Common use of Required Withholding Clause in Contracts

Required Withholding. Each of the Payment Agent, Parent, the Company and the Surviving Corporation will be entitled to deduct and withhold from any cash amounts payable pursuant to this Agreement to any holder or former holder of shares of Company Capital Stock or Company Equity Awards, such amounts as are required to be deducted or withheld therefrom pursuant to any Tax laws. To the extent that such amounts are so deducted or withheld and paid over to the appropriate Governmental Authority, such amounts will be treated for all purposes of this Agreement as having been paid to the Person to whom such amounts would otherwise have been paid.

Required Withholding. Each of the Payment Agent, Parent, the Company and the Surviving Corporation will be entitled to deduct and withhold from any cash amounts payable pursuant to this Agreement to any holder or former holder of shares of Company Capital Stock Common Stock, Company RSUs or Company Equity Awards, Options such amounts as are required to be deducted or withheld therefrom pursuant to any Tax laws. To the extent that such amounts are so deducted or withheld and paid over to the appropriate Governmental Authority, such amounts will be treated for all purposes of this Agreement as having been paid to the Person to whom such amounts would otherwise have been paid.

Required Withholding. Each of the Payment Agent, ParentLKQ, the Company Parent and the Surviving Corporation will shall be entitled to deduct and withhold from any cash amounts payable pursuant to this Agreement to any holder or former holder of shares of Company Capital Stock or Shares, Company Equity Awards, Options and Company Restricted Shares such amounts as are required to be deducted or withheld therefrom pursuant to any under applicable Tax lawsLaws. To the extent that such amounts are so deducted or deducted, withheld and paid over remitted to the appropriate applicable Governmental Authority, such amounts will shall be treated for all purposes of under this Agreement as having been paid to the Person to whom such amounts would otherwise have been paid.

Required Withholding. Each of the Payment Agent, Parent, the Company Parent and the Surviving Corporation will shall be entitled to deduct and withhold from any cash amounts payable pursuant to this Agreement to any holder or former holder of shares of Company Capital Shares, Company Options and Company Restricted Stock or Company Equity Awards, Units such amounts as are required to be deducted or withheld therefrom pursuant to any under applicable Tax lawsLaws. To the extent that such amounts are so deducted or deducted, withheld and paid over remitted to the appropriate applicable Governmental Authority, such amounts will shall be treated for all purposes of under this Agreement as having been paid to the Person to whom such amounts would otherwise have been paid.

Required Withholding. Each of the Payment Agent, Parent, the Company Parent and the Surviving Corporation will shall be entitled to deduct and withhold from any cash amounts payable pursuant to this Agreement to any holder or former holder of shares of Company Capital Common Stock, Company Options and Company Restricted Stock or Company Equity Awards, Units such amounts as are required to be deducted or withheld therefrom pursuant to any under applicable Tax lawsLaws. To the extent that such amounts are so deducted or deducted, withheld and paid over remitted to the appropriate applicable Governmental Authority, such amounts will shall be treated for all purposes of under this Agreement as having been paid to the Person to whom such amounts would otherwise have been paid.

Required Withholding. Each of the Payment Agent, Parent, the Company and the Surviving Corporation will be entitled to deduct and withhold from any cash amounts payable pursuant to this Agreement to any holder or former holder of shares of Company Capital Common Stock or Company Equity Awards, Stock-Based Awards such amounts as are required to be deducted or withheld therefrom pursuant to any Tax laws. To the extent that such amounts are so deducted or withheld and paid over to the appropriate Governmental Authority, such amounts will be treated for all purposes of this Agreement as having been paid to the Person to whom such amounts would otherwise have been paid.

Required Withholding. Each of the Payment Agent, Parent, the Company and the Surviving Corporation will be entitled to deduct and withhold from any cash amounts payable pursuant to this Agreement to any holder or former holder of shares of Company Capital Stock Common Stock, Company Stock-Based Awards or Company Equity Awards, Options such amounts as are required to be deducted or withheld therefrom pursuant to any Tax laws. To the extent that such amounts are so deducted or withheld and paid over to the appropriate Governmental Authority, such amounts will be treated for all purposes of this Agreement as having been paid to the Person to whom such amounts would otherwise have been paid.

Required Withholding. Each of the Payment Agent, Parent, the Company Parent and the Surviving Corporation will shall be entitled to deduct and withhold from any cash amounts payable pursuant to this Agreement to any holder or former holder of shares of Shares, Company Capital Stock or Options, Company Equity AwardsRSUs, Company PSUs and purchase rights under the Company ESPP such amounts as are required to be deducted or withheld therefrom pursuant to any under applicable Tax lawsLaws. To the extent that such amounts are so deducted or deducted, withheld and paid over remitted to the appropriate applicable Governmental Authority, such amounts will shall be treated for all purposes of under this Agreement as having been paid to the Person to whom such amounts would otherwise have been paid.

Required Withholding. Each of the Payment Agent, Parent, the Company and the Surviving Corporation will be entitled to deduct and withhold from any cash amounts payable pursuant to this Agreement to any holder or former holder of shares of Company Capital Common Stock or Company Equity Awards, such amounts as are required to be deducted or withheld therefrom pursuant to any Tax lawsLaws. To the extent that such amounts are so deducted or withheld and paid over to the appropriate Governmental Authority, such amounts will be treated for all purposes of this Agreement as having been paid to the Person to whom such amounts would otherwise have been paid.

Required Withholding. Each of the Payment Agent, Parent, the Company Parent and the Surviving Corporation will shall be entitled to deduct and withhold from any cash amounts payable pursuant to this Agreement to any holder or former holder of shares of Company Capital Shares, Company Options, Company Restricted Stock or Units, Company Equity Awards, PSU Awards and Company Deferred Cash Awards such amounts as are required to be deducted or withheld therefrom pursuant to any under applicable Tax lawsLaws. To the extent that such amounts are so deducted or deducted, withheld and paid over remitted to the appropriate applicable Governmental Authority, such amounts will shall be treated for all purposes of under this Agreement as having been paid to the Person to whom such amounts would otherwise have been paid.

Required Withholding. Each of the Payment Agent, Parent, the Company Parent and the Surviving Corporation will shall be entitled to deduct and withhold from any cash amounts payable pursuant to this Agreement to any holder or former holder of shares of Company Capital Common Stock or and Company Equity Awards, Options such amounts as are may be required to be deducted or withheld therefrom pursuant to any therefrom, including under U.S. federal or state, local or non-U.S. Tax laws. To the extent that such amounts are so deducted or withheld and paid over to the appropriate Governmental Authoritytaxing authority or other Person, such amounts will shall be treated for all purposes of under this Agreement as having been paid to the Person to whom such amounts would otherwise have been paid.

Required Withholding. Each of the Payment Agent, Parent, the Company and the Surviving Corporation will be entitled to deduct and withhold from any cash amounts payable pursuant to this Agreement to any holder or former holder of shares of Company Capital Stock Common Stock, Company Stock-Based Awards or Company Equity Awards, Options such amounts as are required to be deducted or withheld therefrom pursuant to any Tax laws. To the extent that such amounts are so deducted or withheld and paid over to the appropriate Governmental Authority, such amounts will be treated for all purposes of this Agreement as having been paid to the Person to whom such amounts would otherwise have been paid.. 2.13

Required Withholding. Each of the Payment Agent, Parent, the Company Parent and the Surviving Corporation will shall be entitled to deduct and withhold from any cash amounts payable pursuant to this Agreement to any holder or former holder of shares of Company Capital Stock or Common Stock, Company Equity Awards, Stock-Based Awards and Company Options such amounts as are may be required to be deducted or withheld therefrom pursuant to any under United States federal or state, local or foreign Tax lawsLaws. To the extent that such amounts are so deducted or withheld and paid over to the appropriate Governmental Authoritywithheld, such amounts will shall be treated for all purposes of under this Agreement as having been paid to the Person to whom such amounts would otherwise have been paid.

Required Withholding. Each Notwithstanding anything herein to the contrary, each of the Payment Agent, Parent, the Company and the Surviving Corporation will be entitled to deduct and withhold from any cash amounts payable pursuant to this Agreement to any holder or former holder of shares of Company Capital Common Stock or Company Equity Awards, Awards such amounts as are required to be deducted or withheld therefrom pursuant to any Tax laws. To the extent that such amounts are so deducted or withheld and paid over to the appropriate Governmental Authority, such amounts will be treated for all purposes of this Agreement as having been paid to the Person to whom such amounts would otherwise have been paid.

Required Withholding. Each of the Payment Agent, Parent, the Company and the Surviving Corporation Corporation, or any Subsidiary of Parent, the Company or the Surviving Corporation, will be entitled to deduct and withhold from any cash amounts payable pursuant to this Agreement to any holder or former holder of shares of Company Capital Stock or Company Equity Awards, such amounts as are required to be deducted or withheld therefrom pursuant to any Tax lawsLaws. To the extent that such amounts are so deducted or withheld and paid over to the appropriate Governmental Authority, such amounts will be treated for all purposes of this Agreement as having been paid to the Person to whom such amounts would otherwise have been paid.

Required Withholding. Each of the Payment Agent, Parent, the Company and the Surviving Corporation will be entitled to deduct and withhold from any cash amounts payable pursuant to this Agreement to any holder or former holder of shares of Company Capital Stock Common Stock, Company RSUs or Company Equity Awards, Options such amounts as are required to be deducted or withheld therefrom pursuant to any Tax lawsLaws. To the extent that such amounts are so deducted or withheld and paid over to the appropriate Governmental Authority, such amounts will be treated for all purposes of this Agreement as having been paid to the Person to whom such amounts would otherwise have been paid.

Required Withholding. Each of the Payment Paying Agent, Parent, the Company Parent and the Surviving Corporation will shall be entitled to deduct and withhold from any cash amounts payable pursuant to this Agreement to any holder or former holder of shares of Company Capital Stock Stock, Company Options, Company Stock-Based Awards or Company Equity Awards, Warrants such amounts as are may be required to be deducted or withheld therefrom pursuant to any under United States federal or state, local or foreign Tax lawslaw. To the extent that such amounts are so deducted or withheld and paid over to the appropriate Governmental Authoritywithheld, such amounts will shall be treated for all purposes of under this Agreement as having been paid to the Person to whom such amounts would otherwise have been paid.

Required Withholding. Each of the Payment Agent, Parent, the Company and the Surviving Corporation (each a “Withholding Agent”) will be entitled to deduct and withhold from any cash amounts payable pursuant to this Agreement to any holder or former holder of shares of Company Capital Common Stock or Company Equity Awards, such amounts as are required to be deducted or withheld therefrom pursuant to any Tax lawsLaws. To the extent that such amounts are so deducted or withheld and paid over to the appropriate Governmental Authority, such amounts will be treated for all purposes of this Agreement as having been paid to the Person to whom such amounts would otherwise have been paid.

Required Withholding. Each of the Payment Agent, Parent, the Company and the Surviving Corporation will be entitled to deduct and withhold from any cash amounts payable pursuant to this Agreement to any holder or former holder of shares of Company Capital Common Stock, Company Restricted Stock Units or Company Equity Awards, Options such amounts as are required to be deducted or withheld therefrom pursuant to any Tax lawsLaws. To the extent that such amounts are so deducted or withheld and paid over to the appropriate Governmental Authority, such amounts will be treated for all purposes of this Agreement as having been paid to the Person to whom such amounts would otherwise have been paid.

Required Withholding. Each of the Payment Agent, Parent, the Company Parent and the Surviving Corporation will shall be entitled to deduct and withhold from any cash amounts payable pursuant to this Agreement to any holder or former holder of shares of Company Capital Stock or Common Stock, Company Equity Awards, RSU Awards and Company Options such amounts as are may be required to be deducted or withheld therefrom pursuant to any under U.S. federal or state, local or non-U.S. Tax laws. To the extent that such amounts are so deducted or withheld and paid over to the appropriate Governmental Authoritytaxing authority, such amounts will shall be treated for all purposes of under this Agreement as having been paid to the Person to whom such amounts would otherwise have been paid.

Required Withholding. Each of the Payment Agent, Parent, the Company Investor and the Surviving Corporation will shall be entitled to deduct and withhold from any cash amounts payable pursuant to this Agreement to any holder or former holder of shares of Company Capital Common Stock, Company Options and Company Restricted Stock or Company Equity Awards, Units such amounts as are required to be deducted or withheld therefrom pursuant to any under applicable Tax lawsLaws. To the extent that such amounts are so deducted or deducted, withheld and paid over remitted to the appropriate applicable Governmental Authority, such amounts will shall be treated for all purposes of under this Agreement as having been paid to the Person to whom such amounts would otherwise have been paid.