Common use of Required Withholding Clause in Contracts

Required Withholding. Each of the Payment Agent, Parent and the Surviving Corporation shall be entitled to deduct and withhold from any amounts payable pursuant to this Agreement such amounts as may be required to be deducted or withheld therefrom under U.S. federal or state, local or non-U.S. law. To the extent that such amounts are so deducted or withheld, such amounts shall be treated for all purposes 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 and the Surviving Corporation shall be entitled to deduct and withhold from any amounts payable pursuant to this Agreement such amounts as may be required to be deducted or withheld therefrom under U.S. federal or state, local or non-U.S. lawLaw. To the extent that such amounts are so deducted or withheld, such amounts shall be treated for all purposes 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 and the Surviving Corporation 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 Common Stock such amounts as may be they reasonably determine are required to be deducted or withheld therefrom under U.S. United States federal or state, local or non-U.S. lawforeign Law. To the extent that such amounts are so deducted or withheld, such amounts shall be treated for all purposes 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, Merger Sub, Parent and the Surviving Corporation shall be entitled to deduct and withhold from any amounts payable pursuant to this Agreement such amounts as may be required to be deducted or withheld therefrom under U.S. federal or state, local or non-U.S. law. To the extent that such amounts are so deducted or withheld, such amounts shall be treated for all purposes 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 and the Surviving Corporation shall be entitled to deduct and withhold from any amounts payable or otherwise deliverable pursuant to this Agreement to any Person such amounts as may be are required to be deducted or withheld therefrom under U.S. federal or federal, state, local or non-U.S. lawLaw and remitted to the appropriate Governmental Authority. To the extent that such amounts are so deducted or withheldwithheld and properly remitted to the appropriate Governmental Authority in accordance with applicable Law, such amounts shall be treated for all purposes 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 and Parent, the Company, the Surviving Corporation shall and any other withholding agent will be entitled to deduct and withhold from any cash amounts payable pursuant to this Agreement Agreement, such amounts as may be are required to be deducted or withheld therefrom under U.S. federal or state, local or non-U.S. lawpursuant to any Tax laws. To the extent that such amounts are so deducted or withheldwithheld and paid over to the appropriate Governmental Authority, such amounts shall will be treated for all purposes under 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 and the Surviving Corporation 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 Common Stock such amounts as may be required to be deducted or withheld therefrom under U.S. federal or state, local or non-U.S. law. To the extent that such amounts are so deducted or withheld, such amounts shall be treated for all purposes 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 and Parent, the Surviving Corporation and their Affiliates shall be entitled to deduct and withhold from any amounts payable to any Person pursuant to this Agreement such amounts as may be are required to be deducted or withheld therefrom under U.S. federal or state, local or non-U.S. lawapplicable Laws. To the extent that such amounts are so deducted or withheld, such amounts shall be treated for all purposes 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 and the -------------------- Surviving Corporation shall be entitled to deduct and withhold from any amounts consideration payable or otherwise deliverable pursuant to this Agreement to any holder or former holder of Company Common Stock such amounts as may be required to be deducted or withheld therefrom under U.S. federal or state, local or non-U.S. foreign law. To the extent that such amounts are so deducted or withheld, such amounts shall be treated for all purposes under this Agreement as having been paid to the Person person to whom such amounts would otherwise have been paid.

Required Withholding. Each of the Payment Agent, Parent Parent, the Company and the Surviving Corporation shall will be entitled to deduct and withhold from any amounts payable pursuant to this Agreement such amounts as may be are required to be deducted or withheld therefrom under U.S. federal or state, local or non-U.S. lawpursuant to any Tax laws. To the extent that such amounts are so deducted or withheldwithheld and paid over to the appropriate Governmental Authority, such amounts shall will be treated for all purposes under 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 Parent, the Company and the Surviving Corporation shall will be entitled to deduct and withhold from any cash amounts payable pursuant to this Agreement such amounts as may be are required to be deducted or withheld therefrom under U.S. federal or state, local or non-U.S. lawpursuant to any Tax laws. To the extent that such amounts are so deducted or withheldwithheld and paid over to the appropriate Governmental Authority, such amounts shall will be treated for all purposes under 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 Parent, Sub and the Surviving Corporation shall be entitled to deduct and withhold from any amounts payable pursuant to this Agreement to, or in respect of, any Person such amounts as may be required to be deducted or withheld therefrom under U.S. United States federal or state, local or non-U.S. lawforeign Tax Laws. To the extent that such amounts are so deducted or withheld, such amounts shall be treated for all purposes 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 and the Surviving Corporation shall be entitled to deduct and withhold from any amounts consideration payable or otherwise deliverable pursuant to this Agreement to any holder or former holder of Company Common Stock such amounts as may be required to be deducted or withheld therefrom under U.S. federal or state, local or non-U.S. foreign law. To the extent that such amounts are so deducted or withheld, such amounts shall be treated for all purposes under this Agreement as having been paid to the Person person to whom such amounts would otherwise have been paid.

Required Withholding. Each of the Payment Agent, Parent Parent, the Company and the Surviving Corporation shall will be entitled to deduct and withhold from any amounts payable pursuant to this Agreement such any amounts as may be are required to be deducted or withheld therefrom under U.S. federal or state, local or non-U.S. lawpursuant to any Tax laws. To the extent that such any amounts are so deducted or withheldwithheld and paid over to the appropriate Governmental Authority, such amounts shall will be treated for all purposes under of this Agreement as having been paid to the Person with respect to whom such amounts would otherwise have been paiddeduction or withholding was made.

Required Withholding. Each of the Payment Agent, Parent and the Surviving Corporation shall be entitled to deduct and withhold from any amounts payable pursuant to this Agreement such amounts as it reasonably determines may be required to be deducted or withheld therefrom under U.S. federal or state, local or non-U.S. lawApplicable Law. To the extent that such amounts are so deducted or withheld, such amounts shall be treated for all purposes under this Agreement as having been paid to the Person to whom such amounts would otherwise have been paid.