Common use of Gross-Up Payment Clause in Contracts

Gross-Up Payment. The term “Gross Up Payment” for purposes of this Agreement shall mean a payment to or on behalf of Executive which shall be sufficient to pay (i) any excise tax described in § 9 in full, (ii) any federal, state and local income tax and social security and other employment tax on the payment made to pay such excise tax as well as any additional taxes on such payment and (iii) any interest or penalties assessed by the Internal Revenue Service on Executive which are related to the payment of such excise tax unless such interest or penalties are attributable to Executive’s willful misconduct or negligence.

Appears in 19 contracts

Samples: Change in Control Agreement (Suntrust Banks Inc), Change in Control Agreement (Suntrust Banks Inc), Change in Control Agreement (Suntrust Banks Inc)

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Gross-Up Payment. The term "Gross Up Payment" for purposes of ---------------- this Agreement shall mean a payment to or on behalf of Executive which shall be sufficient to pay (i) any excise tax described in § (S) 9 in full, (ii) any federal, state and local income tax and social security and other employment tax on the payment made to pay such excise tax as well as any additional taxes on such payment and (iii) any interest or penalties assessed by the Internal Revenue Service on Executive which are related to the payment of such excise tax unless such interest or penalties are attributable to Executive’s 's willful misconduct or negligence.

Appears in 12 contracts

Samples: Change in Control Agreement (Suntrust Banks Inc), Control Agreement (Suntrust Banks Inc), Control Agreement (Suntrust Banks Inc)

Gross-Up Payment. The term "Gross Up Payment" for purposes of this Agreement shall mean a payment to or on behalf of Executive which shall be sufficient to pay (ia) any excise tax described in § 9 Section 13 in full, (iib) any federal, state and local income tax and social security and other employment tax on the payment made to pay such excise tax as well as any additional taxes on such payment and (iiic) any interest or penalties assessed by the Internal Revenue Service on Executive which are related to the payment of such excise tax unless such interest or penalties are attributable to Executive’s 's willful misconduct or gross negligence.

Appears in 8 contracts

Samples: Employment and Change in Control Agreement (Post Apartment Homes Lp), Employment and Change in Control Agreement (Post Apartment Homes Lp), Employment Agreement (Post Apartment Homes Lp)

Gross-Up Payment. The term "Gross Up Payment" for purposes of this Agreement shall mean a payment to or on behalf of Executive which shall be sufficient to pay (ia) any excise tax described in § 9 Section 8 in full, (iib) any federal, state and local income tax and social security and other employment tax on the payment made to pay such excise tax as well as any additional taxes on such payment and (iiic) any interest or penalties assessed by the Internal Revenue Service on Executive which are related to the payment of such excise tax unless such interest or penalties are attributable to Executive’s 's willful misconduct or gross negligence.

Appears in 4 contracts

Samples: Change in Control Agreement (Post Apartment Homes Lp), Change in Control Agreement (Post Apartment Homes Lp), Control Agreement (Post Apartment Homes Lp)

Gross-Up Payment. The term "Gross Up Payment" for purposes of this Agreement shall mean a payment to or on behalf of Executive which shall be sufficient to pay (i) any excise tax described in § 9 in full, (ii) any federal, state and local income tax and social security and other employment tax on the payment made to pay such excise tax as well as any additional taxes on such payment and (iii) any interest or penalties assessed by the Internal Revenue Service on Executive which are related to the payment of such excise tax unless such interest or penalties are attributable to Executive’s 's willful misconduct or negligence.

Appears in 2 contracts

Samples: Change in Control Agreement (Suntrust Banks Inc), Change in Control Agreement (Suntrust Banks Inc)

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Gross-Up Payment. The term "Gross Up Payment" for purposes of this Agreement shall mean a payment to or on behalf of Executive which shall be sufficient to pay (ia) any excise tax described in § 9 Section 4 in full, (iib) any federal, state and local income tax and social security and other employment tax on the payment made to pay such excise tax as well as any additional taxes on such payment and (iiic) any interest or penalties assessed by the Internal Revenue Service on Executive which are related to the payment of such excise tax unless such interest or penalties are attributable to Executive’s 's willful misconduct or gross negligence.

Appears in 1 contract

Samples: Separation Agreement (Carmike Cinemas Inc)

Gross-Up Payment. The term “Gross Up Payment” for purposes of this Agreement shall mean means a payment to or on behalf of Executive which shall be sufficient to pay (i) any excise tax described in § 9 4.4(c)(3) in full, (ii) any federal, state and local income tax and social security and other employment tax on the payment made to pay such excise tax as well as any additional taxes taxes, including excise taxes, on such payment and (iii) any interest or penalties assessed by the Internal Revenue Service on Executive which are related to the payment of such excise tax unless such interest or penalties are attributable to Executive’s willful misconduct or negligence.

Appears in 1 contract

Samples: Non Competition and Severance Agreement (Chattem Inc)

Gross-Up Payment. The term "Gross Up Payment" for purposes of this Agreement shall mean a payment to or on behalf of Executive which shall be sufficient to pay (i) any excise tax described in § ss. 9 in full, (ii) any federal, state and local income tax and social security and other employment tax on the payment made to pay such excise tax as well as any additional taxes on such payment and (iii) any interest or penalties assessed by the Internal Revenue Service on Executive which are related to the payment of such excise tax unless such interest or penalties are attributable to Executive’s 's willful misconduct or negligence.

Appears in 1 contract

Samples: Change in Control Agreement (Suntrust Banks Inc)

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