Tax Liability and Withholding Clause Example with 82 Variations from Business Contracts
This page contains Tax Liability and Withholding clauses in business contracts and legal agreements. An example clause is provided at the top of the page, followed by clauses with minor variations. You can view the text differences by selecting the "Show Differences" option.
Tax Liability and Withholding. 9.1 The Grantee shall be required to pay to the Company, and the Company shall have the right to deduct from any compensation paid to the Grantee pursuant to the Plan, the amount of any required withholding taxes in respect of the Restricted Stock Units and to take all such other action as the Committee deems necessary to satisfy all obligations for the payment of such withholding taxes. The Committee may permit the Grantee to satisfy any federal, state or local tax withholding obligation by any... of the following means, or by a combination of such means: (a) tendering a cash payment. (b) authorizing the Company to withhold shares of Common Stock from the shares of Common Stock otherwise issuable or deliverable to the Grantee as a result of the vesting of the Restricted Stock Units; provided, however, that no shares of Common Stock shall be withheld with a value exceeding the minimum amount of tax required to be withheld by law. (c) delivering to the Company previously owned and unencumbered shares of Common Stock. 9.2 Notwithstanding any action the Company takes with respect to any or all income tax, social insurance, payroll tax, or other tax-related withholding ("Tax-Related Items"), the ultimate liability for all Tax-Related Items is and remains the Grantee's responsibility and the Company (a) makes no representation or undertakings regarding the treatment of any Tax-Related Items in connection with the grant, vesting or settlement of the Restricted Stock Units or the subsequent sale of any shares; and (b) does not commit to structure the Restricted Stock Units to reduce or eliminate the Grantee's liability for Tax-Related Items.View More
Variations of a "Tax Liability and Withholding" Clause from Business Contracts
Tax Liability and Withholding. 9.1 The Grantee shall be required to pay to the Company, and the Company shall have the right to deduct from any compensation paid to the Grantee pursuant to the Plan, the amount of any required withholding taxes in respect of the Restricted Stock Units and to take all such other action as the Committee deems necessary to satisfy all obligations for the payment of such withholding taxes. The Committee may permit the Grantee to satisfy any federal, state or local tax withholding obligation by any... of the following means, or by a combination of such means: (a) tendering a cash payment. (b) authorizing the Company to withhold shares of Common Stock from the shares of Common Stock otherwise issuable or deliverable to the Grantee as a result of the vesting of the Restricted Stock Units; provided, however, that no shares of Common Stock shall be withheld with a value exceeding the minimum amount of tax required to be withheld by law. (c) delivering to the Company previously owned and unencumbered shares of Common Stock. 9.2 Notwithstanding any action the Company takes with respect to any or all income tax, social insurance, employment tax (e.g. FICA and FUTA), payroll tax, or other tax-related withholding ("Tax-Related Items"), the ultimate liability for all Tax-Related Items is and remains the Grantee's Participant's responsibility and the Company (a) makes no representation or undertakings regarding the treatment of any Tax-Related Items in connection with the grant, vesting vesting, or settlement exercise of the Restricted Stock Units Option or the subsequent sale of any shares; Option Shares acquired on exercise and (b) does not commit to structure the Restricted Stock Units Option to reduce or eliminate the Grantee's Participant's liability for Tax-Related Items. 4 17. Compliance with Law. The exercise of the Option and the issuance and transfer of shares of Common Stock shall be subject to compliance by the Company and the Participant with all applicable requirements of federal and state securities laws and with all applicable requirements of any stock exchange on which the Company's shares of Common Stock may be listed. No shares of Common Stock shall be issued pursuant to this Option unless and until any then applicable requirements of state or federal laws and regulatory agencies have been fully complied with to the satisfaction of the Company and its counsel. The Participant understands that the Company is under no obligation to register the shares of Common Stock with the Securities and Exchange Commission, any state securities commission or any stock exchange to effect such compliance. View More
Tax Liability and Withholding. 9.1 The Grantee shall be required to pay to the Company, and the Company shall have the right to deduct from any compensation paid to the Grantee pursuant to the Plan, the amount of any required withholding taxes in respect of the Restricted Stock Units and to take all such other action as the Committee deems necessary to satisfy all obligations for the payment of such withholding taxes. The Committee may permit the Grantee to satisfy any federal, state or local tax withholding obligation by any... of the following means, or by a combination of such means: (a) tendering a cash payment. (b) authorizing the Company to withhold shares of Common Stock from the shares of Common Stock otherwise issuable or deliverable to the Grantee as a result of the vesting of the Restricted Stock Units; provided, however, that no shares of Common Stock shall be withheld with a value exceeding the minimum amount of tax required to be withheld by law. (c) delivering to the Company previously owned and unencumbered shares of Common Stock. 9.2 Notwithstanding any action the Company takes with respect to any or all income tax, social insurance, payroll tax, or other tax-related withholding ("Tax-Related Items"), the ultimate liability for all Tax-Related Items is and remains the Grantee's Participant's responsibility and the Company (a) makes no representation or undertakings regarding the treatment of any Tax-Related Items in connection with the grant, vesting vesting, or settlement exercise of the Restricted Stock Units Option or the subsequent sale of any shares; Shares acquired on exercise; and (b) does not commit to structure the Restricted Stock Units Option to reduce or eliminate the Grantee's Participant's liability for Tax-Related Items. 4 10. Compliance with Law. The exercise of the Option and the issuance and transfer of Shares of Common Stock shall be subject to compliance by the Company and the Participant with all applicable requirements of federal and state securities laws and with all applicable requirements of any stock exchange on which the Company's Shares of Common Stock may be listed. No Shares of Common Stock shall be issued pursuant to this Option unless and until any then applicable requirements of state or federal laws and regulatory agencies have been fully complied with to the satisfaction of the Company and its counsel. The Participant understands that the Company is under no obligation to register the Shares with the Securities and Exchange Commission, any state securities commission or any stock exchange to effect such compliance. View More
Tax Liability and Withholding. 9.1 The Grantee shall be required to pay to the Company, and the Company shall have the right to deduct from any compensation paid to the Grantee pursuant to the Plan, the amount of any required withholding taxes in respect of the Restricted Stock Units and to take all such other action as the Committee deems necessary to satisfy all obligations for the payment of such withholding taxes. The Committee may permit the Grantee to satisfy any federal, state or local tax withholding obligation by any... of the following means, or by a combination of such means: (a) tendering a cash payment. (b) authorizing the Company to withhold shares of Common Stock from the shares of Common Stock otherwise issuable or deliverable to the Grantee as a result of the vesting of the Restricted Stock Units; provided, however, that no shares of Common Stock shall be withheld with a value exceeding the minimum amount of tax required to be withheld by law. (c) delivering to the Company previously owned and unencumbered shares of Common Stock. 9.2 Notwithstanding any action the Company takes with respect to any or all income tax, social insurance, payroll tax, or other tax-related withholding ("Tax-Related Items"), the ultimate liability for all Tax-Related Items is and remains the Grantee's Participant's responsibility and the Company (a) makes no representation or undertakings regarding the treatment of any Tax-Related Items in connection with the grant, vesting vesting, or settlement exercise of the Restricted Stock Units Option or the subsequent sale of any shares; shares acquired on exercise; and (b) does not commit to structure the Restricted Stock Units Option to reduce or eliminate the Grantee's Participant's liability for Tax-Related Items. 2 10. Compliance with Law. The exercise of the Option and the issuance and transfer of shares of Common Stock shall be subject to compliance by the Company and the Participant with all applicable requirements of federal and state securities laws and with all applicable requirements of any stock exchange on which the Company's shares of Common Stock may be listed. No shares of Common Stock shall be issued pursuant to this Option unless and until any then applicable requirements of state or federal laws and regulatory agencies have been fully complied with to the satisfaction of the Company and its counsel. The Participant understands that the Company is under no obligation to register the shares of Common Stock with the Securities and Exchange Commission, any state securities commission or any stock exchange to effect such compliance. View More
Tax Liability and Withholding. 9.1 The Grantee 6.1The Participant shall be required to pay to the Company, and the Company shall have the right to deduct from any compensation paid to the Grantee Participant pursuant to the Plan, vesting of the Restricted Share Units, the amount of any required applicable foreign, federal, state and local withholding taxes obligations of the Company or the Participant's employer or former employer (including income tax and National Insurance Contributions due under the United Kingdom's Pay As... You Earn withholding system) in respect of the Restricted Stock Share Units and to take all such other action as the Committee Company deems necessary to satisfy all obligations for the payment of such withholding taxes. The Committee may permit the Grantee to satisfy any federal, state or local tax withholding obligation obligations by any of the following means, or instructing a registered broker chosen by a combination of such means: (a) tendering a cash payment. (b) authorizing the Company to withhold shares sell on the applicable vesting date such number of Common Stock from the shares of Common Stock otherwise issuable or deliverable to the Grantee Ordinary Shares as a result of the vesting of the Restricted Stock Units; provided, however, that no shares of Common Stock shall be withheld with a value exceeding the minimum amount of tax required to be withheld by law. (c) delivering to the Company previously owned and unencumbered shares of Common Stock. 9.2 Notwithstanding deems necessary to satisfy the Company's or the Participant's employer's or former employer's withholding obligations, after deducting the broker's commission. 6.2Notwithstanding any action the Company takes with respect to any or all income tax, social insurance, social security contributions (including National Insurance Contributions), payroll tax, or other tax-related withholding ("Tax-Related Items"), the ultimate liability for all Tax-Related Items is and remains the Grantee's Participant's responsibility and the Company (a) makes no representation or undertakings regarding the treatment of any Tax-Related Items in connection with the grant, vesting or settlement of the Restricted Stock Units or the subsequent sale of any shares; Share Units; and (b) does not commit to structure the Restricted Stock Share Units to reduce or eliminate the Grantee's Participant's liability for Tax-Related Items. View More
Tax Liability and Withholding. 9.1 The Grantee 6.1The Participant shall be required to pay to the Company, and the Company shall have the right to deduct from any compensation paid to the Grantee Participant pursuant to the Plan, vesting of the Performance-Based Restricted Share Units, the amount of any required applicable foreign, federal, state and local withholding taxes obligations of the Company in respect of the Performance-Based Restricted Stock Share Units and to take all such other action as the Committee Company dee...ms necessary to satisfy all obligations for the payment of such withholding taxes. The Committee may permit the Grantee to satisfy any federal, state or local tax withholding obligation by any of the following means, or by a combination of such means: (a) tendering a cash payment. (b) authorizing the Company to withhold shares of Common Stock from the shares of Common Stock otherwise issuable or deliverable to the Grantee as a result of the vesting of the Restricted Stock Units; provided, however, that no shares of Common Stock shall be withheld with a value exceeding the minimum amount of tax required to be withheld by law. (c) delivering to the Company previously owned and unencumbered shares of Common Stock. 9.2 Notwithstanding 6.2Notwithstanding any action the Company takes with respect to any or all income tax, social insurance, payroll tax, or other tax-related withholding ("Tax-Related Items"), the ultimate liability for all Tax-Related Items is and remains the Grantee's Participant's responsibility and the Company (a) makes no representation or undertakings regarding the treatment of any Tax-Related Items in connection with the grant, vesting or settlement of the Performance-Based Restricted Stock Units or the subsequent sale of any shares; Share Units; and (b) does not 4 commit to structure the Performance-Based Restricted Stock Share Units to reduce or eliminate the Grantee's Participant's liability for Tax-Related Items. View More
Tax Liability and Withholding. 9.1 The Grantee 6.1The Participant shall be required to pay to the Company, and the Company shall have the right to deduct from any compensation paid to the Grantee Participant pursuant to the Plan, vesting of the Performance-Based Restricted Share Units, the amount of any required applicable foreign, federal, state and local withholding taxes obligations of the Company in respect of the Performance-Based Restricted Stock Share Units and to take all such other action as the Committee Company dee...ms necessary to satisfy all obligations for the payment of such withholding taxes. The Committee may permit the Grantee to satisfy any federal, state or local tax withholding obligation by any of the following means, or by a combination of such means: (a) tendering a cash payment. (b) authorizing the Company to withhold shares of Common Stock from the shares of Common Stock otherwise issuable or deliverable to the Grantee as a result of the vesting of the Restricted Stock Units; provided, however, that no shares of Common Stock shall be withheld with a value exceeding the minimum amount of tax required to be withheld by law. (c) delivering to the Company previously owned and unencumbered shares of Common Stock. 9.2 Notwithstanding 6.2Notwithstanding any action the Company takes with respect to any or all income tax, social insurance, payroll tax, or other tax-related withholding ("Tax-Related Items"), the ultimate liability for all Tax-Related Items is and remains the Grantee's Participant's responsibility and the Company (a) makes no representation or undertakings regarding the treatment of any Tax-Related Items in connection with the grant, vesting or settlement of the Performance-Based Restricted Stock Units or the subsequent sale of any shares; Share Units; and (b) does not commit to structure the Performance-Based Restricted Stock Share Units to reduce or eliminate the Grantee's Participant's liability for Tax-Related Items. View More
Tax Liability and Withholding. 9.1 11.1 The Grantee Participant shall be required to pay to the Company, and the Company shall have the right to deduct from any compensation paid to the Grantee Participant pursuant to the Plan, the amount of any required withholding taxes in respect of the Restricted Stock Performance Units and to take all such other action as the Committee deems necessary to satisfy all obligations for the payment of such withholding taxes. taxes in accordance with Section 16(c) of the Plan. The Committee Pa...rticipant may permit the Grantee to satisfy any federal, state or local tax withholding obligation by any of the following means, or by a combination of such means: means of the Plan, (a) tendering a cash payment. payment, (b) authorizing if the Committee has adopted a formal procedure allowing any participant to authorize the Company to withhold shares of Common Stock Shares from the shares of Common Stock Shares otherwise issuable or deliverable to the Grantee Participant as a result of the vesting of the Restricted Stock Units; provided, Performance Units (provided, however, that no shares of Common Stock Shares shall be withheld with a value exceeding the minimum maximum amount of tax required to be withheld by law. law), issuing such authorization, or (c) delivering to the Company previously owned and unencumbered shares Common Shares. Notwithstanding the foregoing, in the event the Participant fails to provide timely payment of Common Stock. 9.2 all sums required to satisfy any applicable federal, state and local withholding obligations in respect of the Performance Units, the Company shall treat such failure as an election by the Participant to satisfy all or any portion of the Participant's required payment obligation pursuant to Section 11.1(b) above. 11.2 Notwithstanding any action the Company takes with respect to any or all income tax, social insurance, payroll tax, or other tax-related withholding ("Tax-Related Items"), the ultimate liability for all Tax-Related Items is and remains the Grantee's Participant's responsibility and the Company (a) makes no representation or undertakings regarding the treatment of any Tax-Related Items in connection with the grant, vesting or settlement of the Restricted Stock Performance Units or the any subsequent sale of any shares; and (b) does not commit to structure the Restricted Stock Performance Units to reduce or eliminate the Grantee's Participant's liability for Tax-Related Items. 3 12. Compliance with Law. The issuance and transfer of Common Shares shall be subject to compliance by the Company and the Participant with all applicable requirements of federal and state securities laws and with all applicable requirements of any stock exchange on which the Common Shares may be listed. No Common Shares shall be issued pursuant to Performance Units unless and until any then applicable requirements of state or federal laws and regulatory agencies have been fully complied with to the satisfaction of the Company and its counsel. The Participant understands that the Company is under no obligation to register the Common Shares with the Securities and Exchange Commission, any state securities commission or any stock exchange to effect such compliance. View More
Tax Liability and Withholding. 9.1 The Grantee 12.1 Participant shall be required to pay to the Company, and the Company shall have the right to deduct from any compensation paid to the Grantee Participant pursuant to the Plan, the amount of any required withholding taxes in respect of the Restricted Stock Units PSUs and to take all such other action as the Committee Administrator deems necessary to satisfy all obligations for the payment of such withholding taxes. The Committee may permit the Grantee to satisfy any federal, ...state or local tax withholding obligation by any of the following means, or by a combination of such means: (a) tendering a cash payment. (b) authorizing the Company to withhold shares of Common Stock from the shares of Common Stock otherwise issuable or deliverable to the Grantee as a result of the vesting of the Restricted Stock Units; provided, however, that no shares of Common Stock shall be withheld with a value exceeding the minimum amount of tax required to be withheld by law. (c) delivering to the Company previously owned and unencumbered shares of Common Stock. 9.2 12.2 Notwithstanding any action the Company takes with respect to any or all income tax, social insurance, payroll tax, or other tax-related withholding ("Tax-Related Items"), the ultimate liability for all Tax-Related Items is and remains the Grantee's Participant's sole responsibility and the Company (a) makes no representation or undertakings regarding the treatment of any Tax-Related Items in connection with the grant, this Award, vesting or settlement of the Restricted Stock Units PSUs or the subsequent sale of any shares; Shares, and (b) does not commit to structure the Restricted Stock Units PSUs to reduce or eliminate the Grantee's Participant's liability for Tax-Related Items. View More
Tax Liability and Withholding. 9.1 The Grantee shall be required You agree to pay make adequate arrangements satisfactory to the Company, and Company prior to any relevant taxable or tax withholding event, as applicable, to satisfy all applicable income tax, social insurance, payroll tax or other tax-related withholding items ("Tax-Related Items"). In this regard, you authorize the Company shall have the right to deduct from any compensation paid to the Grantee pursuant to the Plan, you the amount of any required withholding ...taxes Tax-Related Items in respect of the Restricted Stock Units and to take all such other action as the Committee Company deems necessary to satisfy all obligations for the payment of such withholding taxes. The Committee Tax-Related Items. Alternatively, or in addition, the Company, in its sole discretion and without prior authorization from you, may permit the Grantee to satisfy any federal, state or local tax withholding obligation Tax-Related Items by any of the following means, or by a combination of such means: (a) tendering a cash payment. (b) authorizing the Company to withhold by withholding shares of Common Stock from the shares of Common Stock otherwise issuable or deliverable to the Grantee you as a result of the vesting of the Restricted Stock Units; provided, however, that no shares of Common Stock shall will be withheld with a value exceeding the minimum amount of tax required to be withheld by law. (c) delivering to law; or (b) By selling or arranging for the Company previously owned and unencumbered sale of shares of Common Stock. Stock otherwise issuable or deliverable to you as a result of the vesting of the Restricted Stock Units. 9.2 To the extent not prohibited by applicable legal or regulatory provisions, the Company intends that Tax-Related Items be satisfied in accordance with Section 9.1(a) above, unless the Company determines otherwise at any time. Notwithstanding any action the Company takes with respect to any or all income tax, social insurance, payroll tax, or other tax-related withholding ("Tax-Related Items"), Tax-Related Items, the ultimate liability for all Tax-Related Items is and remains the Grantee's your responsibility and the Company (a) makes no representation or undertakings regarding the treatment of any Tax-Related Items in connection with the grant, vesting or settlement of the Restricted Stock Units or the subsequent sale of any shares; and (b) does not commit to structure the Restricted Stock Units to reduce or eliminate the Grantee's your liability for Tax-Related Items. 3 10. Compliance with Law. The issuance and transfer of shares of Common Stock is subject to compliance by the Company and you with all applicable requirements of federal and state securities laws and with all applicable requirements of any stock exchange on which the Company's shares of Common Stock may be listed. No shares of Common Stock will be issued or transferred unless and until any then applicable requirements of state and federal laws and regulatory agencies have been fully complied with to the satisfaction of the Company and its counsel. View More
Tax Liability and Withholding. 9.1 11.1 The Grantee Participant shall be required to pay to the Company, and the Company shall have the right to deduct from any compensation paid to the Grantee Participant pursuant to the Plan, the amount of any required withholding taxes in respect of the Restricted Stock Performance Units and to take all such other action as the Committee deems necessary to satisfy all obligations for the payment of such withholding taxes. taxes in accordance with Section 16(c) of the Plan. The Committee Pa...rticipant may permit the Grantee to satisfy any federal, state or local tax withholding obligation by any of the following means, or by a combination of such means: means of the Plan, (a) tendering a cash payment. payment, (b) authorizing if the Committee has adopted a formal procedure allowing any participant to authorize the Company to withhold shares of Common Stock Shares from the shares of Common Stock Shares otherwise issuable or deliverable to the Grantee Participant as a result of the vesting of the Restricted Stock Units; provided, Performance Units (provided, however, that no shares of Common Stock Shares shall be withheld with a value exceeding the minimum maximum amount of tax required to be withheld by law. law), issuing such authorization, or (c) delivering to the Company previously owned and unencumbered shares Common Shares. Notwithstanding the foregoing, in the event the Participant fails to provide timely payment of Common Stock. 9.2 all sums required to satisfy any applicable federal, state and local withholding obligations in respect of the Performance Units, the Company shall treat such failure as an election by the Participant to satisfy all or any portion of the Participant's required payment obligation pursuant to Section 11.1(b) above. 3 11.2 Notwithstanding any action the Company takes with respect to any or all income tax, social insurance, payroll tax, or other tax-related withholding ("Tax-Related Items"), the ultimate liability for all Tax-Related Items is and remains the Grantee's Participant's responsibility and the Company (a) makes no representation or undertakings regarding the treatment of any Tax-Related Items in connection with the grant, vesting or settlement of the Restricted Stock Performance Units or the any subsequent sale of any shares; and (b) does not commit to structure the Restricted Stock Performance Units to reduce or eliminate the Grantee's Participant's liability for Tax-Related Items. View More