Common use of Additional Payment to Account for Excise Taxes Clause in Contracts

Additional Payment to Account for Excise Taxes. If as a result of a Change in Control the Executive becomes entitled to acceleration of benefits under this Agreement or under any other plan or agreement of or with the Bank or Unizan Financial Corp., including accelerated vesting of stock options granted under the "UNB Corp. 1997 Stock Option Plan" and "1987 Stock Option and Performance Unit Plan" and acceleration of benefits under any other benefit, compensation, or incentive plan or arrangement with Unizan Financial Corp. or the Bank (collectively, the "Total Benefits"), and if any part of the Total Benefits is subject to the Excise Tax under section 280G and section 4999 of the Internal Revenue Code (the "Excise Tax"), Unizan Financial Corp. shall pay to the Executive the following additional amounts, consisting of (1) a payment equal to the Excise Tax payable by the Executive under section 4999 on the Total Benefits (the "Excise Tax Payment") and (2) a payment equal to the amount necessary to provide the Excise Tax Payment net of all income, payroll, and excise taxes. Together, the additional amounts described in clauses (1) and (2) are referred to in this Agreement as the "Gross-Up Payment." Payment of the Gross-Up Payment shall be made in addition to the amount set forth in Section 2.4.

Additional Payment to Account for Excise Taxes. If as a result of a Change in Control the Executive becomes entitled to acceleration of benefits under this Agreement or under any other plan or agreement of or with the Bank or Unizan Financial Corp., including accelerated vesting of stock options granted under the "UNB Corp. 1997 Stock Option Plan" and "1987 Stock Option and Performance Unit Plan" and acceleration of benefits under any other benefit, compensation, or incentive plan or arrangement with Unizan Financial Corp. or the Bank (collectively, the "Total Benefits"), and if any part of the Total Benefits is subject to the Excise Tax under section 280G and section 4999 of the Internal Revenue Code (the "Excise Tax"), Unizan Financial Corp. shall pay to the Executive the following additional amounts, consisting of (1) a payment equal to the Excise Tax payable by the Executive under section 4999 on the Total Benefits (the "Excise Tax Payment") and (2) a payment equal to the amount necessary to provide the Excise Tax Payment net of all income, payroll, and excise taxes, calculated as provided hereinafter (the "Gross-Up Payment"). Together, the additional amounts described in clauses (1) and (2) are referred to in this Agreement as the "Adjusted Gross-Up Payment Amount." The difference between the full gross-up amount (which includes the Excise Tax Payment) and the Excise Tax Payment shall then be multiplied by a percentage to determine the Gross-Up Payment." . The percentage shall be either 100% or 50%, as determined under paragraph (e) of this Section 7.16. Payment of the Adjusted Gross-Up Payment Amount shall be made in addition to the amount set forth in Section 2.4.

Additional Payment to Account for Excise Taxes. If as a result of a Change in Control the Executive becomes entitled to acceleration of benefits under this Agreement or under any other plan or agreement of or with the NewMil Bank or Unizan Financial Corp.NewMil Bancorp, Inc., including accelerated vesting of stock options granted under the "UNB Corp. 1997 Stock Option Plan" and "1987 Stock Option and Performance Unit Plan" Plan and acceleration of benefits under any other benefit, compensation, or incentive plan or arrangement with Unizan Financial Corp. NewMil Bancorp, Inc. or the NewMil Bank (collectively, the "Total Benefits"), and if any part of the Total Benefits is -------------- subject to the Excise Tax under section 280G and section 4999 of the Internal Revenue Code (the "Excise Tax"), Unizan Financial Corp. NewMil Bancorp, Inc. shall pay to the Executive ---------- the following additional amounts, consisting of (1) a payment equal to the Excise Tax payable by the Executive under section 4999 on the Total Benefits under section 4999 of the Internal Revenue Code (the "Excise Tax Payment") ), and (2) a payment equal to ------------------ the amount necessary to provide the Excise Tax Payment net of all income, payroll, payroll and excise taxes. Together, the additional amounts described in clauses (1) and (2) are referred to in this Agreement as the "Gross-Up Payment." Payment ---------------- of the Gross-Up Payment shall be made in addition to the amount set forth in Section 2.4Article 7 hereof.

Additional Payment to Account for Excise Taxes. If as a result of a Change in Control the Executive becomes entitled to acceleration of benefits under this Salary Continuation Agreement or under any other plan or agreement of or with the Bank or Unizan Financial UNB Corp., including accelerated vesting of stock options granted under the "UNB Corp. Corp.'s 1997 Stock Option Plan" Plan and "1987 Stock Option and Performance Unit Plan" Plan and acceleration of benefits under any other benefit, compensation, compensation or incentive plan or arrangement with Unizan Financial UNB Corp. or the Bank (collectively, the "Total Benefits"), and if any part of the Total Benefits is subject to the Excise Tax under section Section 280G and section Section 4999 of the Internal Revenue Code (the "Excise Tax"), Unizan Financial UNB Corp. shall pay to the Executive the following additional amounts, consisting of (1) a payment equal to the Excise Tax payable by the Executive under section 4999 on the Total Benefits under Section 4999 of the Internal Revenue Code (the "Excise Tax Payment") ), and (2) a payment equal to the amount necessary to provide the Excise Tax Payment net of all income, payroll, payroll and excise taxes. Together, the additional amounts described in clauses (1) and (2) are referred to in this Agreement as the "Gross-Up Payment." Payment of the Gross-Up Payment shall be made in addition to the amount set forth in Section 2.42.4 hereof.