Common use of VALUATION OF SHARES Clause in Contracts

VALUATION OF SHARES. Employee understands that the Shares may be valued by the Board for the purpose of a sale pursuant to this Agreement. The Company makes no representation that this valuation will represent an accurate appraisal of its worth. Employee also understands that the Company can give no assurances that such price is in fact the fair market value of the Shares and that it is possible that the Internal Revenue Service would successfully assert that the value of the Shares on the date of purchase is substantially greater than so determined. If the Internal Revenue Service were to succeed in a determination that the Shares had value greater than any purchase price the Employee may ultimately realize, the additional value would constitute ordinary income as of the date of its receipt. The additional taxes (and interest and penalties) due would be payable by Employee, and the Company will not reimburse Employee for that tax liability. Employee assumes all responsibility for such potential tax liability.

Appears in 4 contracts

Samples: Employee Stock Ownership Agreement (Ballast Point Brewing & Spirits, Inc.), Employee Stock Ownership Agreement (Ballast Point Brewing & Spirits, Inc.), Employee Stock Ownership Agreement (Ballast Point Brewing & Spirits, Inc.)

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VALUATION OF SHARES. Employee The Purchaser understands that the Shares may be have been valued by the Board board of directors for the purpose of a sale pursuant to this Agreement. The sale, and that the Company makes no representation that believes this valuation will represent represents a fair attempt at reaching an accurate appraisal of its worth. Employee The Purchaser also understands understands, however, that the Company can give no assurances that such price is in fact the fair market value of the Shares and that it is possible that the Internal Revenue Service would successfully assert that the value of the Shares on the date of purchase is substantially greater than so determined. If the Internal Revenue Service were to succeed in a determination that the Shares had value greater than any the purchase price the Employee may ultimately realizeprice, the additional value would constitute ordinary income as of the date of its receipt. The additional taxes (and interest and penaltiesinterest) due would be payable by Employeethe Purchaser, and there is no provision for the Company will not to reimburse Employee him for that tax liability. Employee The Purchaser assumes all responsibility for such potential tax liability.

Appears in 3 contracts

Samples: Communication Restricted Stock Purchase Agreement (Ikanos Communications), Restricted Stock Purchase Agreement (Log Point Technologies Inc), Restricted Stock Purchase Agreement (Log Point Technologies Inc)

VALUATION OF SHARES. Employee Purchaser understands that the Shares may be shares have been ------------------- valued by the Board board of directors for the purpose of a sale pursuant to this Agreement. The sale, and that the Company makes no representation that believes this valuation will represent represents a fair attempt to reaching an accurate appraisal of its their worth. Employee Purchaser also understands understands, however, that the Company can give no assurances that such price is in fact the fair market value of the Shares shares and that it is possible that the Internal Revenue Service services would successfully assert that the value of the Shares shares on the date of purchase is substantially greater than so determined. If the Internal Revenue Service were to succeed in a determination that the Shares shares had value greater than any the purchase price the Employee may ultimately realizeprice, the additional value would constitute ordinary income as of the date of its receipt. The additional taxes (and interest and penaltiesinterest) due would be payable by Employeepurchaser, and there is no provision for the Company will not company to reimburse Employee purchaser for that tax liability. Employee Purchaser assumes all responsibility for such potential tax liability.

Appears in 1 contract

Samples: Insync Systems Inc

VALUATION OF SHARES. Employee The Holder understands that the Shares may be have been valued by the Board of Directors for the purpose of a sale pursuant to this Agreement. The sale, and that the Company makes no representation that believes this valuation will represent represents a fair attempt at reaching an accurate appraisal of its their worth. Employee also understands The Holder understands, however, that the Company can give no assurances assurance that such the price is in fact the fair market value of the Shares and that it is possible that the Internal Revenue Service would successfully assert that the value of the Shares on the date of purchase is substantially greater than so determined. If the Internal Revenue Service were to succeed in a determination that the Shares had a value on the date of sale greater than any purchase price the Employee may ultimately realizePurchase Price, the additional value would constitute ordinary income as of the date of its receipt. The additional taxes (and interest and penaltiesinterest) due would be payable by Employeethe Holder, and there is no provision for the Company will not to reimburse Employee him for that tax liability. Employee The Holder assumes all responsibility for such potential tax liability.

Appears in 1 contract

Samples: Stock Restriction Agreement (EnteroMedics Inc)

VALUATION OF SHARES. Employee Purchaser understands that the Shares may be have been valued by the Board board of directors for the purpose of a sale pursuant to this Agreement. The sale, and that the Company makes no representation that believes this valuation will represent represents a fair attempt at reaching an accurate appraisal of its their worth. Employee Purchaser also understands understands, however, that the Company can give no assurances that such price is in fact the fair market value of the Shares and that it is possible that the Internal Revenue Service would successfully assert that the value of the Shares on the date of purchase is substantially greater than so determined. If the Internal Revenue Service were to succeed in a determination that the Shares had value greater than any the purchase price the Employee may ultimately realizeprice, the additional value would constitute ordinary income as of the date of its receipt. The additional taxes (and interest and penaltiesinterest) due would be payable by EmployeePurchaser, and there is no provision for the Company will not to reimburse Employee Purchaser for that tax liability. Employee Purchaser assumes all responsibility for such potential tax liability.

Appears in 1 contract

Samples: Stock Restriction Agreement (G Cj Investments Lp)

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VALUATION OF SHARES. Employee Purchaser understands that the Shares may be have been valued by the Company’s Board of Directors for the purpose of a sale pursuant to this Agreement. The sale, and that the Company makes no representation that believes this valuation will represent an accurate represents a fair appraisal of its worth. Employee Purchaser also understands understands, however, that the Company can give no assurances that such price is in fact the fair market value of the Shares and that it is possible that the Internal Revenue Service would successfully assert that the value of the Shares on the date of purchase is substantially greater than so determined. If the Internal Revenue Service were to succeed in a determination that the Shares had value greater than any the purchase price the Employee may ultimately realizeprice, the additional value would constitute ordinary income as of the date of its receipt. The additional taxes (and interest and penaltiesinterest) due would be payable by EmployeePurchaser, and there is no provision for the Company will not to reimburse Employee him for that tax liability. Employee Purchaser assumes all responsibility for such potential tax liability.

Appears in 1 contract

Samples: Restricted Stock Purchase Agreement (AquaBounty Technologies, Inc.)

VALUATION OF SHARES. Employee Purchaser understands that the Shares may be have been valued by the Board of Directors for the purpose of a sale pursuant to this Agreement. The , and that the Company makes no representation that this believes such valuation will represent represents a fair attempt at reaching an accurate appraisal of its their worth. Employee Purchaser also understands understands, however, that the Company can give no assurances that such price is in fact the fair market value of the Shares shares and that it is possible that the Internal Revenue Service would successfully assert that the value of the Shares on the date of purchase is substantially greater than so determined. If the Internal Revenue Service were to succeed in a determination that the Shares had value greater than any the purchase price the Employee may ultimately realizeprice, the additional value would could constitute ordinary income to Purchaser as of the date of its receipt. The additional Additional taxes (and interest and penaltiesinterest) due would could be payable by EmployeePurchaser, and there is no provision for the Company will not to reimburse Employee Purchaser for that tax liability. Employee Purchaser assumes all responsibility for such potential tax liability.

Appears in 1 contract

Samples: Restricted Stock Purchase Agreement (Epitope Inc/Or/)

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