Common use of Tax Reimbursement Clause in Contracts

Tax Reimbursement. (a) Anything in this Agreement to the contrary notwithstanding, in the event it shall be determined that any payments or distributions by Ceridian to or for the benefit of Executive (whether paid or payable or distributed or distributable pursuant to the terms of this Agreement or otherwise, but determined without regard to any payments required under this Section 7.04) (collectively, the "Payments") would be subject to the excise tax imposed by Section 4999 of the Code or any interest or penalties are incurred by Executive with respect to such excise tax (such excise tax, together with any such interest and penalties, are hereinafter collectively referred to as the "Excise Tax"), then Executive shall be entitled to receive an additional payment (a "Gross-Up Payment") in an amount such that, after payment by Executive of all taxes (and any interest or penalties imposed with respect to such taxes), including any income taxes and Excise Tax imposed upon the Gross-Up Payment, Executive retains an amount of the Gross-Up Payment equal to the Excise Tax imposed upon the Payments.

Appears in 12 contracts

Samples: Employment Agreement (Ceridian Corp), Employment Agreement (Ceridian Corp /De/), Employment Agreement (Ceridian Corp)

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Tax Reimbursement. (a) Anything in this Agreement to the contrary notwithstanding, in the event it shall be determined that any payments or distributions by Ceridian to or for the benefit of Executive (whether paid or payable or distributed or distributable pursuant to the terms of this Agreement or otherwise, but determined without regard to any payments required under this Section 7.04) (collectively, the "Payments") would be subject to the excise tax imposed by Section 4999 of the Code or any interest or penalties are incurred by Executive with respect to such excise tax (such excise tax, together with any such interest and penalties, are hereinafter collectively referred to as the "Excise Tax"), then Executive shall be entitled to receive an additional payment (a "Gross-Up Payment") in an amount such that, after payment by Executive of all taxes (and any interest or penalties imposed with respect to such taxes), including any income taxes and Excise Tax imposed upon the Gross-Up Payment, Executive retains an amount of the Gross-Up Payment equal to the Excise Tax imposed upon the Payments.with

Appears in 3 contracts

Samples: Employment Agreement (Ceridian Corp /De/), Employment Agreement (Ceridian Corp /De/), Employment Agreement (Ceridian Corp /De/)

Tax Reimbursement. (a) Anything in this Agreement If any payment or benefit (within the meaning of Section 280G(b)(2) of the Code), to the contrary notwithstanding, in the event it shall be determined that any payments or distributions by Ceridian to Executive or for the benefit of Executive (whether his benefit, which is paid or payable or distributed or distributable pursuant to the terms of this Agreement or otherwiseotherwise in connection with, but determined without regard to any payments required under this Section 7.04) or arising out of, his employment with the Employer as result of a change of control (collectivelya “Payment” or “Payments”), the "Payments") would be subject to the excise tax imposed by Section 4999 of the Code or any interest or penalties are incurred by the Executive with respect to such excise tax (such excise tax, together with any such interest and penalties, are hereinafter collectively referred to as the "Excise Tax"), then then, provided the Executive shall complies fully with the non-compete provisions of Section 4 hereof, the Executive will be entitled to receive an additional payment (a "Gross-Up Payment") in an ”). The amount of the Gross-Up Payment will be such that, that after payment by the Executive of all taxes (and including any interest or penalties, other than interest and penalties imposed by reason of the Executive’s failure to timely file a tax return or pay taxes shown due on his return, imposed with respect to such taxestaxes and the Excise Tax), including any income taxes and Excise Tax imposed upon the Gross-Up Payment, the Executive retains an amount of the Gross-Up Payment equal to the Excise Tax imposed upon the Payments.

Appears in 2 contracts

Samples: Employment Agreement (Coastal Carolina Bancshares, Inc.), Employment Agreement (Coastal Carolina Bancshares, Inc.)

Tax Reimbursement. (a) Anything in this Agreement to the contrary notwithstanding, in the event it shall be determined that any payments or distributions by Ceridian 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, but determined without regard to any payments required under this Section 7.04) (collectively, the "Payments") would be subject to the excise tax imposed by Section 4999 of the Code or any interest or penalties are incurred by the Executive with respect to such excise tax (such excise tax, together with any such interest and penalties, are hereinafter collectively referred to as the "Excise Tax"), then the Executive shall be entitled to receive an additional payment (a "Gross-Up Payment") in an amount such that, after payment by the Executive of all taxes (and any interest or penalties imposed with respect to such taxes), including any income taxes and Excise Tax imposed upon the Gross-Up Payment, the Executive retains an amount of the Gross-Up Payment equal to the Excise Tax imposed upon the Payments.

Appears in 1 contract

Samples: Executive Employment Agreement (Ceridian Corp)

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Tax Reimbursement. (a) Anything in this Agreement to the contrary notwithstanding, in the event it shall be determined that any payments or distributions by Ceridian Arbitron to or for the your benefit of Executive (whether paid or payable or distributed or distributable pursuant to the terms of this Agreement or otherwise, but determined without regard to any payments required under this Section 7.046.10) (collectively, the "Payments") would be subject to the excise tax imposed by Section 4999 of the Code or any interest or penalties are incurred by Executive you with respect to such excise tax (such excise tax, together with any such interest and penalties, are hereinafter collectively referred to as the "Excise Tax"), then Executive you shall be entitled to receive an additional payment (a "Gross-Up Payment") in an amount such that, after payment by Executive you of all taxes (and any interest or penalties imposed with respect to such taxes), including any income taxes and Excise Tax imposed upon the Gross-Up Payment, Executive retains you retain an amount of the Gross-Up Payment equal to the Excise Tax imposed upon the Payments.

Appears in 1 contract

Samples: Transition Agreement (Arbitron Inc)

Tax Reimbursement. (a) Anything in this Agreement to the contrary notwithstanding, in the event it shall be determined that any payments or distributions by Ceridian Arbitron to or for the benefit of Executive (whether paid or payable or distributed or distributable pursuant to the terms of this Agreement or otherwise, but determined without regard to any payments required under this Section 7.04) (collectively, the "Payments") would be subject to the excise tax imposed by Section 4999 of the Code or any interest or penalties are incurred by Executive with respect to such excise tax (such excise tax, together with any such interest and penalties, are hereinafter collectively referred to as the "Excise Tax"), then Executive shall be entitled to receive an additional payment (a "Gross-Up Payment") in an amount such that, after payment by Executive of all taxes (and any interest or penalties imposed with respect to such taxes), including any income taxes and Excise Tax imposed upon the Gross-Up Payment, Executive retains an amount of the Gross-Up Payment equal to the Excise Tax imposed upon the Payments.

Appears in 1 contract

Samples: Employment Agreement (Arbitron Inc)

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