Tax Equalization Payment Clause Samples

Tax Equalization Payment. In addition to the amounts payable under Section 7 hereof, the Company shall pay you a tax equalization payment (“Tax Equalization Payment”) in accordance with this Section 8. The Tax Equalization Payment shall be in an amount that, when added to the other amounts payable to you under Section 7 and any other amounts to which you are entitled pursuant to the Stock Option Agreement(s), the Deferred Compensation Plan Agreement(s) and the Split Dollar Life Insurance Agreement, will place you in the same after-tax position as if all taxes payable on such amounts by you, including, without limitation, Federal and state income and employment-related taxes and payments (assuming the highest marginal Federal and state income tax rates then applicable to you) and any excise taxes payable under Section 4999 of the Internal Revenue Code of 1986, as amended (the “Code”), or any successor statute of similar import, did not apply to any of the amounts payable under Section 7 and under and pursuant to the Stock Option Agreement(s), the Deferred Compensation Plan Agreement(s) and the Split Dollar Life Insurance Agreement (including any amounts paid under this Section 8). The amount of this Tax Equalization Payment shall be determined by the Company’s independent accountants and shall be remitted to the applicable Federal, state and local tax jurisdictions.

Tax Equalization Payment. During the Overseas Residence Period, the Company agrees to equalize Executive’s income and employment tax. The tax equalization payment will cover any additional US, state, local or foreign tax liability over what the employee would have incurred at the same remuneration level had he remained in the US. The following procedure will be used to calculate tax liabilities: (a) The Company’s accountants shall compute the hypothetical amount of US tax the Executive would have paid if resident in the State of Florida, without any allowance for overseas residency and compare that sum to the total taxes actually paid in the US and the UK. Any excess of taxes actually paid over the hypothetical US tax shall be reimbursed to the employee including tax on the reimbursements, the intent being to render the Executive indifferent to whether he resides in the US or the UK. (b) The only exclusion to the above shall be income derived from the exercise of stock options.

Tax Equalization Payment. (a) Anything in this Agreement to the contrary notwithstanding, in the event it shall be determined (as hereafter provided) that any payment or distribution to or for the Executive, whether paid or payable or distributed or distributable pursuant to the terms of this Agreement or pursuant to or by reason of any other agreement, policy, plan, program or arrangement, or similar right (a "Payment"), would be subject to the excise tax imposed by Section 4999 of the Code (or any successor provisions thereto), or any interest or penalties with respect to such excise tax (such excise tax, together with any such interest and penalties, are hereafter collectively referred to as the "Excise Tax"), then the Executive shall be entitled to receive or have paid on his behalf an additional payment or payments (a "Gross-Up Payment") from the Company. The total amount of the Gross-Up Payment shall be an amount such that, after payment by (or on behalf of) the Executive of any Excise Tax and all federal, state and other taxes (including any interest or penalties imposed with respect to such taxes) imposed upon the Gross-Up Payment, the remaining amount of the Gross-Up Payment is equal to the Excise Tax imposed upon the Payments. For purposes of clarity, the amount of the Gross-Up Payment shall be that amount necessary to pay the Excise Tax in full and all taxes assessed upon the Gross-Up Payment. (b) An initial determination as to whether a Gross-Up Payment is required pursuant to this subsection (b) and the amount of such Gross-Up Payment shall be made by an accounting firm selected by the Company and reasonably acceptable to Executive which is then one of the four largest accounting firms in the United States (the "Accounting Firm"). The Accounting Firm shall provide its determination (the "Determination"), together with detailed supporting calculations and documentation to the Company and the Executive as promptly as practicable after such calculation is requested by the Company or by the Executive, and if the Accounting Firm determines that no Excise Tax is payable by the Executive with respect to a Payment or Payments, it shall furnish the Executive with a substantial authority opinion reasonably acceptable to the Executive that no Excise Tax will be imposed with respect to any such Payment or Payments. Within fifteen (15) days of the delivery of the Determination to the Executive, the Executive shall have the right to dispute the Determination (the "Dispute") and Exec...

Tax Equalization Payment. If all or any portion of the compensation or benefits provided to Executive under this Agreement are treated as Excess Severance Payments (whether by action of the Internal Revenue Service or otherwise), the Company shall protect Executive from depletion of the amount of such compensation and benefits by payment of a tax equalization payment in accordance with this subsection. In connection with any Internal Revenue Service examination, audit or other inquiry, the Company and Executive agree to take actions to provide and to cooperate in providing evidence to the Internal Revenue Service (and, if applicable, the State of the Executive's residence) that the compensation and benefits provided under this Agreement do not result in the payment of Excess Severance Payments. The tax equalization payment shall be an amount which when added to the other amounts payable, or to be provided, to Executive under this Agreement will place Executive in the same position as if the excise tax penalty of Code Section 4999 (and any state tax statute), or any successor statute of similar import, did not apply to any of the compensation or benefits provided under this Agreement. The amount of this tax equalization payment shall be determined by the Company's independent accountants and shall be paid to Executive not later than ten (10) days prior to the date any excise tax under Code Section 4999 is due to be paid by Executive.

Tax Equalization Payment. If all or any portion of the compensation or benefits provided to Executive under this Agreement are treated as Excess Severance Payments (whether by action of the Internal Revenue Service or otherwise), the Company shall protect Executive from depletion of the amount of such compensation and benefits by payment of a tax equalization payment in accordance with this subsection. In connection with any Internal Revenue Service examination, audit or other inquiry, the Company and Executive agree to take actions to provide and to cooperate in providing evidence to the Internal Revenue Service (and, if applicable, the State of the Executive’s residence) that the compensation and benefits provided under this Agreement do not result in the payment of Excess Severance Payments. The tax equalization payment shall be an amount which when added to the other amounts payable, or to be provided, to Executive under this Agreement will place Executive in the same position as if the excise tax penalty of Code Section 4999 (and any state tax statute), or any successor statute of similar import, did not apply to any of the compensation or benefits provided under this Agreement. The amount of this tax equalization payment shall be determined by the Company’s independent accountants and shall be paid to Executive, or remitted by the Company to the appropriate tax authorities to the extent subject to withholding on the date any excise tax under Code Section 4999 is due to be paid by Executive (through withholding or otherwise), but subject to any six-month delay that is applicable in accordance with Section VI.10. below.

Tax Equalization Payment. In addition to the amounts payable under Section 7(b) , the Company shall pay you a tax equalization payment ("TAX EQUALIZATION PAYMENT") in accordance with this Section 8. The Tax Equalization Payment shall be in an amount that when added to the other amounts payable to you under Section 7(b) will place you in the same after-tax position as if the excise tax penalty of Section 4999 of the Internal Revenue Code of 1986, as amended (the "CODE"), or any successor statute of similar import, did not apply to any of the amounts payable under Section 7(b) including any amounts paid under this Section 8. The amount of this Tax Equalization Payment shall be determined by the Company's independent accountants and shall be remitted to the applicable United States federal, state and local tax jurisdictions.

Tax Equalization Payment. It is intended that the payments to be made to the Officer hereunder shall not constitute "parachute payments" within the meaning of Section 280G(b)(2)(A) of the Code and this Agreement shall be construed to effect such intent. Payments to the Officer pursuant to this Agreement shall be in addition to any compensation due but not paid through the date of the Officer's termination or resignation and all other benefits or compensation to which the Officer is entitled under the Company's stock option, restricted stock and other employee benefit plans. Notwithstanding the foregoing, if Sections 280G or 4999 of the Code apply to any of the payments to be made pursuant to this Agreement or to any compensation received by the Officer under the Company's stock option, restricted stock or other employee benefit plans as a result of a Change in Control of the Company or the Bank, then in addition to any amounts payable to the Officer in accordance with Sections 5 and 6 of this Agreement, the Company also shall pay the Officer a tax equalization payment in an amount which, when added together with any other amounts payable to the Officer, will place the Officer in the same after-tax position as if the excise taxes imposed by Section 4999 of the Code, or any successor statute of similar import, had never been enacted and, therefore, did not apply. This Agreement shall apply and, if necessary, the tax equalization payment shall be made regardless of whether or not the Officer's employment is terminated by the Company. The amount of this tax equalization payment shall be determined by the Company's independent accountants and shall be payable to the Officer at the same time and in the same manner as amounts to which the payment relates are paid to the Officer. PALFED/Palmetto Federal Salary Continuation Agmt (May 1997) page 8

Tax Equalization Payment. The Company shall pay Executive a cash tax equalization payment in the gross amount of $513,000, less applicable taxes and withholdings (the “Equalization Payment”), subject to the terms and conditions as provided in this Agreement. The Equalization Payment shall be paid in two substantially equal installments on the Company’s first regularly scheduled payroll date for each complete calendar quarter beginning with the first complete calendar quarter beginning after the Effective Date (each, a “Payment Date”) so long as Executive remains continuously employed by the Company from the Effective Date through each Payment Date. Notwithstanding the foregoing or anything to the contrary herein, in the event a Change in Control occurs prior to the final Payment Date, then any unpaid portion of the Equalization Payment shall immediately become due and payable upon the consummation of such Change in Control so long as Executive remains continuously employed by the Company from the Effective Date through the date of such Change in Control.

Tax Equalization Payment. If all or any portion of the compensation or benefits provided to Executive under this Agreement are treated as Excess Severance Payments (whether by action of the Internal Revenue Service or otherwise), the Company shall protect Executive from depletion of the amount of such compensation and benefits by payment of a tax equalization payment in accordance with this subsection. In connection with any Internal Revenue Service examination, audit or other inquiry, the Company and Executive agree