Common use of Withholding for Payment of Taxes Clause in Contracts

Withholding for Payment of Taxes. The Company can deduct, from payments of any kind otherwise due to you, any applicable federal, state or local taxes that are required by law to be withheld (i) with respect to the vesting of or other lapse of restrictions applicable to an award, (ii) upon the issuance of any Shares upon the exercise of an option or SAR, or (iii) otherwise due in connection with an award. We will reasonably determine the amount necessary for you to satisfy such withholding obligation. The Company has the discretion to allow you, or require you, to pay the applicable taxes by the Company withholding a number of Shares issuable to you equal in value equal to the required withholding amount, or by you delivering to us Shares you already own in such amount. The Shares so delivered or withheld shall have an aggregate fair market value equal to such withholding obligations (up to maximum statutory rates). The fair market value of the Shares is determined as of the date that the withholding tax is to be determined. Only Shares not subject to any repurchase, forfeiture, unfulfilled vesting or other similar requirements may be used to satisfy your withholding obligation.