Common use of Gross-up for Certain Taxes Clause in Contracts

Gross-up for Certain Taxes. If it is determined (by the -------------------------- reasonable computation of Xxxxxxxx'x independent auditors, which determinations shall be certified to by such auditors and set forth in a written certificate ("Certificate") delivered to the Executive) that any benefit received or deemed received by the Executive from Xxxxxxxx pursuant to this Agreement or otherwise (collectively, the "Payments") is or will become subject to any excise tax under Section 4999 of the Code or any similar tax payable under any United States federal, state, local or other law (such excise tax and all such similar taxes collectively, "Excise Taxes"), then Xxxxxxxx shall, immediately after such determination, pay the Executive an amount (the "Gross-up Payment") equal to the product of:

Gross-up for Certain Taxes. If it is determined (by the -------------------------- reasonable computation of Xxxxxxxx'x independent auditors, which determinations shall be certified to by such auditors and set forth in a written certificate ("Certificate") delivered to the Executive) that any benefit received or deemed received by the Executive from Xxxxxxxx pursuant to this Agreement or otherwise (collectively, the "Payments") is or will become subject to any excise tax under Section 4999 of the Code or any similar tax payable under any United States federal, state, local or other law (such excise tax and all such similar taxes collectively, "Excise Taxes"), then Xxxxxxxx shall, immediately after such determination, pay the Executive an amount (the "Gross-up Payment") equal to the product of:

Gross-up for Certain Taxes. (a) If it is determined (by the -------------------------- reasonable computation of Xxxxxxxx'x the Company's independent auditors, which determinations shall be certified to by such auditors and set forth in a written certificate ("Company Certificate") delivered to the Executive) that any benefit received or deemed received by the Executive from Xxxxxxxx the Company pursuant to this Agreement or otherwise (collectively, the "Potential Parachute Payments") is or will become subject to any excise tax under Section 4999 of the Code or any similar tax payable under any United States federal, state, local or other law (such excise tax and all such similar taxes collectively, "Excise Taxes"), then Xxxxxxxx the Company shall, immediately after such determination, pay the Executive an amount (the "Gross-up Payment") equal to the product of:

Gross-up for Certain Taxes. If it is determined (by the -------------------------- reasonable computation of Xxxxxxxx'x the Company's independent auditors, which determinations shall be certified to by such auditors and set forth in a written certificate ("Certificate") delivered to the Executive) that any benefit received or deemed received by the Executive from Xxxxxxxx the Company pursuant to this Agreement or otherwise (collectively, the "Payments") is or will become subject to any excise tax under Section 4999 of the Code or any similar tax payable under any United States federal, state, local or other law (such excise tax and all such similar taxes collectively, "Excise Taxes"), then Xxxxxxxx the Company shall, immediately after such determination, pay the Executive an amount (the "Gross-up Payment") equal to the product of:

Gross-up for Certain Taxes. (a) If it is determined (by the -------------------------- reasonable computation of Xxxxxxxx'x the Company’s independent auditors, which determinations shall be certified to by such auditors and set forth in a written certificate ("“Company Certificate"”) delivered to the Executive) that any benefit received or deemed received by the Executive from Xxxxxxxx the Company pursuant to this Agreement or otherwise (collectively, the "“Potential Parachute Payments"”) is or will become subject to any excise tax under Section 4999 of the Code or any similar tax payable under any United States federal, state, local or other law (such excise tax and all such similar taxes collectively, "“Excise Taxes"”), then Xxxxxxxx the Company shall, immediately after no later than the last day of the calendar year following the calendar year in which Executive pays such determinationExcise Taxes, pay the Executive an amount (the "“Gross-up Payment"”) equal to the product of:

Gross-up for Certain Taxes. If it is determined (by the -------------------------- reasonable computation of Xxxxxxxx'x the Employer's independent auditors, which determinations shall be certified to by such auditors and set forth in a written certificate ("Certificate") delivered to the Executive) that any benefit received or deemed received by the Executive from Xxxxxxxx the Company or Services pursuant to this Agreement or otherwise (collectively, the "Payments") is or will become subject to any excise tax under Section 4999 of the Code or any similar tax payable under any United States federal, state, local or other law (such excise tax and all such similar taxes collectively, "Excise Taxes"), then Xxxxxxxx the Employer shall, immediately after such determination, pay the Executive an amount (the "Gross-up Payment") equal to the product of:

Gross-up for Certain Taxes. (a) If it is determined (by the -------------------------- reasonable computation of Xxxxxxxx'x the Company’s independent auditors, which determinations shall be certified to by such auditors and set forth in a written certificate ("“Company Certificate"”) delivered to the Executive) that any benefit received or deemed received by the Executive from Xxxxxxxx the Company pursuant to this Agreement or otherwise (collectively, the "“Potential Parachute Payments"”) is or will become subject to any excise tax under Section 4999 of the Code or any similar tax payable under any United States federal, state, local or other law (such excise tax and all such similar taxes collectively, "“Excise Taxes"”), then Xxxxxxxx the Company shall, immediately after such determination, pay the Executive an amount (the "“Gross-up Payment"”) equal to the product of:

Gross-up for Certain Taxes. If it is determined (by the -------------------------- reasonable computation of Xxxxxxxx'x independent auditors, which determinations shall be certified to by such auditors and set forth in a written certificate ("Certificate") delivered to the Executive) that any benefit received or deemed received by the Executive from Xxxxxxxx pursuant to this Agreement or otherwise (collectively, the "Payments") is or will become subject to any excise tax under Section 4999 of the Code or any similar tax payable under any United States federal, state, local or other law (such excise tax and all such similar taxes collectively, "Excise Taxes"), then Xxxxxxxx shall, immediately after such determination, pay the Executive an amount (the "Gross-up Payment") equal to the product of:

Gross-up for Certain Taxes. If it is determined (by the reasonable -------------------------- reasonable computation of Xxxxxxxx'x KCSI's independent auditors, which determinations shall be certified to by such auditors and set forth in a written certificate ("Certificate") delivered to the Executive) that any benefit received or deemed received by the Executive from Xxxxxxxx KCSI or Railway pursuant to this Agreement or otherwise (collectively, the "Payments") is or will become subject to any excise tax under Section 4999 of the Code or any similar tax payable under any United States federal, state, local or other law (such excise tax and all such similar taxes collectively, "Excise Taxes"), then Xxxxxxxx KCSI shall, immediately after such determination, pay the Executive an amount (the "Gross-up Payment") equal to the product of: