Common use of Withholding Obligations Clause in Contracts

Withholding Obligations. At the time this Award is granted, or at any time thereafter as requested by the Company, the Participant hereby authorizes withholding from payroll and any other amounts payable to the Participant (other than any amount constituting nonqualified deferred compensation within the meaning of Section 409A of the Code), including the Shares deliverable pursuant to this Award, and otherwise agrees to make adequate provision for, any sums required to satisfy the minimum federal, state, local, and foreign tax withholding obligations of the Company or a Related Entity (if any) which arise in connection with this Award. The Company, in its sole discretion, and in compliance with any applicable legal conditions or restrictions, may withhold from fully vested Shares otherwise deliverable to the Participant pursuant to this Award a number of whole Shares having a Fair Market Value, as determined by the Company as of the date the Participant recognizes income with respect to those Shares, not in excess of the minimum amount of tax required to be withheld by law (or such lower amount as may be necessary to avoid adverse financial accounting treatment). Any adverse consequences to the Participant arising in connection with such Share withholding procedure shall be the Participant’s sole responsibility. In addition, the Company, in its sole discretion, may establish a procedure whereby the Participant may make an irrevocable election to direct a broker (determined by the Company) to sell sufficient Shares from this Award to cover the tax withholding obligations of the Company or any Related Entity and deliver such proceeds to the Company. Unless the tax withholding obligations of the Company or any Related Entity are satisfied, the Company shall have no obligation to issue a certificate for such Shares.

Withholding Obligations. At the time this the Award is granted, or at any time thereafter as requested by the Company, the Participant hereby authorizes withholding from payroll and any other amounts payable to the Participant (other than any amount constituting nonqualified deferred compensation within the meaning of Section 409A of the Code)Participant, including the Shares shares of Stock deliverable pursuant to this Award, and otherwise agrees to make adequate provision for, any sums required to satisfy the minimum federal, state, local, and foreign tax withholding obligations of the Company or a Related Entity (Entity, if any) , which arise in connection with this the Award. The Company, in its sole discretion, and in compliance with any applicable legal conditions or restrictions, may withhold from fully vested Shares shares of Stock otherwise deliverable to the Participant pursuant to this the Award a number of whole Shares shares of Stock having a Fair Market Value, as determined by the Company as of the date the Participant recognizes income with respect to those Sharesshares of Stock, not in excess of the minimum amount of tax required to be withheld by law (or such lower amount as may be necessary to avoid adverse financial accounting treatment). Any adverse consequences to the Participant arising in connection with such Share Stock withholding procedure shall be the Participant’s sole responsibility. In addition, the Company, in its sole discretion, may establish a procedure whereby the Participant may make an irrevocable election to direct a broker (determined by the Company) to sell sufficient Shares shares of Stock from this the Award to cover the tax withholding obligations of the Company or any Related Entity and deliver such proceeds to the Company. Unless the tax withholding obligations of the Company or any Related Entity are satisfied, the Company shall have no obligation to issue a certificate for such Sharesshares of Stock.

Withholding Obligations. At the time this the Award is granted, or at any time thereafter as requested by the Company, the Participant hereby authorizes withholding from payroll and any other amounts payable to the Participant (other than any amount constituting nonqualified deferred compensation within the meaning of Section 409A of the Code)Participant, including the Shares shares of Stock deliverable pursuant to this Award, and otherwise agrees to make adequate provision for, any sums required to satisfy the minimum federal, state, local, and foreign tax withholding obligations of the Company or a Related Entity (Entity, if any) , which arise in connection with this the Award. The Company, in its sole discretion, and in compliance with any applicable legal conditions or restrictions, may withhold from fully vested Shares shares of Stock otherwise deliverable to the Participant pursuant to this upon the vesting of the Award a number of whole Shares shares of Stock having a Fair Market Value, as determined by the Company as of the date the Participant recognizes income with respect to those Sharesshares of Stock, not in excess of the minimum amount of tax required to be withheld by law (or such lower amount as may be necessary to avoid adverse financial accounting treatment). Any adverse consequences to the Participant arising in connection with such Share Stock withholding procedure shall be the Participant’s sole responsibility. In addition, the Company, in its sole discretion, may establish a procedure whereby the Participant may make an irrevocable election to direct a broker (determined by the Company) to sell sufficient Shares shares of Stock from this the Award to cover the tax withholding obligations of the Company or any Related Entity and deliver such proceeds to the Company. Unless the tax withholding obligations of the Company or any Related Entity are satisfied, the Company shall have no obligation to issue a certificate for such Sharesshares of Stock.

Withholding Obligations. At the time this Award is grantedyou exercise your Award, in whole or in part, or at any time thereafter as requested by the Company, the Participant you hereby authorizes authorize withholding from payroll and any other amounts payable to the Participant (other than any amount constituting nonqualified deferred compensation within the meaning of Section 409A of the Code), including the Shares deliverable pursuant to this Awardyou, and otherwise agrees agree to make adequate provision forfor (including by means of a “cashless exercise” to the extent permitted by the Company and as memorialized hereunder), any sums required to satisfy the minimum federal, state, local, local and foreign tax withholding obligations of the Company or a Related Entity (an affiliate, if any) , which arise in connection with this your Award. The Upon your request and subject to approval by the Company, in its sole discretion, and in compliance with any applicable legal conditions or restrictionsrestrictions of law, the Company may withhold from fully vested Shares shares of Common Stock otherwise deliverable issuable to you upon the Participant pursuant to this exercise of your Award a number of whole Shares shares of Common Stock having a Fair Market Value, as determined by the Company as of the date the Participant recognizes income with respect to those Sharesof exercise, not in excess of the minimum amount of tax required to be withheld by law (or law. Shares of Common Stock shall be withheld solely from fully vested shares of Common Stock determined as of the date of exercise of your Award that are otherwise issuable to you upon such lower amount as may be necessary to avoid adverse financial accounting treatment)exercise. Any adverse consequences to the Participant you arising in connection with such Share share withholding procedure shall be the Participant’s your sole responsibility. In addition, the Company, in its sole discretion, You may establish a procedure whereby the Participant may make an irrevocable election to direct a broker (determined by the Company) to sell sufficient Shares from this not exercise your Award to cover unless the tax withholding obligations of the Company or and/or any Related Entity and deliver such proceeds to the Company. Unless the tax withholding obligations of the Company or any Related Entity affiliate are satisfied. Accordingly, you may not be able to exercise your Award when desired even though your Award is vested, and the Company shall have no obligation to issue a certificate for such Sharesshares of Common Stock or release such shares of Common Stock from any escrow provided for herein.

Withholding Obligations. At the time this the Award is granted, or at any time thereafter as requested by the Company, the Participant hereby authorizes withholding from payroll and any other amounts payable to the Participant (other than any amount constituting nonqualified deferred compensation within the meaning of Section 409A of the Code)Participant, including the Shares shares of Common Stock deliverable pursuant to this Award, and otherwise agrees to make adequate provision for, any sums required to satisfy the minimum federal, state, local, local and foreign tax withholding obligations of the Company or a Related Entity (Affiliate, if any) , which arise in connection with this the Award. The Company, in its sole discretion, and in compliance with any applicable legal conditions or restrictions, may withhold from fully vested Shares shares of Common Stock otherwise deliverable to Participant upon the Participant pursuant to this vesting of the Award a number of whole Shares shares of Common Stock having a Fair Market Value, as determined by the Company as of the date the Participant recognizes income with respect to those Sharesshares of Common Stock, not in excess of the minimum amount of minimum tax required to be withheld by law (or such lower amount as may be necessary to avoid adverse financial accounting treatment). Any adverse consequences to the Participant arising in connection with such Share Common Stock withholding procedure shall be the Participant’s sole responsibility. In addition, the Company, in its sole discretion, may establish a procedure whereby the Participant may make an irrevocable election to direct a broker (determined by the Company) to sell sufficient Shares shares of Common Stock from this the Award to cover the tax withholding obligations of the Company or any Related Entity Affiliate and deliver such proceeds to the Company. Unless the tax withholding obligations of the Company or any Related Entity Affiliate are satisfied, the Company shall have no obligation to issue a certificate for such Sharesshares of Common Stock.

Withholding Obligations. At the time this the Award is granted, or at any time thereafter as requested by the Company, the Participant hereby authorizes withholding from payroll and any other amounts payable to the Participant (other than any amount constituting nonqualified deferred compensation within the meaning of Section 409A of the Code)Participant, including the Shares deliverable pursuant to this Award, and otherwise agrees to make adequate provision for, any sums required to satisfy the minimum federal, state, local, local and foreign tax withholding obligations of the Company or a Related Entity (Entity, if any) , which arise in connection with this the Award. The Company, in its sole discretion, and in compliance with any applicable legal conditions or restrictions, may withhold from fully vested Shares otherwise deliverable to Participant upon the Participant pursuant to this vesting of the Award a number of whole Shares having a Fair Market Value, as determined by the Company as of the date the Participant recognizes income with respect to those Shares, not in excess of the minimum amount of minimum tax required to be withheld by law (or such lower amount as may be necessary to avoid adverse financial accounting treatment). Any adverse consequences to the Participant arising in connection with such Share Stock withholding procedure shall be the Participant’s sole responsibility. In addition, the Company, in its sole discretion, may establish a procedure whereby the Participant may make an irrevocable election to direct a broker (determined by the Company) to sell sufficient Shares from this the Award to cover the tax withholding obligations of the Company or any Related Entity and deliver such proceeds to the Company. Unless the tax withholding obligations of the Company or any Related Entity are satisfied, the Company shall have no obligation to issue a certificate for such Shares.

Withholding Obligations. At the time this the Award is granted, or at any time thereafter as requested by the Company, the Participant hereby authorizes withholding from payroll and any other amounts payable to the Participant (other than any amount constituting nonqualified deferred compensation within the meaning of Section 409A of the Code)Participant, including the Shares shares of Common Stock deliverable pursuant to this Award, and otherwise agrees to make adequate provision for, any sums required to satisfy the minimum federal, state, local, local and foreign tax withholding obligations of the Company or a Related Entity (an Affiliate, if any) , which arise in connection with this the Award. The Company, in its sole discretion, and in compliance with any applicable legal conditions or restrictions, may withhold from fully vested Shares shares of Common Stock otherwise deliverable to the Participant pursuant to this upon the vesting of the Award a number of whole Shares shares of Common Stock having a Fair Market Value, as determined by the Company as of the date the Participant recognizes income with respect to those Sharesshares of Common Stock, not in excess of the minimum amount of minimum tax required to be withheld by law (or such lower amount as may be necessary to avoid adverse financial accounting treatment). Any adverse consequences to the Participant arising in connection with such Share Common Stock withholding procedure shall be the Participant’s sole responsibility. In addition, subject to the terms of the Agreement, the Company, in its sole discretion, may establish a procedure whereby the Participant may make an irrevocable election to direct a broker (determined by the Company) to sell sufficient Shares shares of Common Stock from this the Award to cover the tax withholding obligations of the Company or any Related Entity Affiliate and deliver such proceeds to the Company. Unless the tax withholding obligations of the Company or any Related Entity Affiliate are satisfied, the Company shall have no obligation to issue a certificate for such Sharesshares of Common Stock.

Withholding Obligations. At the time this the Award is granted, or at any time thereafter as requested by the Company, the Participant hereby authorizes withholding from payroll and any other amounts payable to the Participant (other than any amount constituting nonqualified deferred compensation within the meaning of Section 409A of the Code)Participant, including the Shares shares of Common Stock deliverable pursuant to this Award, and otherwise agrees to make adequate provision for, any sums required to satisfy the minimum federal, state, local, local and foreign tax withholding obligations of the Company or a Related Entity (Company, if any) , which arise in connection with this the Award. The Company, in its sole discretion, and in compliance with any applicable legal conditions or restrictions, may withhold from fully vested Shares shares of Common Stock otherwise deliverable to the Participant pursuant to this upon the vesting of the Award a number of whole Shares shares of Common Stock having a Fair Market Value, as determined by the Company as of the date the Participant recognizes income with respect to those Sharesshares of Common Stock, not in excess of the minimum amount of minimum tax required to be withheld by applicable law (or such lower amount as may be necessary to avoid adverse financial accounting treatment). Any adverse consequences to the Participant arising in connection with such Share Common Stock withholding procedure shall be the Participant’s sole responsibility. In addition, subject to the terms of the Agreement, the Company, in its sole discretion, may establish a procedure whereby the Participant may make an irrevocable election to direct a broker (determined by the Company) to sell sufficient Shares shares of Common Stock from this the Award to cover the tax withholding obligations of the Company or any Related Entity Company and deliver such proceeds to the Company. Unless the tax withholding obligations of the Company or any Related Entity Company are satisfied, the Company shall have no obligation to issue a certificate for such Sharesshares of Common Stock.

Withholding Obligations. At the time this the Award is granted, or at any time thereafter as requested by the Company, the Participant hereby authorizes withholding from payroll and any other amounts payable to the Participant (other than any amount constituting nonqualified deferred compensation within the meaning of Section 409A of the Code)Participant, including the Shares shares of Stock deliverable pursuant to this Award, and otherwise agrees to make adequate provision for, any sums required to satisfy the minimum federal, state, local, local and foreign tax withholding obligations of the Company or a Related Entity (Entity, if any) , which arise in connection with this the Award. The Company, in its sole discretion, and in compliance with any applicable legal conditions or restrictions, may withhold from fully vested Shares shares of Stock otherwise deliverable to the Participant pursuant to this the Award a number of whole Shares shares of Stock having a Fair Market Value, as determined by the Company as of the date the Participant recognizes income with respect to those Sharesshares of Stock, not in excess of the minimum amount of tax required to be withheld by law (or such lower amount as may be necessary to avoid adverse financial accounting treatment). Any adverse consequences to the Participant arising in connection with such Share Stock withholding procedure shall be the Participant’s sole responsibility. In addition, the Company, in its sole discretion, may establish a procedure whereby the Participant may make an irrevocable election to direct a broker (determined by the Company) to sell sufficient Shares shares of Stock from this the Award to cover the tax withholding obligations of the Company or any Related Entity and deliver such proceeds to the Company. Unless the tax withholding obligations of the Company or any Related Entity are satisfied, the Company shall have no obligation to issue a certificate for such Sharesshares of Stock.

Withholding Obligations. At (a) Subject to Section 1.10(b), each of the time Buyer, the Company and the Escrow Agent shall be entitled to deduct and withhold from the consideration otherwise payable pursuant to any provision of this Award Agreement to any Person such amounts as it reasonably determines that it is grantedrequired to deduct and withhold with respect to the making of such payment under the Code, or at any time thereafter as requested other applicable Law, provided, however that except in the case of compensatory withholding Taxes or Indian withholding Taxes, the Buyer or the Company shall not withhold against any amounts payable hereunder without first notifying the Representative and providing the Sellers with a reasonable opportunity to claim any exemption or reduction in otherwise applicable withholding Taxes. The Parties agree that Indian Taxes will be withheld from the Purchase Price pursuant to Indian Law and the Buyer shall remit any such Indian Taxes to the applicable Governmental Entity, and will file all required Tax Returns in relation to such Taxes, in accordance with applicable Law. Any amounts payable hereunder and subject to compensatory withholding Taxes shall be distributed to the applicable employer entity and promptly disbursed through such entity’s payroll system net of any applicable Tax withholding. To the extent that amounts are withheld by the Buyer, the Company, the Participant hereby authorizes withholding from payroll applicable employer entity or the Escrow Agent, as the case may be, and any other amounts payable paid to the Participant (other than any amount constituting nonqualified deferred compensation within the meaning applicable Governmental Entity, such withheld amounts shall be treated for all purposes of Section 409A of the Code), including the Shares deliverable pursuant to this Award, and otherwise agrees to make adequate provision for, any sums required to satisfy the minimum federal, state, local, and foreign tax withholding obligations of the Company or a Related Entity (if any) which arise in connection with this Award. The Company, in its sole discretion, and in compliance with any applicable legal conditions or restrictions, may withhold from fully vested Shares otherwise deliverable Agreement as having been paid to the Participant pursuant to this Award a number Persons in respect of whole Shares having a Fair Market Value, as determined which such deduction and withholding was made by the Company as of the date the Participant recognizes income with respect to those Shares, not in excess of the minimum amount of tax required to be withheld by law (or such lower amount as may be necessary to avoid adverse financial accounting treatment). Any adverse consequences to the Participant arising in connection with such Share withholding procedure shall be the Participant’s sole responsibility. In additionBuyer, the Company, in its sole discretionthe applicable employer entity or the Escrow Agent, as the case may establish a procedure whereby the Participant may make an irrevocable election to direct a broker (determined by the Company) to sell sufficient Shares from this Award to cover the tax withholding obligations of the Company or any Related Entity and deliver such proceeds to the Company. Unless the tax withholding obligations of the Company or any Related Entity are satisfied, the Company shall have no obligation to issue a certificate for such Sharesbe.

Withholding Obligations. At the time this the Award is granted, or at any time thereafter as requested by the CompanyCompany (as such term is defined in Section 3 of the Plan), the Participant hereby authorizes withholding from payroll and any other amounts payable to the Participant (other than any amount constituting nonqualified deferred compensation within the meaning of Section 409A of the Code)Participant, including the Shares shares of Common Stock deliverable pursuant to this Award, and otherwise agrees to make adequate provision for, any sums required to satisfy the minimum federal, state, local, local and foreign tax withholding obligations of the Company or a Related Entity (as such term is defined in Section 3 of the Plan), if any) , which arise in connection with this the Award. The Company, in its sole discretion, and in compliance with any applicable legal conditions or restrictions, may withhold from fully vested Shares shares of Stock otherwise deliverable to the Participant pursuant to this the Award a number of whole Shares shares of Stock having a Fair Market Value, as determined by the Company as of the date of the Participant recognizes income with respect to those Sharesshares of Stock, not in excess of the minimum amount of tax required to be withheld by law (or such lower other amount as may be necessary to that would avoid adverse financial accounting treatment). Any adverse consequences to the Participant arising in connection with such Share Common Stock withholding procedure shall be the Participant’s sole responsibility. In addition, the CompanyCompany (as such term is defined in Section 3 of the Plan), in its sole discretion, may establish a procedure whereby the Participant may make an irrevocable election to direct a broker (determined by the Company) to sell sufficient Shares shares of Common Stock from this the Award to cover the tax withholding obligations of the Company or any Related Entity (as such term is defined in the Plan) and deliver such proceeds to the Company. Unless the tax withholding obligations of the Company or any Related Entity (as such term is defined in Section 3 of the Plan) are satisfied, the Company shall have no obligation to issue a certificate for such Sharesshares of Stock.

Withholding Obligations. The Corporation’s obligation to deliver Shares or release Shares from escrow shall be subject to the satisfaction of all applicable income and 2003 Supplemental Stock Option Plan Xxx Xxxxxxx employment tax withholding requirements. At the time this Award is granted, or at any time thereafter as requested by the CompanyCorporation, the Participant hereby authorizes withholding from payroll and any other amounts payable to the Participant (other than any amount constituting nonqualified deferred compensation within the meaning of Section 409A of the Code)Participant, including the Shares deliverable pursuant to this AwardShares, and otherwise agrees to make adequate provision for, for any sums required to satisfy the minimum federal, state, local, local and foreign tax withholding obligations of the Company Corporation or a Related Entity (if any) any Subsidiary, which arise in connection with this Awardthe Shares. The CompanyCorporation, in its sole discretion, and in compliance with any applicable legal conditions or restrictions, may withhold from fully vested Shares Shares, otherwise deliverable to Participant upon the Participant pursuant to this Award vesting of the Shares, a whole number of whole Shares having a Fair Market Value, as determined by the Company Corporation as of the date the Participant recognizes income with respect to those Sharesof vesting, not in excess of the minimum amount of tax required to be withheld by law (or such lower amount as may be necessary to avoid adverse financial accounting treatment). Any adverse consequences to To the extent that the withholding of the Shares is less than the tax withholding amount, the Participant arising agrees to pay the remainder of the tax withholding in connection with cash or check or to have such Share withholding procedure shall be amount withheld by the Corporation from the Participant’s sole responsibility. In addition, the Company, in its sole discretion, may establish a procedure whereby the Participant may make an irrevocable election compensation through payroll and any other amounts payable to direct a broker (determined by the Company) to sell sufficient Shares from this Award to cover the tax withholding obligations of the Company or any Related Entity and deliver such proceeds to the CompanyParticipant. Unless the tax withholding obligations of the Company Corporation or any Related Entity Parent or Subsidiary are satisfied, the Company Corporation shall have no obligation to issue a certificate for such SharesShares or release such Shares from any escrow provided for herein.