Required Withholdings. The School Board will pay Social Security and PERS or TRS as required by law.
Required Withholdings. Each of the Exchange Agent, Parent and the Surviving Corporation shall be entitled to deduct and withhold from the Merger Consideration such amounts, if any, as may be required to be deducted or withheld therefrom under the Code or any other Applicable Law. To the extent such amounts are so deducted or withheld, such amounts shall be treated for all purposes under this Agreement as having been delivered or otherwise paid to the Person to whom such amounts would otherwise have been delivered or otherwise paid pursuant to the Merger and this Agreement.
Required Withholdings. Notwithstanding the foregoing, the Buyer shall be entitled to deduct and withhold from any payment under this Agreement such Taxes as it is required to deduct or withhold with respect to the making of such payment or any other Tax withholding obligation with respect to the transactions contemplated by this Agreement. To the extent that amounts are so withheld or deducted, such withheld amounts shall be treated for all purposes of this Agreement as having been paid to such Person in respect of which such deduction and withholding was made.
Required Withholdings. Notwithstanding anything to the contrary set forth in this Agreement, Purchaser will be entitled to deduct and withhold from the consideration otherwise payable pursuant to this Agreement to any Seller such amounts as are required under the Code or any provision of state, local or foreign Tax law. To the extent that amounts are so withheld by Purchaser, such withheld amounts will be treated for all purposes of this Agreement as having been paid to the Seller in respect of which such deduction and withholding were made by Purchaser. Notwithstanding the foregoing, no amount (other than amounts that are treated as compensation for U.S. federal income tax purposes) shall be withheld from any payment made hereunder to a Seller who provides Purchaser with the documentation required pursuant to Section 2.9(a)(ix) and a properly completed Internal Revenue Service Form W-9 or Substitute Form W-9, or who otherwise provides Purchaser with appropriate evidence that such Person is exempt from federal income Tax back-up withholding.
Required Withholdings. The Exchange Agent shall be entitled to deduct and withhold from the Merger Consideration such amounts as may be required to be deducted or withheld therefrom under the Code or under any applicable provision of state, local or foreign tax law or under any other applicable legal requirement. To the extent such amounts are so deducted or withheld, such amounts shall be treated for all purposes under this Agreement as having been delivered or otherwise paid to the Person to whom such amounts would otherwise have been delivered or otherwise paid pursuant to the Merger and this Agreement.
Required Withholdings. All amounts due from the Company to Employee hereunder shall be paid to Employee net of all taxes and other amounts which the Company is required to withhold by law.
Required Withholdings. All amounts to be paid hereunder, including any amounts to be paid under Article 4 or Article 5, shall be paid in accordance with normal payroll procedures of the Company and shall be subject to all required withholdings and deductions.
Required Withholdings. Notwithstanding anything to the contrary set forth in this Agreement, each of Buyer and the Escrow Agent will be entitled to deduct and withhold from the consideration otherwise payable pursuant to this Agreement to any Seller such amounts as are required under the Code or any provision of state, local or foreign Law. To the extent that amounts are so withheld by Buyer or the Escrow Agent, such withheld amounts will be treated for all purposes of this Agreement as having been paid to the Seller in respect of which such deduction and withholding were made by Buyer or the Escrow Agent. Notwithstanding the foregoing, no amount shall be withheld from any payment made hereunder to a seller who provides Buyer or the Escrow Agent with a properly completed Internal Revenue Service Form W-9 or Substitute Form W-9, or who otherwise provides Buyer or the Escrow Agent with appropriate evidence that such Person is exempt from federal income Tax back-up withholding.
Required Withholdings. All amounts to be paid hereunder shall be paid in accordance with normal payroll procedures of the Company and shall be subject to all required withholdings and deductions.
Required Withholdings. The Company will be entitled to deduct and withhold from the Merger Consideration such amounts, if any, as may be required to be deducted or withheld therefrom under the Code or any other Applicable Law. To the extent such amounts are so deducted or withheld, such amounts will be treated for all purposes under this Agreement as having been delivered or otherwise paid to the Person to whom such amounts would otherwise have been delivered or otherwise paid pursuant to the Merger and this Agreement.
