Allocation of Deductions. To the extent permitted by applicable Tax Law, Income Tax deductions arising by reason of the settlement, exercise or vesting of any BGC Equity Awards or Newmark Equity Awards with respect to BGC Partners stock or Newmark stock, grant of exchangeability, redemption or exchange for BGC Partners stock or Newmark stock of any equity interests in BGC Holdings or Newmark Holdings, or any other compensatory equity or equity-based award, in each case, following the Deconsolidation (such equity or equity-based awards, collectively, “Compensatory Equity Interests”) held by any Person shall be claimed (i) in the case of an active or former BGC Employee, solely by the BGC Group, (ii) in the case of an active or former Newmark Employee, solely by the Newmark Group, and (iii) in the case of a non-employee director, by the Company for which the director serves a director following the Effective Time; provided, that in the case of any executive officer or director who is to be assigned to both BGC Partners and Newmark, each Company and the members of its Group shall be entitled only to the deductions arising in respect of the stock, equity interests or equity awards of such Company or members of its Group.
Appears in 4 contracts
Samples: Tax Matters Agreement (Newmark Group, Inc.), Tax Matters Agreement (BGC Partners, Inc.), Tax Matters Agreement (Newmark Group, Inc.)
