Common use of Section 8.3 Clause in Contracts

Section 8.3. Section 83 of the Internal Revenue Code of 1986 (the “Code”) provides that Contractor is not subject to federal income tax with respect to the grant of units described in Section 6 above until the forfeiture restrictions with respect to such units lapse. If Contractor chooses, he or she may make an election under Code Section 83(b), which would cause Contractor to recognize income in the amount of the excess (if any) of the fair market value of the granted units (determined as of the date of grant) over the purchase price (which, in this case, is zero). A Code Section 83(b) election must be filed with the Internal Revenue Service within 30 days after the date of grant, even if no tax is due because the fair market value of the granted units on the date of their grant equals $0.00. Contractor hereby acknowledges that it is his or her sole responsibility to timely file Code Section 83(b) election(s) and that failure to file a Code Section 83(b) election within the applicable 30-day period may result in the recognition of ordinary income when the forfeiture restrictions lapse (i.e., the one- and two-year anniversaries of the grant date), if ever. In this regard, the Company agrees to reasonably cooperate with Contractor to provide its valuation of the granted units (which may appear on a Form 1099 or Form W-2), if any, when Contractor determines to make a Code Section 83(b) election.