Time for Payment. The Company will pay the estimated amount of the Gross Up Payments in cash to Executive at such time or times when the Excise Tax is due. Executive and the Company and their respective tax advisors agree to confer and reasonably cooperate in the determination of the actual amount of the Gross Up Payments. Without limiting the foregoing, Executive shall, if requested by the Company, cooperate in a valuation of Executive's obligations under paragraph 5 of this Agreement by a valuation firm selected and paid for by the Company. Further, Executive and the Company agree to make such adjustments to the estimated amount of the Gross Up Payments as may be necessary to equal the actual amount of the Gross Up Payments, which in the case of Executive will refer to refunds of prior overpayments and in the case of the Company will refer to makeup of prior underpayments.
Appears in 6 contracts
Samples: Executive Employment Agreement (Wyndham International Inc), Employment Agreement (Wyndham International Inc), Executive Employment Agreement (Wyndham International Inc)
Time for Payment. The Company will pay the estimated amount of the Gross Up Payments in cash to Executive at such time or times when the Excise Tax is due. Executive and the Company and their respective tax advisors agree to confer and reasonably cooperate in the determination of the actual amount of the Gross Up Payments. Without limiting the foregoing, Executive shall, if requested by the Company, cooperate in a valuation of Executive's ’s obligations under paragraph 5 of this Agreement by a valuation firm selected and paid for by the Company. Further, Executive and the Company agree to make such adjustments to the estimated amount of the Gross Up Payments as may be necessary to equal the actual amount of the Gross Up Payments, which in the case of Executive will refer to refunds of prior overpayments and in the case of the Company will refer to makeup of prior underpayments.
Appears in 4 contracts
Samples: Executive Employment Agreement (Wyndham International Inc), Executive Employment Agreement (Wyndham International Inc), Executive Employment Agreement (Wyndham International Inc)
Time for Payment. The Company will pay the estimated amount of the Gross Up Payments Payment in cash to Executive at such time or times when the Excise Tax is due. Executive and the Company and their respective tax advisors agree to confer and reasonably cooperate in the determination of the actual amount of the Gross Up PaymentsPayment. Without limiting the foregoing, Executive shall, if requested by the Company, cooperate in a valuation of Executive's ’s obligations under paragraph 5 of this Agreement by a valuation firm selected and paid for by the Company. Further, Executive and the Company agree to make such adjustments to the estimated amount of the Gross Up Payments Payment as may be necessary to equal the actual amount of the Gross Up PaymentsPayment, which in the case of Executive will refer to refunds of prior overpayments and in the case of the Company will refer to makeup of prior underpayments.
Appears in 3 contracts
Samples: Executive Employment Agreement (Wyndham International Inc), Executive Employment Agreement (Wyndham International Inc), Executive Employment Agreement (Wyndham International Inc)
Time for Payment. The Company will pay the estimated amount of the Gross Up Payments Payment in cash to Executive at such time or times when the Excise Tax is due. Executive and the Company and their respective tax advisors agree to confer and reasonably cooperate in the determination of the actual amount of the Gross Up PaymentsPayment. Without limiting the foregoing, Executive shall, if requested by the Company, cooperate in a valuation of Executive's ’s obligations under paragraph 5 of this Agreement by a valuation firm selected and paid for by the Company. Further, Executive and the Company agree to make such adjustments to the estimated amount of the Gross Up Payments Payment as may be necessary to equal the actual amount of the Gross Up PaymentsPayment, which in the case of Executive will refer to refunds of prior overpayments and in the case of the Company will refer to makeup of prior underpayments.underpayments.-
Appears in 2 contracts
Samples: Executive Employment Agreement (CorePoint Lodging Inc.), Executive Employment Agreement (La Quinta Holdings Inc.)
Time for Payment. The Company will pay the estimated amount of the Gross Up Payments in cash to Executive at such time or times when the Excise Tax is due. Executive and the Company and their respective tax advisors agree to confer and reasonably cooperate in the determination of the actual amount of the Gross Up Payments. Without limiting the foregoing, Executive shall, if requested by the Company, cooperate in a valuation of Executive's obligations under paragraph 5 6 of this Agreement by a valuation firm selected and paid for by the Company. Further, Executive and the Company agree to make such adjustments to the estimated amount of the Gross Up Payments as may be necessary to equal the actual amount of the Gross Up Payments, which in the case of Executive will refer to refunds of prior overpayments and in the case of the Company will refer to makeup of prior underpayments.
Appears in 1 contract
