Tax Consequences Clause Example with 7 Variations from Business Contracts

Tax Consequences. The Purchaser Each of the Purchasers has reviewed with the Purchaser's own tax advisors the federal, state, local and foreign tax consequences of this investment and the transactions 2 contemplated by this Agreement. The Purchaser Each of the Purchasers is relying solely on such advisors and not on any statements or representations of the Company or any of its agents. The Purchaser Each of the Purchasers understands that the such Purchaser (and not the Company) shall be responsible for any such ...Purchaser's own tax liability that may arise as a result of this investment or the transactions contemplated by this Agreement. The Purchaser understands that Section 83 of the Code, taxes as ordinary income the difference between the purchase price for the Shares and the fair market value of the Shares as of the date any restrictions on the Shares lapse. In this context, "restriction" includes the right of the Company to buy back the Shares pursuant to the Repurchase Option. The Purchaser understands that the Purchaser may elect to be taxed at the time the Shares are purchased rather than when and as the Repurchase Option expires by filing an election under Section 83(b) of the Code with the IRS within 30 days from the date of purchase. The form for making this section 83(b) election is attached to this agreement as Exhibit D and the Purchaser (and not the Company or any of its agents) shall be solely responsible for appropriately filing such form, even if the purchaser requests the company or its agents to make this filing on THE purchaser's behalf. View More

Tax Consequences. The Purchaser has reviewed with the Purchaser's its own tax advisors the federal, state, local and foreign tax consequences of this investment and the transactions contemplated by this Agreement. The Purchaser is relying solely on such advisors and not on any statements or representations of the Company or any of its agents. The Purchaser understands that the Purchaser it (and not the Company) shall be responsible for any its own tax liability that may arise as a result of this investment or the... transactions contemplated by this Agreement. The Purchaser understands that Section 83 of the Code, taxes as ordinary income the difference between the purchase price for the Shares and the fair market value of the Shares as of the date any restrictions on the Shares lapse. In this context, "restriction" includes the right of the Company to buy back the Shares pursuant to the Repurchase Option. The Purchaser understands that the Purchaser may elect to be taxed at the time the Shares are purchased rather than when and as the Repurchase Option expires by filing an election under Section 83(b) of the Code with the IRS within 30 days from the date of purchase. The form for making this section 83(b) election is attached to this agreement as Exhibit D and the Purchaser (and not the Company or any of its agents) shall be solely responsible for appropriately filing such form, even if the purchaser requests the company or its agents to make this filing on THE purchaser's behalf. View More

Tax Consequences. The Purchaser has reviewed with the Purchaser's own tax advisors advisers the federal, state, local and foreign tax consequences of this investment and the transactions contemplated by this Agreement. The Purchaser is relying solely on such advisors advisers and not on any statements statement or representations representation of the Company or any of its agents. The Purchaser understands that the Purchaser (and not the Company) shall be responsible for any Purchaser's own tax liability that may... arise as a result of this investment or the transactions contemplated by this Agreement. The Purchaser understands that Section 83 of the Code, taxes as ordinary income the difference between the purchase price for the Shares and the fair market value of the Shares as of the date any restrictions on the Shares lapse. In this context, "restriction" includes the right of the Company to buy back the Shares pursuant to the Repurchase Option. The Purchaser understands that the Purchaser may elect to be taxed at the time the Shares are purchased rather than when and as the Repurchase Option expires by filing an election under Section 83(b) of the Code with the IRS within 30 days from the date of purchase. The form for making this section 83(b) election is attached to this agreement as Exhibit D and the Purchaser (and not the Company or any of its agents) shall be solely responsible for appropriately filing such form, even if the purchaser requests the company or its agents to make this filing on THE purchaser's behalf. View More

Tax Consequences. The Purchaser has reviewed with the Purchaser's own tax advisors the federal, state, local and foreign tax consequences of this investment and the transactions contemplated by this Agreement. The Purchaser is relying solely on such advisors and not on any statements or representations of the Company or any of its agents. The Purchaser understands that the Purchaser (and not the Company) shall be responsible for any tax liability that may arise as a result of the transactions contemplated by this... Agreement. The Purchaser understands that Section 83 of the Code, taxes as ordinary income the difference between the purchase price for the Shares and the fair market value of the Shares as of the date any restrictions on the Shares lapse. In this context, "restriction" includes the right of the Company to buy back the Shares pursuant to the Repurchase Option. The Purchaser understands that the Purchaser may elect to be taxed at the time the Shares are purchased rather than when and as the Repurchase Option expires by filing an election under Section 83(b) of the Code with the IRS within 30 days from the date of purchase. The form for making this section 83(b) election is attached to this agreement as Exhibit D and the Purchaser (and not the Company or any of its agents) shall be solely responsible for appropriately filing such form, even if the purchaser requests the company or its agents to make this filing on THE purchaser's behalf. View More

Tax Consequences. The Purchaser has reviewed with the Purchaser's own tax advisors the federal, state, local and foreign tax consequences of this investment and the transactions contemplated by this Agreement. The Purchaser is relying solely on such advisors and not on any statements or representations of the Company or any of its agents. The Purchaser understands that the Purchaser (and not the Company) shall be responsible for any the Purchaser's own tax liability that may arise as a result of this investment o...r the transactions contemplated by this Agreement. The Purchaser understands that Section 83 of the Code, Internal Revenue Code of 1986, as amended (the "Code"), taxes as ordinary income both (i) the difference between the fair market value of the Shares when the Company granted the Purchaser the right to purchase price the Shares and the fair market value of the Shares on the date of this Agreement, and (ii) the difference between the amount paid for the Shares and the fair market value of the Shares as of the date any restrictions on the Shares lapse. In this context, "restriction" includes the right of the Company to buy back 4 the Shares pursuant to its repurchase option. In the Repurchase Option. event the Company has registered under the Exchange Act, "restriction" with respect to officers, directors and 10% shareholders also means the period after the purchase of the Shares during which such officers, directors and 10% shareholders could be subject to suit under Section 16(b) of the Exchange Act. The Purchaser understands that the Purchaser may elect to be taxed at the time the Shares are purchased rather than when and as the Repurchase Option Company's repurchase option or 16(b) period expires by filing an election under Section 83(b) of the Code with the IRS I.R.S. within 30 days from the date of purchase. The form for making this section 83(b) election is attached to this agreement as Exhibit D and the Purchaser (and not the Company or any of its agents) shall be solely responsible for appropriately filing such form, even if the purchaser requests the company or its agents to make this filing on THE purchaser's behalf. PURCHASER ACKNOWLEDGES THAT IT IS THE PURCHASER'S SOLE RESPONSIBILITY AND NOT THE COMPANY'S TO TIMELY FILE THE ELECTION UNDER SECTION 83(b), EVEN IF THE PURCHASER REQUESTS THE COMPANY OR ITS REPRESENTATIVES TO MAKE THIS FILING ON THE PURCHASER'S BEHALF. View More

Tax Consequences. The Purchaser has reviewed with the Purchaser's own tax advisors the federal, state, local and foreign tax consequences of this investment and the transactions contemplated by this Agreement. The Purchaser is relying solely on such advisors and not on any statements or representations of the Company or any of its agents. The Purchaser understands that the Purchaser (and not the Company) shall be responsible for any the Purchaser's own tax liability that may arise as a result of this investment o...r the transactions contemplated by this Agreement. The Purchaser understands that Section 83 of the Code, Internal Revenue Code of 1986, as amended (the "Code"), taxes as ordinary income both (i) the difference between the fair market value of the Shares when the Company granted the Purchaser the right to purchase price the Shares and the fair market value of the Shares on the date of this Agreement, and (ii) the difference between the amount paid for the Shares and the fair market value of the Shares as of the date any restrictions on the Shares lapse. In this context, "restriction" includes the right of the Company to buy back the Shares pursuant to its repurchase option. In the Repurchase Option. event the Company has registered under the Exchange Act, "restriction" with respect to officers, directors and 10% shareholders also means the period after the purchase of the Shares during which such officers, directors and 10% shareholders could be subject to suit under Section 16(b) of the Exchange Act. The Purchaser understands that the Purchaser may elect to be taxed at the time the Shares are purchased rather than when and as the Repurchase Option Company's repurchase option or 16(b) period expires by filing an election under Section 83(b) of the Code with the IRS I.R.S. within 30 days from the date of purchase. The form for making this section 83(b) election is attached to this agreement as Exhibit D and the Purchaser (and not the Company or any of its agents) shall be solely responsible for appropriately filing such form, even if the purchaser requests the company or its agents to make this filing on 4 THE purchaser's behalf. PURCHASER ACKNOWLEDGES THAT IT IS THE PURCHASER'S SOLE RESPONSIBILITY AND NOT THE COMPANY'S TO TIMELY FILE THE ELECTION UNDER SECTION 83(b), EVEN IF THE PURCHASER REQUESTS THE COMPANY OR ITS REPRESENTATIVES TO MAKE THIS FILING ON THE PURCHASER'S BEHALF. View More

Tax Consequences. The Purchaser has reviewed with the Purchaser's own tax advisors the federal, state, local and foreign tax consequences of this investment and the transactions contemplated by this Agreement. The Purchaser is relying solely on such advisors and not on any statements or representations of the Company or any of its agents. The Purchaser understands that the Purchaser (and not the Company) shall be responsible for any the Purchaser's own tax liability that may arise as a result of this investment o...r the transactions contemplated by this Agreement. The Purchaser understands that Section 83 of the Code, Internal Revenue Code of 1986, as amended (the "Code"), taxes as ordinary income both (i) the difference between the fair market value of the Shares when the Company granted the Purchaser the right to purchase price the Shares and the fair market value of the Shares on the date of this Agreement, and (ii) the difference between the amount paid for the Shares and the fair market value of the Shares as of the date any restrictions on the Shares lapse. In this context, "restriction" includes the right of the Company to buy back the Shares pursuant to its repurchase option. In the Repurchase Option. event the Company has 4 registered under the Exchange Act, "restriction" with respect to officers, directors and 10% shareholders also means the period after the purchase of the Shares during which such officers, directors and 10% shareholders could be subject to suit under Section 16(b) of the Exchange Act. The Purchaser understands that the Purchaser may elect to be taxed at the time the Shares are purchased rather than when and as the Repurchase Option Company's repurchase option or 16(b) period expires by filing an election under Section 83(b) of the Code with the IRS I.R.S. within 30 days from the date of purchase. The form for making this section 83(b) election is attached to this agreement as Exhibit D and the Purchaser (and not the Company or any of its agents) shall be solely responsible for appropriately filing such form, even if the purchaser requests the company or its agents to make this filing on THE purchaser's behalf. PURCHASER ACKNOWLEDGES THAT IT IS THE PURCHASER'S SOLE RESPONSIBILITY AND NOT THE COMPANY'S TO TIMELY FILE THE ELECTION UNDER SECTION 83(b), EVEN IF THE PURCHASER REQUESTS THE COMPANY OR ITS REPRESENTATIVES TO MAKE THIS FILING ON THE PURCHASER'S BEHALF. View More