Gross-Up Amount definition

Gross-Up Amount has the meaning set forth in definition of “Make Whole Amount.”

Gross-Up Amount has the meaning given to such term in Section 2.05 hereof.

Gross-Up Amount shall have the meaning provided in Section 4.04(a).

Examples of Gross-Up Amount in a sentence

The Company shall pay the Gross-Up Amount to the Executive no later than sixty (60) days following receipt of the Accounting Firm’s determination of the Gross-Up Amount.
The intent of the parties is that the Company shall be solely responsible for, and shall pay, any Excise Tax on the Original Payments and Gross-Up Amount and any income and employment taxes (including, without limitation, penalties and interest) imposed on the Gross-Up Amount.
If such determination is not finally accepted by the Internal Revenue Service (or state or local revenue authorities) on audit, then appropriate adjustments shall be computed (including Executive’s return of excess payments) based upon the amount of Excise Tax and any interest or penalties so determined; provided, however, that the Executive in no event shall owe the Company any interest on any portion of the Gross-Up Amount that is returned to the Company.
If no determination by the Company's independent auditors is made prior to the time Employee is required to file a tax return reflecting any portion of the Original Payments, Employee will be entitled to receive a Gross-Up Amount calculated on the basis of the Original Payments Employee reported in such tax return within 30 days of the filing of such tax return.
Any such Gross-Up Amount shall be paid by the end of the taxable year following the taxable year in which the Excise Tax was paid.

Gross-Up Amount shall have the meaning set forth in Section 16.

Gross-Up Amount means the lesser of (i) $1,000,000 and (ii) the quotient equal to (A) the aggregate excise taxes which would be imposed on Executive under Section 4999 of the Code in connection with a Change in Control of the Company, determined without regard to the provisions of this Section 16, divided by (B) one minus the highest marginal income and excise Tax rate applicable to Executive for the calendar year in which occurred the Change in Control, determined as if all Contingent Payments were paid without regard to the provisions of this Section 16.

Gross-Up Amount means an amount, after the payment of federal, state and local income tax on such amount, that is necessary to pay the federal, state and local income tax on the taxable payments for such calendar year. For purposes of determining the Gross-Up Amount, Executive shall be considered to pay federal, state and local income taxes at the highest marginal rate, net of the maximum reduction in federal income taxes that could be obtained from the deduction of state and local taxes.

Gross-Up Amount means the amount, if any, due by the Company to any Person with respect to the consummation of the Transactions pursuant to the Gross-Up Agreements.

Gross-Up Amount means any additional amount as may be necessary in order that the net amount received by a Holder after deduction of Withholding Tax shall equal the amount which would have been received had no such deduction or withholding been required.

Gross-Up Amount has the meaning given to such term in Section 4(b) hereof.

Gross-Up Amount means, in relation to any amount payable hereunder which is subject to VAT payable by its recipient, such amount by which the relevant payment shall be increased so that, upon payment of such VAT, the recipient would keep such amount of payment as if such VAT was not payable or paid;