o In addition, the Company will provide you with tax return preparation assistance by a mutually agreed firm with such costs to be reimbursed (net of taxes) to you with respect to the tax years ending December 31 of 2023, 2024, 2025 and 2026 or, if earlier, until the date on which you cease to be required to report such wage income, gains or benefits (including equalization or the tax preparation provided hereunder) on UK tax returns under applicable laws.
Tax Equalization and Tax Preparation. During the Employment Term, the Company will provide tax equalization and tax preparation for you in accordance with Addendum D attached hereto. Antonio, I know you will continue to make many contributions to the success of this Company. If you have any questions, please feel free to contact me at (000) 000-0000. To conclude, we kindly request you to sign below as acknowledgment of receipt and agreement with the terms and conditions of this letter. Sincerely, /s/ Xxxxxx X. Zarra_______________________________ Xxxxxx X. Xxxxx Representative, Branch in Spain (“Sucursal en España”) I received the original and I agree with its contents Signed by Xxxxxxx Xxxxxxx /s/ Xxxxxxx Urcelay_____________ Date:_____________ Xxxxxxx Xxxxxxx ADDENDUM A
Tax Equalization and Tax Preparation. In order to compensate Mx. Xxxxxx for any additional tax (including but not limited to income, employment and social security insurance) liability that Mx. Xxxxxx may be subject to in the United States or France, provided that the parties do not contemplate Mx. Xxxxxx being a French resident for tax purposes during the Employment Term of the U.S. Contract, the Company shall provide Mx. Xxxxxx with an additional tax equalization payment or payments, in any year necessary, such that Mx. Xxxxxx’x net income after such taxes from such payment or benefit earned pursuant to the U.S. Contract is equal to what his net income would have been if such payment or benefit were earned in France. Such tax equalization payments will offset any taxes associated with the benefits Executive may receive (including housing support, travel (other than business), automobile, and tax equalization payments). The Company shall reimburse Mx. Xxxxxx for reasonable costs incurred in connection with tax preparation in connection with the amounts earned pursuant to the U.S. Contract.
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Tax Equalization and Tax Preparation. You will be tax equalized while on secondment. Tax Equalization ensures that you do not incur a higher or lower tax liability due to the international assignment. Amicus Therapeutics has retained the services of Price Waterhouse Coopers (PWC) to support all expatriate tax matters. PwC will calculate a Hypothetical Tax Liability that will be deducted from your payroll. At the end of each tax year, you will be issued a Hypothetical Tax Settlement to calculate any under or overpayment of you Hypothetical liability. You will also be provided the professional services of a tax consultant to prepare any home and/or host country tax returns during the secondment and for the tax year after the year in which the secondment ends. However it shall be your sole responsibility to file the returns in each of the taxing jurisdictions.
Tax Equalization and Tax Preparation. In order to compensate Executive for any additional tax (including but not limited to income, employment and social security insurance) liability that Executive may be subject to in the United States, the Company shall provide Executive with an additional tax equalization payment or payments, in any year necessary, such that Executive’s net income after such taxes from such payment or benefit earned pursuant to the U.S. Contract is equal to what his net income would have been if such payment or benefit were earned in France. Such tax equalization payments will offset any taxes associated with the benefits Executive may receive pursuant to Sections 5(d), (e), (f) and this Section (g). The Company shall reimburse Executive for reasonable costs incurred in connection with tax preparation in connection with the amounts earned pursuant to the U.S. Contract.

Related to Tax Equalization and Tax Preparation

  • Tax Equalization In the event of Executive's relocation, the Company and Executive will cooperate in good faith to agree on such adjustments to Executive's compensation and benefits package as are appropriate to provide consistent after-tax income to Executive equivalent to that of a person receiving Executive's pay and benefits taxable under the terms of the U.S. Internal Revenue Code, while also acting in the best interests of the Company.

  • Taxes and Tax Returns Each of Cascade and its Subsidiaries has duly and timely filed (taking into account all applicable extensions) all material Tax Returns that were required to be filed by it, and all such Tax Returns are true, correct and complete in all material respects. Neither Cascade nor any of its Subsidiaries is the beneficiary of any extension of time within which to file any material Tax Return (other than extensions to file Tax Returns obtained in the ordinary course of business). All material Taxes of Cascade and its Subsidiaries (whether or not shown on any Tax Returns) that are due have been fully and timely paid other than Taxes that have been reserved or accrued on the balance sheet of Cascade or its Subsidiaries or which Cascade and/or its Subsidiaries is contesting in good faith. Each of Cascade and its Subsidiaries has withheld and paid all material Taxes required to have been withheld and paid in connection with amounts paid or owing to any employee, creditor, shareholder, independent contractor or other third party. Neither Cascade nor any of its Subsidiaries has granted any extension or waiver of the limitation period applicable to any material Tax that remains in effect. The federal income Tax Returns of Cascade and its Subsidiaries for all years to and including 2007 have been examined by the IRS or are Tax Returns with respect to which the applicable period for assessment under applicable law, after giving effect to extensions or waivers, has expired. Neither Cascade nor any of its Subsidiaries has received written notice of assessment or proposed assessment in connection with any Taxes, and there are no threatened in writing or pending disputes, claims, audits, examinations or other proceedings regarding any Tax of Cascade and its Subsidiaries or the assets of Cascade and its Subsidiaries. Cascade has made available to Home true and complete copies of any private letter ruling requests, closing agreements or gain recognition agreements with respect to Taxes requested or executed in the last six (6) years. Neither Cascade nor any of its Subsidiaries is a party to or is bound by any Tax sharing, allocation or indemnification agreement or arrangement (other than such an agreement or arrangement exclusively between or among Cascade and its Subsidiaries). Neither Cascade nor any of its Subsidiaries (a) has been a member of an affiliated group filing a consolidated federal income Tax Return (other than a group the common parent of which was Cascade) or (b) has any liability for the Taxes of any person (other than Cascade or any of its Subsidiaries) under Treasury Regulation Section 1.1502-6 (or any similar provision of state, local or foreign law), as a transferee or successor, by contract or otherwise. Neither Cascade nor any of its Subsidiaries has been, within the past two (2) years or otherwise as part of a “plan (or series of related transactions)” within the meaning of Section 355(e) of the Code of which the Merger is also a part, a “distributing corporation” or a “controlled corporation” (within the meaning of Section 355(a)(1)(A) of the Code) in a distribution of stock intending to qualify for tax-free treatment under Section 355 of the Code. Neither Cascade nor any of its Subsidiaries has participated in a listed transaction within the meaning of Treasury Regulation Section 1.6011-4(b)(2) (or any predecessor provision) and neither Cascade nor any of its Subsidiaries has been notified of, or to the knowledge of Cascade or its Subsidiaries has participated in, a transaction that is described as a “reportable transaction” within the meaning of Treasury Regulation Section 1.6011-4(b)(1). At no time during the past five (5) years has Cascade been a United States real property holding corporation within the meaning of Section 897(c)(2) of the Code. There are no Liens for Taxes upon the assets of Cascade or any of its Subsidiaries other than Liens for current Taxes not yet due and payable. As of the date hereof, neither Cascade nor its Subsidiaries has knowledge of any conditions which exist or which may fail to exist that might prevent or impede the Merger from qualifying as a reorganization within the meaning of Section 368(a) of the Code. No claim has ever been made by any Governmental Entity in a jurisdiction where Cascade or a Cascade Subsidiary does not file Tax Returns that Cascade or such Subsidiary is or may be subject to taxation by that jurisdiction. Neither Cascade nor any of its Subsidiaries has filed an election under Section 338(g) or 338(h)(10) of the Code. Neither Cascade nor any of its Subsidiaries has agreed, nor is it required, to make any adjustment under Section 481(a) of the Code by reason of a change in accounting method or otherwise that will affect its liability for Taxes.

  • Tax Reimbursement (a) Anything in this Agreement to the contrary notwithstanding, in the event it shall be determined that any payments or distributions by Ceridian to or for the benefit of Executive (whether paid or payable or distributed or distributable pursuant to the terms of this Agreement or otherwise, but determined without regard to any payments required under this Section 7.04) (collectively, the "Payments") would be subject to the excise tax imposed by Section 4999 of the Code or any interest or penalties are incurred by Executive with respect to such excise tax (such excise tax, together with any such interest and penalties, are hereinafter collectively referred to as the "Excise Tax"), then Executive shall be entitled to receive an additional payment (a "Gross-Up Payment") in an amount such that, after payment by Executive of all taxes (and any interest or penalties imposed with respect to such taxes), including any income taxes and Excise Tax imposed upon the Gross-Up Payment, Executive retains an amount of the Gross-Up Payment equal to the Excise Tax imposed upon the Payments.

  • TAX ESCALATION 32.01 Tenant shall pay to Landlord, as Additional Rent, tax escalation in accordance with this Article:

  • Equalization If at any time any Lender receives any amount hereunder (whether by voluntary payment, by realization upon security, by the exercise of the right of setoff or banker’s lien, by counterclaim or cross action, by the enforcement of any right under the Loan Documents, or otherwise) that is applicable to the payment of the principal of, or interest on, the Loans (other than Swing Loans), LC Participations, Swing Loan Participations or Fees (other than Fees that are intended to be paid solely to the Administrative Agent or an LC Issuer and amounts payable to a Lender under Article III), of a sum that with respect to the related sum or sums received by other Lenders is in a greater proportion than the total of such Obligation then owed and due to such Lender bears to the total of such Obligation then owed and due to all of the Lenders immediately prior to such receipt, then such Lender receiving such excess payment shall purchase for cash without recourse or warranty from the other Lenders an interest in the Obligations to such Lenders in such amount as shall result in a proportional participation by all of the Lenders in such amount.

  • Tax Returns and Tax Payments (i) The Company has timely filed with the appropriate taxing authorities all Tax Returns required to be filed by it (taking into account all applicable extensions). All such Tax Returns are true, correct and complete in all respects. All Taxes due and owing by the Company has been paid (whether or not shown on any Tax Return and whether or not any Tax Return was required). The Company is not currently the beneficiary of any extension of time within which to file any Tax Return or pay any Tax. No claim has ever been made in writing or otherwise addressed to the Company by a taxing authority in a jurisdiction where the Company does not file Tax Returns that it is or may be subject to taxation by that jurisdiction. The unpaid Taxes of the Company did not, as of the Company Balance Sheet Date, exceed the reserve for Tax liability (excluding any reserve for deferred Taxes established to reflect timing differences between book and Tax income) set forth on the face of the financial statements (rather than in any notes thereto). Since the Company Balance Sheet Date, neither the Company nor any of its subsidiaries has incurred any liability for Taxes outside the ordinary course of business consistent with past custom and practice. As of the Closing Date, the unpaid Taxes of the Company and its subsidiaries will not exceed the reserve for Tax liability (excluding any reserve for deferred Taxes established to reflect timing differences between book and Tax income) set forth on the books and records of the Company.

  • Annual Tax Information The Managers shall cause the Company to deliver to the Member all information necessary for the preparation of the Member’s federal income tax return.

  • Excise Tax Equalization Payment In the event that the Executive becomes entitled to Severance Benefits or any other payment or benefit under this Agreement, or under any other agreement with or plan of the Company (in the aggregate, the "Total Payments"), if any of the Total Payments will be subject to the tax (the "Excise Tax") imposed by Section 4999 of the Code (or any similar tax that may hereafter be imposed), the Company shall pay to the Executive in cash an additional amount (the "Gross-Up Payment") such that the net amount retained by the Executive after deduction of any Excise Tax upon the Total Payments and any federal, state and local income tax and Excise Tax upon the Gross-Up Payment provided for by this Section 7.3 (including FICA and FUTA), shall be equal to the Total Payments. Such payment shall be made by the Company to the Executive as soon as practical following the effective date of termination, but in no event beyond thirty (30) days from such date.

  • Fiscal and Taxable Year The fiscal and taxable year of the Partnership shall be the calendar year.

  • Tax Returns and Taxes Each Obligor has filed all material Tax returns and Tax reports required by law to have been filed by it and has paid all Taxes thereby shown to be owing, except any such Taxes which are being diligently contested in good faith by appropriate proceedings and for which adequate reserves in accordance with generally accepted accounting principles shall have been set aside on its books.

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