Tax Equalization Payment. In addition to the amounts payable under Section 7 hereof, if it shall be determined that any event or any payment, vesting, distribution, or transfer by the Company (or any successor, affiliate or by any other person) to you or for your benefit under the terms of this Agreement or otherwise (including, without limitation, the Stock Option Agreement(s), the Deferred Compensation Plan Agreement(s), the Split Dollar Life Insurance Agreement or any employee benefit plan) (collectively, a “Payment”) would be subject to or result in the imposition of the excise tax under Section 4999 of the Internal Revenue Code of 1986, as amended (the “Code”) (and any regulations issued thereunder, any successor provision, and any similar provision of state or local income tax law) (collectively, the “Excise Tax”), then the Company shall pay to you a lump sum (“Tax Equalization Payment”) in an amount sufficient that, after payment of the federal, state or local income, employment or other required taxes (other than taxes that may be imposed by Section 409A of the Code) (“Regular Taxes”), you shall receive an amount equal to the Excise Tax. In determining the amount of any Regular Taxes, the maximum applicable marginal rate of tax for the year in which the Tax Equalization Payment is payable shall be used. The amount of this Tax Equalization Payment shall be determined by the Company’s independent accountants.
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. 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) 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) (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. 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. 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 5 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. (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 (including additional Excise Taxes).
(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 De...
Tax Equalization Payment. For such time as Executive’s service is based in Germany, LeMaitre shall pay Executive a Tax Equalization Payment. The “Tax Equalization Payment” shall equal, for any calendar year, an amount on an after-tax basis equal to the difference between (i) the income taxes that Executive is actually required to pay in Germany on account of amounts paid to Executive by LV GmbH under Sections 1.3(a), 1.3(d), 1.3(k)(i), and 1.3(k)(ii) hereof in to the prior year (but not any other amounts due Executive hereunder or otherwise), after giving effect to split pay, and (ii) the amount that Executive would otherwise be required to pay on account of such amounts from that year had Executive been resident and working solely in Massachusetts during that year. The amount of the Tax Equalization Payment shall be determined prior to June 30 of each year based upon the calculation set forth on Exhibit B hereto by both an accountant selected by LeMaitre and an accountant selected by Executive. If LeMaitre’s accountant and Executive’s accountant are unable to agree upon the amount of the Tax Equalization Payment, then LeMaitre and Executive shall cause their accountants to jointly select a third accountant to determine the amount of Tax Equalization Payment prior to June 30 of that year, which amount shall not be greater than the amount determined by Executive’s accountant or less than the amount determined by LeMaitre’s accountant. LeMaitre shall pay Executive the Tax Equalization Payment in four equal quarterly installments. LeMaitre and Executive agree that the Tax Equalization Payment to be paid commencing in 2003 shall equal thirty-eight thousand euro (€38.000), but shall be pro-rated for the period commencing May 16, 2003 and ending December 31, 2003, resulting in a Tax Equalization Payment of twenty-three thousand seven hundred fifty euro (€23.750).
Tax Equalization Payment. Newmont agrees to pay Executive during the term of this Agreement (as defined in Section 4 hereof) at least annually, on or before December 1 of each year (or in the case of the first payment after execution of this Agreement within 60 days thereafter) (referred to as the "Payment Date"), an amount (referred to as the "Tax Equalization Payment") equal to the sum of the following:
(a) the annual premium for such calendar year for guaranteed renewable term life insurance with at least a ten year level premium structure and insuring the life of Executive in the amount of $5,000,000 in death benefits (referred to as the "Executive Premium");
(b) the annual premium for such calendar year for guaranteed renewable term life insurance with at least a ten-year level premium structure and insuring the life of Spouse in an amount of $1,000,000 in death benefits (referred to as the "Spousal Premium"); and
(c) the additional income taxes for the calendar year which includes the Payment Date estimated to be imposed by the United States federal government, state governments, local governments and other non-United States jurisdictions and payable by Executive or Spouse with respect to payment by Newmont of the Tax Equalization Payment (referred to as the "Tax Gross-Up Amount").
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
Tax Equalization Payment. In addition to the amounts payable under Section 8, the Company shall pay you a tax equalization payment (“Tax Equalization Payment”) in accordance with this Section 9. The Tax Equalization Payment shall be in an amount that when added to the other amounts payable to you under Section 8 will place you in the same after-tax position as if the excise tax penalty of Section 4999 of the Code, or any successor statute of similar import, did not apply to any of the amounts payable under Section 8 including any amounts paid under this Section 9. The amount of this Tax Equalization Payment will be determined by the Company’s independent accountants and shall be remitted on your behalf to the applicable United States federal, state and local tax jurisdictions. Such Tax Equalization Payment will be made by the end of your taxable year next following your taxable year in which you remit the related taxes; provided, however, that the amount of taxes eligible for equalization under this Section 9 during one of your taxable years may not affect the amount of taxes eligible for equalization in any other taxable year and provided further that your right to equalization of such taxes is not subject to liquidation or exchange for any other benefit.
