Common use of Tax Issues Clause in Contracts

Tax Issues. THE ISSUANCE OF THE RESTRICTED EQUITY UNITS TO EXECUTIVE AND/OR THE DELIVERY OF THE CLASS A-2 INTERESTS PURSUANT TO THIS AGREEMENT INVOLVES COMPLEX AND SUBSTANTIAL TAX CONSIDERATIONS. EXECUTIVE ACKNOWLEDGES THAT HE HAS CONSULTED HIS OWN TAX ADVISOR WITH RESPECT TO THE TRANSACTIONS DESCRIBED IN THIS AGREEMENT. THE COMPANY MAKES NO WARRANTIES OR REPRESENTATIONS WHATSOEVER TO EXECUTIVE REGARDING THE TAX CONSEQUENCES OF EXECUTIVE’S RECEIPT OF THE RESTRICTED EQUITY UNITS AND/OR CLASS A-2 INTERESTS OR THIS AGREEMENT. EXECUTIVE ACKNOWLEDGES AND AGREES THAT EXECUTIVE SHALL BE SOLELY RESPONSIBLE FOR ANY TAXES ON THE RESTRICTED EQUITY UNITS AND SHALL HOLD THE COMPANY, ITS OFFICERS, DIRECTORS AND EMPLOYEES HARMLESS FROM ANY LIABILITY ARISING FROM ANY TAXES INCURRED BY EXECUTIVE IN CONNECTION WITH THE RESTRICTED EQUITY UNITS.

Appears in 10 contracts

Samples: Management Equity Award Agreement (Travelport UK Acquisition CORP), Management Equity Award Agreement (Travelport LTD), Management Equity Award Agreement (Travelport LTD)

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Tax Issues. THE ISSUANCE OF THE RESTRICTED EQUITY SHARE UNITS, PERFORMANCE SHARE UNITS AND OPTIONS TO EXECUTIVE AND/OR THE DELIVERY OF THE CLASS A-2 INTERESTS SHARES PURSUANT TO THIS AGREEMENT INVOLVES COMPLEX AND SUBSTANTIAL TAX CONSIDERATIONS. EXECUTIVE ACKNOWLEDGES THAT HE HAS CONSULTED HIS OWN TAX ADVISOR WITH RESPECT TO THE TRANSACTIONS DESCRIBED IN THIS AGREEMENT. THE NEITHER TWW NOR ANY COMPANY ENTITY MAKES NO ANY WARRANTIES OR REPRESENTATIONS WHATSOEVER TO EXECUTIVE REGARDING THE TAX CONSEQUENCES OF EXECUTIVE’S RECEIPT OF THE RESTRICTED EQUITY UNITS SHARE UNITS, PERFORMANCE SHARE UNITS, SHARES AND/OR CLASS A-2 INTERESTS OPTIONS OR THIS AGREEMENT. EXECUTIVE ACKNOWLEDGES AND AGREES THAT EXECUTIVE SHALL BE SOLELY RESPONSIBLE FOR ANY TAXES ON THE RESTRICTED EQUITY UNITS SHARE UNITS, THE PERFORMANCE SHARE UNITS, THE OPTIONS AND THE SHARES AND SHALL HOLD THE COMPANY, ITS OFFICERS, DIRECTORS AND EMPLOYEES HARMLESS FROM ANY LIABILITY ARISING FROM ANY TAXES INCURRED BY EXECUTIVE IN CONNECTION WITH THE RESTRICTED EQUITY SHARE UNITS, PERFORMANCE SHARE UNITS, OPTIONS OR SHARES.

Appears in 4 contracts

Samples: Management Equity Award Agreement (Travelport Worldwide LTD), Management Equity Award Agreement (Travelport Worldwide LTD), Management Equity Award Agreement (Travelport Worldwide LTD)

Tax Issues. THE ISSUANCE OF THE RESTRICTED EQUITY UNITS SUBJECT INTERESTS TO EXECUTIVE AND/OR THE DELIVERY OF THE CLASS A-2 INTERESTS PARTICIPANT PURSUANT TO THIS AGREEMENT INVOLVES COMPLEX AND SUBSTANTIAL TAX CONSIDERATIONS, INCLUDING, WITHOUT LIMITATION, CONSIDERATION OF THE ADVISABILITY OF THE PARTICIPANT MAKING AN ELECTION UNDER SECTION 83(B) OF THE CODE. EXECUTIVE THE PARTICIPANT ACKNOWLEDGES THAT HE HAS CONSULTED HIS OWN TAX ADVISOR WITH RESPECT TO THE TRANSACTIONS DESCRIBED IN THIS AGREEMENT. THE COMPANY MAKES NO WARRANTIES OR REPRESENTATIONS WHATSOEVER TO EXECUTIVE THE PARTICIPANT REGARDING THE TAX CONSEQUENCES OF EXECUTIVE’S RECEIPT THE GRANT OF THE RESTRICTED EQUITY UNITS AND/OR CLASS A-2 INTERESTS SUBJECT TO THIS AWARD OR THIS AGREEMENT. EXECUTIVE THE PARTICIPANT ACKNOWLEDGES AND AGREES THAT EXECUTIVE THE PARTICIPANT SHALL BE SOLELY RESPONSIBLE FOR ANY TAXES ON THE RESTRICTED EQUITY UNITS SUBJECT INTERESTS AND SHALL HOLD THE COMPANY, ITS OFFICERS, DIRECTORS AND EMPLOYEES HARMLESS FROM ANY LIABILITY ARISING FROM ANY TAXES INCURRED BY EXECUTIVE THE PARTICIPANT IN CONNECTION WITH THE RESTRICTED EQUITY UNITSINTERESTS SUBJECT TO THE AWARD AND THIS AGREEMENT.

Appears in 3 contracts

Samples: Form of Award Agreement (Freescale Semiconductor Inc), Employment Agreement (Freescale Semiconductor Inc), Employment Agreement (Freescale Semiconductor Inc)

Tax Issues. THE ISSUANCE OF THE RESTRICTED EQUITY SHARE UNITS, AND PERFORMANCE SHARE UNITS TO EXECUTIVE AND/OR THE DELIVERY OF THE CLASS A-2 INTERESTS SHARES PURSUANT TO THIS AGREEMENT INVOLVES COMPLEX AND SUBSTANTIAL TAX CONSIDERATIONS. EXECUTIVE ACKNOWLEDGES THAT HE HAS CONSULTED HIS OWN TAX ADVISOR WITH RESPECT TO THE TRANSACTIONS DESCRIBED IN THIS AGREEMENT. THE NEITHER TWW NOR ANY COMPANY ENTITY MAKES NO ANY WARRANTIES OR REPRESENTATIONS WHATSOEVER TO EXECUTIVE REGARDING THE TAX CONSEQUENCES OF EXECUTIVE’S RECEIPT OF THE RESTRICTED EQUITY UNITS SHARE UNITS, PERFORMANCE SHARE UNITS, AND/OR CLASS A-2 INTERESTS SHARES OR THIS AGREEMENT. EXECUTIVE ACKNOWLEDGES AND AGREES THAT EXECUTIVE SHALL BE SOLELY RESPONSIBLE FOR ANY TAXES ON THE RESTRICTED EQUITY UNITS SHARE UNITS, THE PERFORMANCE SHARE UNITS, AND THE SHARES AND SHALL HOLD THE COMPANY, ITS OFFICERS, DIRECTORS AND EMPLOYEES HARMLESS FROM ANY LIABILITY ARISING FROM ANY TAXES INCURRED BY EXECUTIVE IN CONNECTION WITH THE RESTRICTED EQUITY SHARE UNITS, PERFORMANCE SHARE UNITS, OR SHARES.

Appears in 3 contracts

Samples: Management Equity Award Agreement (Travelport Worldwide LTD), Management Equity Award Agreement (Travelport Worldwide LTD), Management Equity Award Agreement (Travelport Worldwide LTD)

Tax Issues. THE ISSUANCE OF THE RESTRICTED EQUITY SHARE UNITS TO EXECUTIVE AND/OR THE DELIVERY OF THE CLASS A-2 INTERESTS SHARES PURSUANT TO THIS AGREEMENT INVOLVES COMPLEX AND SUBSTANTIAL TAX CONSIDERATIONS. EXECUTIVE ACKNOWLEDGES THAT HE HAS CONSULTED HIS OWN TAX ADVISOR WITH RESPECT TO THE TRANSACTIONS DESCRIBED IN THIS AGREEMENT. THE COMPANY MAKES NO WARRANTIES OR REPRESENTATIONS WHATSOEVER TO EXECUTIVE REGARDING THE TAX CONSEQUENCES OF EXECUTIVE’S RECEIPT OF THE RESTRICTED EQUITY UNITS SHARE UNITS, THE SHARE BONUS AWARD AND/OR CLASS A-2 INTERESTS SHARES OR THIS AGREEMENT. EXECUTIVE ACKNOWLEDGES AND AGREES THAT EXECUTIVE SHALL BE SOLELY RESPONSIBLE FOR ANY TAXES ON THE RESTRICTED EQUITY UNITS SHARE UNITS, THE SHARE BONUS AWARD AND THE SHARES AND SHALL HOLD THE COMPANY, ITS OFFICERS, DIRECTORS AND EMPLOYEES HARMLESS FROM ANY LIABILITY ARISING FROM ANY TAXES INCURRED BY EXECUTIVE IN CONNECTION WITH THE RESTRICTED EQUITY SHARE UNITS, THE SHARE BONUS AWARD OR SHARES.

Appears in 2 contracts

Samples: Management Equity Award Agreement (Travelport LTD), Management Equity Award Agreement (Travelport LTD)

Tax Issues. THE ISSUANCE OF THE RESTRICTED EQUITY UNITS SUBJECT INTERESTS TO EXECUTIVE AND/OR THE DELIVERY OF THE CLASS A-2 INTERESTS PURSUANT TO THIS AGREEMENT INVOLVES COMPLEX AND SUBSTANTIAL TAX CONSIDERATIONS, INCLUDING, WITHOUT LIMITATION, CONSIDERATION OF THE ADVISABILITY OF EXECUTIVE MAKING AN ELECTION UNDER SECTION 83(B) OF THE CODE. EXECUTIVE ACKNOWLEDGES THAT HE HAS CONSULTED HIS OWN TAX ADVISOR WITH RESPECT TO THE TRANSACTIONS DESCRIBED IN THIS AGREEMENT. THE COMPANY MAKES NO WARRANTIES OR REPRESENTATIONS WHATSOEVER TO EXECUTIVE REGARDING THE TAX CONSEQUENCES OF EXECUTIVE’S RECEIPT PURCHASE OF THE RESTRICTED EQUITY UNITS AND/OR CLASS A-2 SUBJECT INTERESTS OR THIS AGREEMENT. EXECUTIVE ACKNOWLEDGES AND AGREES THAT EXECUTIVE SHALL BE SOLELY RESPONSIBLE FOR ANY TAXES ON THE RESTRICTED EQUITY UNITS SUBJECT INTERESTS AND SHALL HOLD THE COMPANY, ITS OFFICERS, DIRECTORS AND EMPLOYEES HARMLESS FROM ANY LIABILITY ARISING FROM ANY TAXES INCURRED BY EXECUTIVE IN CONNECTION WITH THE RESTRICTED EQUITY UNITSSUBJECT INTERESTS.

Appears in 2 contracts

Samples: Management Equity Award Agreement (Travelport UK Acquisition CORP), Management Equity Award Agreement (Travelport UK Acquisition CORP)

Tax Issues. THE ISSUANCE OF THE RESTRICTED EQUITY SHARE UNITS TO EXECUTIVE AND/OR THE DELIVERY OF THE CLASS A-2 INTERESTS SHARES PURSUANT TO THIS AGREEMENT INVOLVES COMPLEX AND SUBSTANTIAL TAX CONSIDERATIONS. EXECUTIVE ACKNOWLEDGES THAT HE HAS CONSULTED HIS OWN TAX ADVISOR WITH RESPECT TO THE TRANSACTIONS DESCRIBED IN THIS AGREEMENT. THE NEITHER TWW NOR ANY COMPANY ENTITY MAKES NO ANY WARRANTIES OR REPRESENTATIONS WHATSOEVER TO EXECUTIVE REGARDING THE TAX CONSEQUENCES OF EXECUTIVE’S RECEIPT OF THE RESTRICTED EQUITY SHARE UNITS AND/OR CLASS A-2 INTERESTS SHARES OR THIS AGREEMENT. EXECUTIVE ACKNOWLEDGES AND AGREES THAT EXECUTIVE SHALL BE SOLELY RESPONSIBLE FOR ANY TAXES ON THE RESTRICTED EQUITY SHARE UNITS AND THE SHARES AND SHALL HOLD THE COMPANY, ITS OFFICERS, DIRECTORS AND EMPLOYEES HARMLESS FROM ANY LIABILITY ARISING FROM ANY TAXES INCURRED BY EXECUTIVE IN CONNECTION WITH THE RESTRICTED EQUITY UNITSSHARE UNITS OR SHARES.

Appears in 2 contracts

Samples: Management Equity Award Agreement (Travelport LTD), Management Equity Award Agreement (Travelport LTD)

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Tax Issues. THE ISSUANCE OF THE RESTRICTED EQUITY SUBJECT RSUs AND THE RELATED UNITS TO EXECUTIVE AND/OR THE DELIVERY OF THE CLASS A-2 INTERESTS PARTICIPANT PURSUANT TO THIS AGREEMENT INVOLVES COMPLEX AND SUBSTANTIAL TAX CONSIDERATIONS. EXECUTIVE THE PARTICIPANT ACKNOWLEDGES THAT HE HAS CONSULTED HIS OWN TAX ADVISOR WITH RESPECT TO THE TRANSACTIONS DESCRIBED IN THIS AGREEMENT. THE COMPANY MAKES NO WARRANTIES OR REPRESENTATIONS WHATSOEVER TO EXECUTIVE THE PARTICIPANT REGARDING THE TAX CONSEQUENCES OF EXECUTIVE’S RECEIPT THE GRANT OF THE RESTRICTED EQUITY RSUs OR THE UNITS AND/OR CLASS A-2 INTERESTS SUBJECT TO THIS AWARD OR THIS AGREEMENT. EXECUTIVE THE PARTICIPANT ACKNOWLEDGES AND AGREES THAT EXECUTIVE THE PARTICIPANT SHALL BE SOLELY RESPONSIBLE FOR ANY TAXES ON THE RESTRICTED EQUITY SUBJECT RSUs AND RELATED UNITS AND SHALL HOLD THE COMPANY, ITS AND ALL OFFICERS, DIRECTORS DIRECTORS, EMPLOYEES, AGENTS AND EMPLOYEES ADVISORS OF THE COMPANY HARMLESS FROM ANY LIABILITY ARISING FROM ANY TAXES INCURRED BY EXECUTIVE THE PARTICIPANT IN CONNECTION WITH THE RESTRICTED EQUITY UNITSRSUs AND THE UNITS SUBJECT TO THE AWARD AND THIS AGREEMENT.

Appears in 1 contract

Samples: Restricted Series 1 Preferred Stock Unit Award Agreement (Centex Land Vista Ridge Lewisville III General Partner, LLC)

Tax Issues. THE ISSUANCE OF THE RESTRICTED EQUITY SHARE UNITS, AND PERFORMANCE SHARE UNITS TO EXECUTIVE AND/OR THE DELIVERY OF THE CLASS A-2 INTERESTS SHARES PURSUANT TO THIS AGREEMENT INVOLVES COMPLEX AND SUBSTANTIAL TAX CONSIDERATIONS. EXECUTIVE ACKNOWLEDGES THAT HE HAS CONSULTED HIS OWN TAX ADVISOR WITH RESPECT TO THE TRANSACTIONS DESCRIBED IN THIS AGREEMENT. THE NEITHER TWW NOR ANY COMPANY ENTITY MAKES NO ANY WARRANTIES OR REPRESENTATIONS WHATSOEVER TO EXECUTIVE REGARDING THE TAX CONSEQUENCES OF EXECUTIVE’S RECEIPT OF THE RESTRICTED EQUITY UNITS SHARE UNITS, PERFORMANCE SHARE UNITS, AND/OR CLASS A-2 INTERESTS ORSHARES OR THIS AGREEMENT. EXECUTIVE ACKNOWLEDGES AND AGREES THAT EXECUTIVE SHALL BE SOLELY RESPONSIBLE FOR ANY TAXES ON THE RESTRICTED EQUITY UNITS SHARE UNITS, THE PERFORMANCE SHARE UNITS, AND THE SHARES AND SHALL HOLD THE COMPANY, ITS OFFICERS, DIRECTORS AND EMPLOYEES HARMLESS FROM ANY LIABILITY ARISING FROM ANY TAXES INCURRED BY EXECUTIVE IN CONNECTION WITH THE RESTRICTED EQUITY SHARE UNITS, PERFORMANCE SHARE UNITS, OR SHARES.

Appears in 1 contract

Samples: Management Equity Award Agreement (Travelport Worldwide LTD)

Tax Issues. THE ISSUANCE OF THE RESTRICTED EQUITY SHARE UNITS TO EXECUTIVE AND/OR THE DELIVERY OF THE CLASS A-2 INTERESTS SHARES PURSUANT TO THIS AGREEMENT INVOLVES COMPLEX AND SUBSTANTIAL TAX CONSIDERATIONS. EXECUTIVE ACKNOWLEDGES THAT HE HAS CONSULTED HIS OWN TAX ADVISOR WITH RESPECT TO THE TRANSACTIONS DESCRIBED IN THIS AGREEMENT. THE COMPANY MAKES NO WARRANTIES OR REPRESENTATIONS WHATSOEVER TO EXECUTIVE REGARDING THE TAX CONSEQUENCES OF EXECUTIVE’S RECEIPT OF THE RESTRICTED EQUITY SHARE UNITS AND/OR CLASS A-2 INTERESTS SHARES OR THIS AGREEMENT. EXECUTIVE ACKNOWLEDGES AND AGREES THAT EXECUTIVE SHALL BE SOLELY RESPONSIBLE FOR ANY TAXES ON THE RESTRICTED EQUITY SHARE UNITS AND THE SHARES AND SHALL HOLD THE COMPANY, ITS OFFICERS, DIRECTORS AND EMPLOYEES HARMLESS FROM ANY LIABILITY ARISING FROM ANY TAXES INCURRED BY EXECUTIVE IN CONNECTION WITH THE RESTRICTED EQUITY UNITSSHARE UNITS OR SHARES.

Appears in 1 contract

Samples: Management Equity Award Agreement (Travelport LTD)

Tax Issues. THE ISSUANCE OF THE RESTRICTED EQUITY UNITS SUBJECT INTERESTS TO THE EXECUTIVE AND/OR THE DELIVERY OF THE CLASS A-2 INTERESTS PURSUANT TO THIS AGREEMENT INVOLVES COMPLEX AND SUBSTANTIAL TAX CONSIDERATIONS, INCLUDING, WITHOUT LIMITATION, CONSIDERATION OF THE ADVISABILITY OF THE EXECUTIVE MAKING AN ELECTION UNDER SECTION 83(B) OF THE CODE. THE EXECUTIVE ACKNOWLEDGES THAT HE HAS CONSULTED HIS OWN TAX ADVISOR WITH RESPECT TO THE TRANSACTIONS DESCRIBED IN THIS AGREEMENT. THE COMPANY MAKES NO WARRANTIES OR REPRESENTATIONS WHATSOEVER TO THE EXECUTIVE REGARDING THE TAX CONSEQUENCES OF EXECUTIVE’S RECEIPT THE GRANT OF THE RESTRICTED EQUITY UNITS AND/OR CLASS A-2 INTERESTS SUBJECT TO THIS AWARD OR THIS AGREEMENT. THE EXECUTIVE ACKNOWLEDGES AND AGREES THAT THE EXECUTIVE SHALL BE SOLELY RESPONSIBLE FOR ANY TAXES ON THE RESTRICTED EQUITY UNITS SUBJECT INTERESTS AND SHALL HOLD THE COMPANY, ITS OFFICERS, DIRECTORS AND EMPLOYEES HARMLESS FROM ANY LIABILITY ARISING FROM ANY TAXES INCURRED BY THE EXECUTIVE IN CONNECTION WITH THE RESTRICTED EQUITY UNITSINTERESTS SUBJECT TO THE AWARD AND THIS AGREEMENT.

Appears in 1 contract

Samples: Agreement (Freescale Semiconductor Holdings I, Ltd.)

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