Common use of Reduction Clause in Contracts

Reduction. Anything in this Agreement to the contrary notwithstanding, prior to the payment of the Lump Sum or the benefits payable hereunder in connection with the Executive's termination of employment, the certified public accountants for the Company immediately prior to a Change in Control (the "Certified Public Accountants"), shall determine as promptly as practical and in any event within 20 business days following the termination of employment of Executive whether any payment or distribution by the Company to or for the benefit of the Executive (whether paid or payable or distributed or distributable pursuant to the terms of this Agreement or otherwise) (a "Payment") would more likely than not be nondeductible by HUBCO for Federal income purposes because of Section 280G of the Internal Revenue Code of 1986, as amended (the "Code"), and if it is then the aggregate present value of amounts payable or distributable to or for the benefit of the Executive pursuant to this Agreement in connection with the Executive's termination of employment (such payments or distributions pursuant to this Agreement are hereinafter referred to as "Agreement Payments") shall be reduced (but not below zero) to the Reduced Amount. For purposes of this paragraph, the "Reduced Amount" shall be an amount expressed in present value which maximizes the aggregate present value of Agreement Payments without causing any Payment to be nondeductible by HUBCO because of said Section 280G of the Code.

Appears in 4 contracts

Samples: Change in Control Severance and Employment Agreement (Hubco Inc), Employment Agreement (Hubco Inc), Control Severance and Employment Agreement (Hubco Inc)

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Reduction. Anything in this Agreement to the contrary notwithstanding, prior to the payment of the Lump Sum or the benefits payable hereunder in connection with the Executive's ’s termination of employment, the certified public accountants for the Company immediately prior to a Change in Control (the "Certified Public Accountants"), shall determine as promptly as practical and in any event within 20 business days following the termination of employment of Executive whether any payment or distribution by the Company to or for the benefit of the Executive (whether paid or payable or distributed or distributable pursuant to the terms of this Agreement or otherwise) (a "Payment") would more likely than not be nondeductible by HUBCO HUB for Federal income purposes because of Section 280G of the Internal Revenue Code of 1986, as amended (the "Code"), and if it is then the aggregate present value of amounts payable or distributable to or for the benefit of the Executive pursuant to this Agreement in connection with the Executive's ’s termination of employment (such payments or distributions pursuant to this Agreement are hereinafter referred to as "Agreement Payments") shall be reduced (but not below zero) to the Reduced Amount. For purposes of this paragraph, the "Reduced Amount" shall be an amount expressed in present value which maximizes the aggregate present value of Agreement Payments without causing any Payment to be nondeductible by HUBCO HUB because of said Section 280G of the Code.

Appears in 3 contracts

Samples: Change in Control Severance and Employment Agreement (Hudson United Bancorp), Control, Severance and Employment Agreement (Hudson United Bancorp), Control Severance and Employment Agreement (Hudson United Bancorp)

Reduction. Anything in this Agreement to the contrary notwithstanding, prior to the payment of the Lump Sum or the benefits payable hereunder in connection with the Executive's termination of employment, the certified public accountants for the Company immediately prior to a Change in Control (the "Certified Public Accountants"), shall determine as promptly as practical and in any event within 20 business days following the termination of employment of Executive whether any payment or distribution by the Company to or for the benefit of the Executive (whether paid or payable or distributed or distributable pursuant to the terms of this Agreement or otherwise) (a "Payment") would more likely than not be nondeductible by HUBCO the Company for Federal income purposes because of Section 280G of the Internal Revenue Code of 1986, as amended (the "Code"), and if it is then the aggregate present value of amounts payable or distributable to or for the benefit of the Executive pursuant to this Agreement in connection with the Executive's termination of employment (such payments or distributions pursuant to this Agreement are hereinafter referred to as "Agreement Payments") shall be reduced (but not below zero) to the Reduced Amount. For purposes of this paragraph, the "Reduced Amount" shall be an amount expressed in present value which maximizes the aggregate present value of Agreement Payments without causing any Payment to be nondeductible by HUBCO the Company because of said Section 280G of the Code.

Appears in 3 contracts

Samples: Severance and Employment Agreement (Hudson United Bancorp), Severance and Employment Agreement (Hudson United Bancorp), Employment Agreement (Hudson United Bancorp)

Reduction. Anything in this Agreement to the contrary notwithstanding, prior to the payment of the Lump Sum or the benefits payable hereunder in connection with the Executive's termination of employment, the certified public accountants for the Company immediately prior to a Change in Control (the "Certified Public Accountants"), shall determine as promptly as practical and in any event within 20 business days following the termination of employment of Executive whether any payment or distribution by the Company to or for the benefit of the Executive (whether paid or payable or distributed or distributable pursuant to the terms of this Agreement or otherwise) (a "Payment") would more likely than not be nondeductible by HUBCO Bancorp for Federal income purposes because of Section 280G of the Internal Revenue Code of 1986, as amended (the "Code"), and if it is then the aggregate present value of amounts payable or distributable to or for the benefit of the Executive pursuant to this Agreement in connection with the Executive's termination of employment (such payments or distributions pursuant to this Agreement are hereinafter referred to as "Agreement Payments") shall be reduced (but not below zero) to the Reduced Amount. For purposes of this paragraph, the "Reduced Amount" shall be an amount expressed in present value which maximizes the aggregate present value of Agreement Payments without causing any Payment to be nondeductible by HUBCO Bancorp because of said Section 280G of the Code.

Appears in 2 contracts

Samples: Severance and Employment Agreement (Hudson United Bancorp), Severance and Employment Agreement (Hudson United Bancorp)

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Reduction. Anything in this Agreement to the contrary notwithstanding, prior to the payment of the Lump Sum or the benefits payable hereunder in connection with the Executive's ’s termination of employment, the certified public accountants for the Company immediately prior to a Change in Control (the "Certified Public Accountants"), shall determine as promptly as practical and in any event within 20 business days following the termination of employment of Executive whether any payment or distribution by the Company to or for the benefit of the Executive (whether paid or payable or distributed or distributable pursuant to the terms of this Agreement or otherwise) (a "Payment") would more likely than not be nondeductible by HUBCO the Company for Federal income purposes because of Section 280G of the Internal Revenue Code of 1986, as amended (the "Code"), and if it is then the aggregate present value of amounts payable or distributable to or for the benefit of the Executive pursuant to this Agreement in connection with the Executive's ’s termination of employment (such payments or distributions pursuant to this Agreement are hereinafter referred to as "Agreement Payments") shall be reduced (but not below zero) to the Reduced Amount. For purposes of this paragraph, the "Reduced Amount" shall be an amount expressed in present value which maximizes the aggregate present value of Agreement Payments without causing any Payment to be nondeductible by HUBCO the Company because of said Section 280G of the Code.

Appears in 2 contracts

Samples: Severance and Employment Agreement (Hudson United Bancorp), Severance and Employment Agreement (Hudson United Bancorp)

Reduction. Anything in this Agreement to the contrary notwithstanding, prior to the payment of the Lump Sum or the benefits payable hereunder in connection with the Executive's termination of employment, the certified public accountants for the Company immediately prior to a Change in Control (the "Certified ACertified Public Accountants"Accountants@), shall determine as promptly as practical and in any event within 20 business days following the termination of employment of Executive whether any payment or distribution by the Company to or for the benefit of the Executive (whether paid or payable or distributed or distributable pursuant to the terms of this Agreement or otherwise) (a "Payment"APayment@) would more likely than not be nondeductible by HUBCO for Federal income purposes because of Section 280G of the Internal Revenue Code of 1986, as amended (the "Code"ACode@), and if it is then the aggregate present value of amounts payable or distributable to or for the benefit of the Executive pursuant to this Agreement in connection with the Executive's termination of employment (such payments or distributions pursuant to this Agreement are hereinafter referred to as "Agreement Payments"AAgreement Payments@) shall be reduced (but not below zero) to the Reduced Amount. For purposes of this paragraph, the "Reduced Amount" AReduced Amount@ shall be an amount expressed in present value which maximizes the aggregate present value of Agreement Payments without causing any Payment to be nondeductible by HUBCO because of said Section 280G of the Code.

Appears in 2 contracts

Samples: Control, Severance and Employment Agreement (Hudson United Bancorp), Severance and Employment Agreement (Hudson United Bancorp)

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