Common use of Limitation on Parachute Payments Clause in Contracts

Limitation on Parachute Payments. Any other provision of this Section 12 notwithstanding, if the Excise Tax could be avoided by reducing the Total Payments by 5% or less, then the Total Payments shall be reduced to the extent necessary to avoid the Excise Tax and no Gross-Up Payment shall be made. If the Accounting Firm determines that the total Payments are to be reduced under the preceding sentence, then the Company shall promptly give the Employee notice to that effect and a copy of the detailed calculation thereof. The Employee may then elect, in the Employee's sole discretion, which and how much of the total Payments are to be eliminated or reduced (as long as after such election no Excise Tax will be payable) and shall advise the Company in writing of the Employee's election within 10 days of receipt of notice. If no such election is made by the Employee within such 10 day period, then the Company may elect which and how much of the total Payments are to be eliminated or reduced (as long as after such election, no Excise Tax will be payable) and shall notify the Employee promptly of such election.

Limitation on Parachute Payments. Any other provision of this Section 12 5 notwithstanding, if the Excise Tax could be avoided by reducing aggregate amount of the Total Payments that would be subject to the Excise Tax exceeds the Parachute Threshold by 5% or lessless than 10%, then the Total Payments shall be reduced to the extent necessary to avoid the Excise Tax and no Gross-Up Payment shall be made. If the Accounting Firm determines that the total Total Payments are to be reduced under the preceding sentence, then the Company shall promptly give the Employee notice to that effect and a copy of the detailed calculation thereof. The Employee may then elect, in the Employee's his sole discretion, which and how much of the total Total Payments are to be eliminated or reduced (as long as after such election no Excise Tax will shall be payable) ), and the Employee shall advise the Company in writing of the Employee's his election within 10 days of receipt of notice. If the Employee makes no such election is made by the Employee within such 10 10-day period, then the Company may elect which and how much of the total Payments are to be eliminated or reduced (as long as after such election, no Excise Tax will be payable) and shall notify the Employee promptly of such election.the

Limitation on Parachute Payments. Any other provision of this Section 12 5.4 notwithstanding, if the Excise Tax could be avoided by reducing the Total Payments Payment by 5% ten percent (10%) or less, then the Total Payments shall be reduced to the extent necessary to avoid the Excise Tax and no Gross-Up Payment shall be made. If the Accounting Firm determines that the total Total Payments are to be reduced under the preceding sentence, then the Company shall promptly give the Executive Employee notice to that effect and a copy of the detailed calculation thereof. The Executive Employee may then elect, in the Employee's his sole discretion, which and how much of the total Total Payments are to be eliminated or reduced (as long as after such election no Excise Tax will shall be payable) ), and the Executive Employee shall advise the Company in writing of the Employee's his election within 10 ten (10) days of receipt of notice. If the Executive Employee makes no such election is made by the Employee within such 10 day ten (10)-day period, then the Company may elect which and how much of the total Total Payments are to be eliminated or reduced (as long as after such election, election no Excise Tax will shall be payable) ), and it shall notify the Executive Employee promptly of such election.

Limitation on Parachute Payments. Any other provision of this Section 12 9 notwithstanding, if the Excise Tax could be avoided by reducing the Total Payments by 5% $50,000 or less, then the Total Payments shall be reduced to the extent necessary to avoid the Excise Tax and no Gross-Up Payment shall be made. If the Accounting Firm determines that the total Payments are to be reduced under the preceding sentence, then the Company shall promptly give the Employee notice to that effect and a copy of the detailed calculation thereof. The Employee may then elect, in the Employee's ’s sole discretion, which and how much of the total Payments are to be eliminated or reduced (as long as after such election no Excise Tax will be payable) and shall advise the Company in writing of the Employee's ’s election within 10 days of receipt of notice. If no such election is made by the Employee within such 10 day period, then the Company may elect which and how much of the total Payments are to be eliminated or reduced (as long as after such election, election no Excise Tax will be payable) and shall notify the Employee promptly of such election.

Limitation on Parachute Payments. Any other provision of this Section 12 notwithstanding, if the Excise Tax could be avoided by reducing the Total Payments by 5% or less, then the Total Payments shall be reduced to the extent necessary to avoid the Excise Tax and no Gross-Up Payment shall be made. If the Accounting Firm determines that the total Payments are to be reduced under the preceding sentence, then the Company shall promptly give the Employee notice to that effect and a copy of the detailed calculation thereof. The Employee may then elect, elect in the Employee's sole discretion, which and how much of the total Payments are to be eliminated or reduced (as long as after such election no Excise Tax will be payable) and shall advise the Company in writing of the Employee's election within 10 days of receipt of notice. If no such election is made by the Employee within such 10 day period, period then the Company may elect which and how much of the total Payments are to be eliminated or reduced (as long as after such election, no Excise Tax will be payable) and shall notify the Employee promptly of such election.

Limitation on Parachute Payments. Any other provision of this Section 12 7 notwithstanding, if the Excise Tax could be avoided by reducing the Total Payments by 5% $45,000 or less, then the Total Payments shall be reduced to the extent necessary to avoid the Excise Tax and no Gross-Up Payment shall be made. If the Accounting Firm determines that the total Total Payments are to be reduced under the preceding sentence, then the Company shall promptly give the Employee notice to that effect and a copy of the detailed calculation thereof. The Employee may then elect, in the Employee's sole discretion, which and how much of the total Total Payments are to be eliminated or reduced (as long as after such election no Excise Tax will be payable) and shall advise the Company in writing of the Employee's election within 10 days of receipt of notice. If no such election is made by the Employee within such 10 10-day period, then the Company may elect which and how much of the total Total Payments are to be eliminated or reduced (as long as after such election, election no Excise Tax will be payable) and shall notify the Employee promptly of such election.