Common use of Material Tax Consequences Clause in Contracts

Material Tax Consequences. for Employees Who are Tax Residents in Japan. The following is a general summary of the tax consequences of the exchange of options under the offer for Japanese tax residents. This discussion is based on Japanese tax law as of the date of the offer, which is subject to change, possibly on a retroactive basis. This summary does not discuss all of the tax consequences that may be relevant to you in light of your particular circumstances, nor is it intended to be applicable in all respects to all categories of options holders. Accordingly, we recommend that you consult your own tax advisor with respect to the Japanese and foreign tax consequences of participating in the offer. If you are a citizen or resident of another country, the information contained in this summary may not be applicable to you. You are advised to seek appropriate professional advice as to how the tax or other laws in your country apply to your specific situation.