Common use of Indemnification for Excise Tax Clause in Contracts

Indemnification for Excise Tax. (a) In the event that (i) the Executive becomes entitled to the Severance Payments in accordance with this Section 2, and (ii) such Severance Payment and any other benefits or payments (including transfers of property) that the Executive receives, or is to receive, pursuant to this Agreement or any other agreement, plan or arrangement with the Company in connection with a Change of Control (“Other Benefits”) shall be subject to the tax imposed pursuant to Section 4999 of the Internal Revenue Code of 1986, as amended (the “Code”) (or any successor thereto) or any comparable provision of state law (collectively, the “Excise Tax”), then the Company or its successor shall pay to the Executive within 30 days after the termination of the Executive’s employment with the Company or its successor, an additional amount (the “Gross-Up Payment”) determined in accordance with the following provisions. The Gross-Up Payment shall be equal to the amount necessary so that the net amount retained by the Executive, after subtracting the Excise Tax and after also subtracting all federal, state or local income tax, FICA tax and Excise Tax on the Gross-Up Payment, shall be equal to the net amount the Executive would have retained if no Excise Tax had been imposed and no Gross-Up Payment had been made. It is intended that the Executive shall not suffer any loss or expense resulting from the assessment of any Excise Tax or the Company’s reimbursement of the Executive for any such Excise Tax.

Indemnification for Excise Tax. (a) In the event that (i) the Executive becomes entitled to the Severance Payments in accordance with this Section 2, and (ii) such Severance Payment and any other benefits or payments (including transfers of property) that the Executive receives, or is to receive, pursuant to this Agreement or any other agreement, plan or arrangement with the Company in connection with a Change of in Control (“"Other Benefits”") shall be subject to the tax imposed pursuant to Section 4999 of the Internal Revenue Code of 1986, as amended (the “"Code”") (or any successor thereto) or any comparable provision of state law (collectively, the “"Excise Tax”"), then the Company or its successor shall pay to the Executive within 30 days after the termination of the Executive’s 's employment with the Company or its successor, an additional amount (the “"Gross-Up Payment”") determined in accordance with the following provisions. The Gross-Up Payment shall be equal to the amount necessary so that the net amount retained by the Executive, after subtracting the Excise Tax and after also subtracting all federal, state or local income tax, FICA tax and Excise Tax on the Gross-Up Payment, shall be equal to the net amount the Executive would have retained if no Excise Tax had been imposed and no Gross-Up Payment had been made. It is intended that the Executive shall not suffer any loss or expense resulting from the assessment of any Excise Tax or the Company’s 's reimbursement of the Executive for any such Excise Tax.

Indemnification for Excise Tax. (a) In the event that (i) the Executive becomes entitled to the Severance Payments Change of Control Payment in accordance with this Section 2, and (ii) such Severance Change of Control Payment and any other benefits or payments (including transfers of property) that the Executive receives, or is to receive, pursuant to this Agreement or any other agreement, plan or arrangement with the Company in connection with a Change of Control (“Other Benefits”) shall be subject to the tax imposed pursuant to Section 4999 of the Internal Revenue Code of 1986, as amended (the “Code”) (or any successor thereto) or any comparable provision of state law (collectively, the “Excise Tax”), then the Company or its successor shall pay to the Executive within 30 days after the termination payment of the Executive’s employment with the Company or its successorChange of Control Payment, an additional amount (the “Gross-Up Payment”) determined in accordance with the following provisions. The Gross-Up Payment shall be equal to the amount necessary so that the net amount retained by the Executive, after subtracting the Excise Tax and after also subtracting all federal, state or local income tax, FICA tax and Excise Tax on the Gross-Up Payment, shall be equal to the net amount the Executive would have retained if no Excise Tax had been imposed and no Gross-Up Payment had been made. It is intended that the Executive shall not suffer any loss or expense resulting from the assessment of any Excise Tax or the Company’s reimbursement of the Executive for any such Excise Tax.