To Executive. All communications from the Company to Executive relating to this Agreement must be sent to him in writing (or in any other manner he notifies the Company to use), addressed as follows: If Mailed: __________________ Address If Faxed: __________________ Fax: Tel.:
To Executive. All fees and expenses of the Accounting Firm shall be paid in full by the Company. Any Gross-Up Payment as determined pursuant to this Subsection IV(e)(ii) shall be paid by the Company to the Executive within five (5) business days after receipt of the Accounting Firm's determination, net of applicable withholding taxes. If the Accounting Firm determines that there is substantial authority (within the meaning of Section 6662 of the Code) that no Excise Tax is payable by Executive, the Accounting Firm shall furnish Executive with a written opinion that failure to disclose or report the Excise Tax on Executive's federal income tax return will not constitute a substantial understatement of tax or be reasonably likely to result in the imposition of a negligence or any other penalty. Any determination by the Accounting Firm shall be binding upon the Company and Executive in the absence of material mathematical or legal error. As a result of the uncertainty in the application of Section 4999 of the Code at the time the initial determination by the Accounting Firm hereunder, it is possible that Gross-Up Payments will not have been made by the Company that should have been made or that Gross-Up Payments will have been made that should not have been made, in each case, consistent with the calculations required to be made hereunder. In the event the Company exhausts its remedies pursuant to Subsection IV(e)(iii) below and Executive is thereafter required to make a payment of any Excise Tax or any interest, penalties or addition to tax related thereto, the Accounting Firm shall determine the amount of underpayment of Excise Taxes that has occurred and any such underpayment and interest, penalties or addition to tax shall be promptly paid by the Company to Executive along with such additional amounts described in Section (IV)(e)(i). In the event the Accounting Firm determines that an overpayment of Gross-Up Payment(s) has occurred, any such overpayment shall be treated for all purposes as a loan to Executive with interest at the applicable federal rate provided for in Section 7872(f)(2) of the Code, due and payable within ninety (90) days after written demand to Executive by the Company; provided, however, that Executive shall have no duty or obligation whatsoever to repay such loan if Executive's receipt of the overpayment, or any portion thereof, is included in Executive's income and Executive's repayment of the same is not deductible by Executive for federal and st...
To Executive. If Executive is not excused from work following the WARN Act Notice date, the regular salary or wages paid to Executive during the WARN Act Notice Period will constitute Executive’s usual compensation and not a benefit under this Agreement.
To Executive. If the Executive suffers a Termination Without Cause or Constructive Termination within two (2) years following a Change in Control, the Company will pay to the Executive the following:
To Executive. To the most recent home address on file with the Company. Each party, by written notice furnished to the other party, may modify the acceptable delivery address, except that notice of change of address shall be effective only upon receipt.
To Executive. The Drag-Along Notice shall state (i) the name and address of the Buyer, (ii) the price per share and the form of consideration which the Buyer proposes to pay for the purchased shares of Common Stock and (iii) the method of payment and other
To Executive. All communications from the Company to Executive relating to this Agreement must be sent to him in writing (or in any other manner he notifies the Company to use), addressed as follows: If Mailed: Xx. Xxxxxxx X. Margolis 000 Xxxxxxx Xxxxxx Xxxx Xxxxxx xxx Xxx, XX 00000-0000 If Faxed: Xx. Xxxxxxx X. Margolis Fax: (000) 000-0000 Tel.: (000) 000-0000
To Executive. Xx. Xxxx X. Glover 0000 Xxxxxxx Xxxx, X.X. Xxxxxxx, Xxxxxxx 00000 With a copy to: Xx. Xxxxxx X. Hardin Xxxxxx & Xxxxxx 2700 International Tower 000 Xxxxxxxxx Xxxxxx Xxxxxxx, Xxxxxxx 00000
To Executive. The Company may terminate Executive's employment immediately upon notice by beginning payment of the Severance Compensation. As used herein, "Severance Compensation" shall mean an amount equal to one (1) year of Executive's Base Salary in effect at the time of any termination of Executive's employment which triggers the payment of Severance Compensation plus the amount of earned accrued Bonus as of the date of the termination of Executive's employment with the Company (based upon the incentive compensation bonus plan in effect as of the date of such termination of employment). The Company shall pay the Severance Compensation to Executive in installments and such amounts and at such times as consistent with the Company's payment of Executive's Base Salary prior to the termination of Executive's employment with the Company. In the event any termination of employment results in Severance Compensation, Executive shall also be entitled to be paid for the value of his accrued but unused vacation at the time of such termination. The acceptance of Severance Compensation shall be deemed to constitute a release by the Executive of any and all claims, liabilities, causes of action, or any other assertion of liability by the Executive against the Company, except for the payment of the remainder of Severance Compensation, and the payment of any reimbursable amounts or benefits to which Executive is entitled under this Agreement.
