Tax Matters Clause Example with 9 Variations from Business Contracts
This page contains Tax Matters 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 Matters. The Option granted hereunder is intended to qualify as an "incentive stock option" under Section 422 of the Code. Notwithstanding the foregoing, the Option will not qualify as an "incentive stock option," among other events: (a) if the Participant disposes of the Option Shares at any time during the two-year period following the date of this Agreement or the one-year period following the date of any exercise of the Option; (b) except in the event of the Participant's death or Disability, if the ...Participant is not employed by the Company, a Parent or a Subsidiary at all times during the period beginning on the date of this Agreement and ending on the day that is three months before the date of any exercise of the Option; or (c) to the extent that the aggregate fair market value of the Common Stock subject to "incentive stock options" held by the Participant which become exercisable for the first time in any calendar year (under all plans of the Company, a Parent or a Subsidiary) exceeds $100,000. For purposes of clause (c) above, the "fair market value" of the Common Stock will be determined as of the Grant Date. To the extent that the Option does not qualify as an "incentive stock option," it will not affect the validity of the Option and will constitute a separate non-qualified stock option. In the event that the Participant disposes of the Option Shares within either two years following the Grant Date or one year following the date of exercise of the Option, the Participant must deliver to the Company, within seven days following such disposition, a written notice specifying the date on which such shares were disposed of, the number of shares so disposed, and, if such disposition was by a sale or exchange, the amount of consideration received. The Company will have no liability or responsibility if the Option ceases to be an incentive stock option for any reason.View More
Variations of a "Tax Matters" Clause from Business Contracts
Tax Matters. (a) The Option granted hereunder hereby is intended to qualify as an "incentive stock option" under Section 422 of the Code. Notwithstanding the foregoing, the Option will not qualify as an "incentive stock option," among other events: (a) if the Participant Optionee disposes of the Common Stock acquired pursuant to the Option Shares at any time during the two-year period following the date of this Agreement or the one-year period following the date of any exercise of the Option; (b) except in t...he event of the Participant's Optionee's death or Disability, disability (as defined in Section 22(e)(3) of the Code), if the Participant Optionee is not employed by the Company, a Parent or a Subsidiary Company at all times during the period beginning on the date of this Agreement Option and ending on the day that is three months before the date of any exercise of the Option; or (c) to the extent that the aggregate fair market value of the Common Stock subject to "incentive stock options" held by the Participant Optionee which become exercisable for the first time in any calendar year (under all plans of the Company, a Parent or a Subsidiary) Company) exceeds $100,000. For purposes of clause (c) above, the "fair market value" of the Common Stock will shall be determined as of the Grant Date. To the extent that the Option does not qualify as an "incentive stock option," option", it will shall not affect the validity of the Option and will shall constitute a separate non-qualified stock option. In You are therefore urged to consult with your individual tax advisor prior to exercising this Option since the event that exercise of this Option may result in adverse tax consequences including the Participant disposes payment of additional federal and/or state income taxes. (b) No Shares will be issued on exercise of the Option unless and until the Optionee pays to the Company, or makes satisfactory arrangements with the Company for payment of, any federal, state or local taxes which may be required by law to be withheld in respect of the exercise of the Option. The Optionee hereby agrees that the Company may withhold from the Optionee's wages or other remuneration the applicable taxes. At the discretion of the Company, the applicable taxes may be withheld in kind from the Shares otherwise deliverable to the Optionee on exercise of the Option, up to the Optionee's minimum required withholding rate or such other rate that will not trigger a negative accounting impact. Optionee agrees to notify the Company in writing within either fifteen (15) days after the date of any disposition of any of the Shares issued upon exercise of the Option that occurs within the later of two (2) years following after the Grant Date or within one (1) year following the date of exercise of the Option, the Participant must deliver after such Shares are transferred to the Company, within seven days Optionee. 5 13. Notices. All notices hereunder to the Company shall be delivered or mailed to the following address: Authentidate Holding Corp. 300 Connell Drive, 5th Floor Berkeley Heights, NJ 07922 Attention: Chief Financial Officer Such address for the service of notices may be changed at any time provided notice of such disposition, a written notice specifying change is furnished in advance to the date on which such shares were disposed of, the number of shares so disposed, and, if such disposition was by a sale or exchange, the amount of consideration received. The Company will have no liability or responsibility if the Option ceases to be an incentive stock option for any reason. Optionee. View More
Tax Matters. (a) Section 422 Requirement. The Option Shares granted hereunder is hereby are intended to qualify as an "incentive stock option" options" under Section 422 of the Code. Notwithstanding the foregoing, the Option Shares will not qualify as an "incentive stock option," options," if, among other events: events, (a) if the Participant Optionee disposes of the Option Shares at any time during the two-year period following the date acquired upon exercise of this Agreement option within two years from ...the Grant Date or the one-year period following the date of any one year after such Shares were acquired pursuant to exercise of the Option; this option; (b) except in the event of the Participant's Optionee's death or Disability, if disability (as described in Section 5 above), the Participant Optionee is not employed by the Company, a Parent parent or a Subsidiary subsidiary at all times during the period beginning on the date of this Agreement Grant Date and ending on the day that is three (3) months before the date of any exercise of the Option; any Shares; or (c) to the extent that the aggregate fair market value of the Common Stock Shares subject to "incentive stock options" held by the Participant Optionee which become exercisable for the first time in any calendar year (under all plans of the Company, a Parent parent or a Subsidiary) subsidiary) exceeds $100,000. For purposes of clause (c) above, this paragraph, the "fair market value" of the Common Stock will Shares shall be determined as of the Grant Date. Date in accordance with the terms of the Plan. (b) Disqualifying Disposition. To the extent that the Option does any Shares do not qualify as an "incentive stock option," it will shall not affect the validity of the Option such Shares and will shall constitute a separate non-qualified stock option. In the event that the Participant Optionee disposes of the Option Shares acquired upon exercise of this option within either two years following from the Grant Date or one year following the date of after such Shares were acquired pursuant to exercise of this option, the Option, the Participant Optionee must deliver to the Company, within seven (7) days following such disposition, a written notice specifying the date on which such shares were disposed of, the number of shares so disposed, and, if such disposition was by a sale or exchange, the amount of consideration received. The 4 (c) Withholding. No later than the date of exercise of the Stock Option granted hereunder, the Optionee shall pay to the Company will have no liability or responsibility make arrangements satisfactory to the Board or its Compensation Committee, if the Option ceases any, regarding payment of any federal, state or local taxes of any kind required by law to be an incentive stock option for withheld upon the exercise of such Stock Option and the Company shall, to the extent permitted or required by law, have the right to deduct from any reason. payment of any kind otherwise due to the Optionee, federal, state and local taxes of any kind required by law to be withheld upon the exercise of such Stock Option. The Optionee should consult with a tax advisor before exercising the Stock Option or disposing of the Shares to obtain advice as to the consequences of such exercise or disposition. View More
Tax Matters. (a) Section 422 Requirement. The Option Shares granted hereunder is hereby are intended to qualify as an "incentive stock option" options" under Section 422 of the Code. Notwithstanding the foregoing, the Option Shares will not qualify as an "incentive stock option," options," if, among other events: events, (a) if the Participant Optionee disposes of the Option Shares at any time during the two-year period following the date acquired upon exercise of this Agreement option within two years from ...the Grant Date or the one-year period following the date of any one year after such Shares were acquired pursuant to exercise of the Option; this option; (b) except in the event of the Participant's Optionee's death or Disability, if disability (as described in Section 5 above), the Participant Optionee is not employed by the Company, a Parent parent or a Subsidiary subsidiary at all times during the period beginning on the date of this Agreement Grant Date and ending on the day that is three (3) months before the date of any exercise of the Option; any Shares; or (c) to the extent that the aggregate fair market value of the Common Stock Shares subject to "incentive stock options" held by the Participant Optionee which become exercisable for the first time in any calendar year (under all plans of the Company, a Parent parent or a Subsidiary) subsidiary) exceeds $100,000. For purposes of clause (c) above, this paragraph, the "fair market value" of the Common Stock will Shares shall be determined as of the Grant Date. Date in accordance with the terms of the Plan. (b) Disqualifying Disposition. To the extent that the Option does any Shares do not qualify as an "incentive stock option," it will shall not affect the validity of the Option such Shares and will shall constitute a separate non-qualified stock option. In the event that the Participant Optionee disposes of the Option Shares acquired upon exercise of this option within either two years following from the Grant Date or one year following the date of after such Shares were acquired pursuant to exercise of this option, the Option, the Participant Optionee must deliver to the Company, within seven (7) days following such disposition, a written notice specifying the date on which such shares were disposed of, the number of shares so disposed, and, if such disposition was by a sale or exchange, the amount of consideration received. The (c) Withholding. No later than the date of exercise of the Stock Option granted hereunder, the Optionee shall pay to the Company will have no liability or responsibility make arrangements satisfactory to the Board or its Compensation Committee, if the Option ceases any, regarding payment of any federal, state or local taxes of any kind required by law to be an incentive stock option for withheld upon the exercise of such Stock Option and the Company shall, to the extent permitted or required by law, have the right to deduct from any reason. payment of any kind otherwise due to the Optionee, federal, state and local taxes of any kind required by law to be withheld upon the exercise of such Stock Option. The Optionee should consult with a tax advisor before exercising the Stock Option or disposing of the Shares to obtain advice as to the consequences of such exercise or disposition. View More
Tax Matters. (a) The Option granted hereunder hereby is intended to qualify as an "incentive stock option" under Section 422 of the Code. Notwithstanding the foregoing, the Option will not qualify as an "incentive stock option," among other events: (a) if the Participant Optionee disposes of the Common Stock acquired pursuant to the Option Shares at any time during the two-year period following the date of this Agreement or the one-year period following the date of any exercise of the Option; (b) except in t...he event of the Participant's Optionee's death or Disability, disability (as defined in Section 22(e)(3) of the Code), if the Participant Optionee is not employed by the Company, a Parent or a Subsidiary Company at all times during the period beginning on the date of this Agreement Option and ending on the day that is three months before the 5 date of any exercise of the Option; or (c) to the extent that the aggregate fair market value of the Common Stock subject to "incentive stock options" held by the Participant Optionee which become exercisable for the first time in any calendar year (under all plans of the Company, a Parent or a Subsidiary) Company) exceeds $100,000. For purposes of clause (c) above, the "fair market value" of the Common Stock will shall be determined as of the Grant Date. To the extent that the Option does not qualify as an "incentive stock option," option", it will shall not affect the validity of the Option and will shall constitute a separate non-qualified stock option. In You are therefore urged to consult with your individual tax advisor prior to exercising this Option since the event that exercise of this Option may result in adverse tax consequences including the Participant disposes payment of additional federal and/or state income taxes. (b) No Shares will be issued on exercise of the Option unless and until the Optionee pays to the Company, or makes satisfactory arrangements with the Company for payment of, any federal, state or local taxes which may be required by law to be withheld in respect of the exercise of the Option. The Optionee hereby agrees that the Company may withhold from the Optionee's wages or other remuneration the applicable taxes. At the discretion of the Company, the applicable taxes may be withheld in kind from the Shares otherwise deliverable to the Optionee on exercise of the Option, up to the Optionee's minimum required withholding rate or such other rate that will not trigger a negative accounting impact. Optionee agrees to notify the Company in writing within either fifteen (15) days after the date of any disposition of any of the Shares issued upon exercise of the Option that occurs within the later of two (2) years following after the Grant Date or within one (1) year following the date of exercise of the Option, the Participant must deliver after such Shares are transferred to the Company, within seven days following such disposition, a written notice specifying the date on which such shares were disposed of, the number of shares so disposed, and, if such disposition was by a sale or exchange, the amount of consideration received. The Company will have no liability or responsibility if the Option ceases to be an incentive stock option for any reason. Optionee. View More
Tax Matters. The Stock Option granted hereunder hereby is intended to qualify as an "incentive stock option" under Section 422 of the Code. Notwithstanding the foregoing, the Stock Option will not qualify as an "incentive stock option," among other events: (a) events, (i) if the Participant disposes of the Ordinary Shares acquired pursuant to the Stock Option Shares at any time during the two-year two year period following the date of this Agreement or the one-year one year period following the date of any e...xercise of on which the Option; (b) Stock Option is exercised; (ii) except in the event of the Participant's death or Disability, disability (as defined in Section 22(e)(3) of the Code), if the Participant is not employed by the Company, a Parent or a Subsidiary Employer at all times during the period beginning on the date of this Agreement and ending on the day that is three months before the date of any exercise of the Option; or (c) (iii) to the extent that the aggregate fair market value (determined as of the Common Stock time the Option is granted) of the Ordinary Shares subject to "incentive stock options" held by the Participant which become exercisable for the first time in any calendar year (under all plans of the Company, a Parent or a Subsidiary) exceeds $100,000. For purposes of clause (c) above, the "fair market value" of the Common Stock will be determined as of the Grant Date. To the extent that the Option does not qualify as an "incentive stock option," it will shall not affect the validity of the Option and will shall constitute a separate non-qualified stock option. In option 2. Grant of Stock Option. Subject to the event that Plan and the terms and conditions set forth herein and therein, the Participant disposes is hereby granted the Stock Option to purchase from the Company Ordinary Shares at a price per share of the Option Shares within either two years following the Grant Date or one year following the date of exercise of the Option, the Participant must deliver to the Company, within seven days following such disposition, a written notice specifying the date on which such shares were disposed of, the number of shares so disposed, and, if such disposition was by a sale or exchange, the amount of consideration received. The Company will have no liability or responsibility if the Option ceases to be an incentive stock option for any reason. $ (the "Exercise Price"). View More
Tax Matters. The Option granted hereunder is intended to qualify as an "incentive stock option" under Section 422 of the Code. Internal Revenue Code of 1986, as amended. Notwithstanding the foregoing, the Option will not qualify as an "incentive stock option," among other events: (a) events, (i) if the Participant disposes of any shares of Common Stock acquired pursuant to the Option Shares at any time during the two-year two (2) year period following the date of this Agreement or the one-year one (1) year p...eriod following the date of any exercise of on which the Option; (b) Option is exercised; (ii) except in the event of the Participant's death or Disability, disability, as defined in Section 22(e)(3) of the Code, if the Participant is not employed by the Company, a Parent any "parent corporation" of the Company within the meaning of Section 424(e) of the Code ("Parent"), or a Subsidiary any "subsidiary corporation" within the meaning of Section 424(f) of the Code ("Subsidiary"), at all times during the period beginning on the date of this Agreement Grant Date (as defined herein) and ending on the day that is three (3) months before the date of any exercise of the Option; or (c) (iii) to the extent that the aggregate fair market value Fair Market Value (determined as of the time the Option is granted) of the shares of Common Stock subject to "incentive stock options" held by the Participant which become exercisable for the first time by the Participant in any calendar year (under all plans of the Company, a Parent or a Subsidiary) exceeds $100,000. For purposes of clause (c) above, the "fair market value" of the Common Stock will be determined as of the Grant Date. To the extent that the Option does not qualify as an "incentive stock option," it will shall not affect the validity of the Option and will shall constitute a separate non-qualified stock option. In the event that the Participant disposes of the Option Shares within either two years following the Grant Date or one year following the date of exercise of the Option, the Participant must deliver to the Company, within seven days following such disposition, a written notice specifying the date on which such shares were disposed of, the number of shares so disposed, and, if such disposition was by a sale or exchange, the amount of consideration received. The Company will have no liability or responsibility if the Option ceases to be an incentive stock option for any reason.View More
Tax Matters. The Option granted hereunder hereby is intended to qualify as an "incentive stock option" under Section 422 of the Code. Internal Revenue Code of 1986, as amended (the "Code"). Notwithstanding the foregoing, the Option will not qualify as an "incentive stock option," among other events: (a) events, (i) if the Participant Executive disposes of the Common Stock acquired pursuant to the Option Shares at any time during the two-year two (2) year period following the date of this Agreement or the one...-year one (1) year period following the date of any exercise of on which the Option; (b) Option is exercised; (ii) except in the event of the Participant's Executive's death or Disability, disability, as defined in Section 22(e)(3) of the Code, if the Participant Executive is not employed by the Company, a any Subsidiary or any Parent or a Subsidiary at all times during the period beginning on the date of this Agreement and ending on the day that is three (3) months before the date of any exercise of the Option; or (c) (iii) to the extent that the aggregate fair market value (determined as of the time the Option is granted) of the Common Stock subject to "incentive stock options" held by the Participant which become exercisable for the first time in any calendar year (under all plans of the Company, a Parent or a Subsidiary) exceeds $100,000. For purposes of clause (c) above, the "fair market value" of the Common Stock will be determined as of the Grant Date. To the extent that the Option does not qualify as an "incentive stock option," it will shall not affect the validity of the Option and will the portion of the Option that does not qualify as an "incentive stock option" shall constitute a separate non-qualified stock option. In the event that the Participant disposes of the Option Shares within either two years following the Grant Date or one year following the date of exercise of the Option, the Participant must deliver to the Company, within seven days following such disposition, a written notice specifying the date on which such shares were disposed of, the number of shares so disposed, and, if such disposition was by a sale or exchange, the amount of consideration received. The Company will have no liability or responsibility if the Option ceases to be an incentive stock option for any reason.View More
Tax Matters. The Option granted hereunder hereby is intended to qualify as an "incentive stock option" under Section 422 of the Code. Internal Revenue Code of 1986, as amended (the "Code"). Notwithstanding the foregoing, the Option will not qualify as an "incentive stock option," among other events: (a) events, (i) if the Participant disposes of the Common Stock acquired pursuant to the Option Shares at any time during the two-year two (2) year period following the date of this Agreement or the one-year one ...(1) year period following the date of any exercise of on which the Option; (b) Option is exercised; (ii) except in the event of the Participant's death or Disability, disability, as defined in Section 22(e)(3) of the Code, if the Participant is not employed by the Company, a any Subsidiary or any Parent or a Subsidiary at all times during the period beginning on the date of this Agreement and ending on the day that is three (3) months before the date of any exercise of the Option; or (c) (iii) to the extent that the aggregate fair market value (determined as of the time the Option is granted) of the Common Stock subject to "incentive stock options" held by the Participant which become exercisable for the first time in any calendar year (under all plans of the Company, a Parent or a Subsidiary) exceeds $100,000. For purposes of clause (c) above, the "fair market value" of the Common Stock will be determined as of the Grant Date. To the extent that the Option does not qualify as an "incentive stock option," it will shall not affect the validity of the Option and will the portion of the Option that does not qualify as an "incentive stock option" shall constitute a separate non-qualified stock option. In the event that the Participant disposes of the Option Shares within either two years following the Grant Date or one year following the date of exercise of the Option, the Participant must deliver to the Company, within seven days following such disposition, a written notice specifying the date on which such shares were disposed of, the number of shares so disposed, and, if such disposition was by a sale or exchange, the amount of consideration received. The Company will have no liability or responsibility if the Option ceases to be an incentive stock option for any reason.View More
Tax Matters. The Option granted hereunder hereby is intended to qualify as an "incentive stock option" under Section 422 of the Code. Notwithstanding the foregoing, the Option will not qualify as an "incentive stock option," among other events: (a) if the Participant disposes of the Common Stock acquired pursuant to the Option Shares at any time during the two-year period following the date of this Award Agreement or the one-year period following the date of any exercise of the Option; (b) except in the even...t of the Participant's death or Disability, if the Participant is not employed by the Company, a Parent Company or a any Subsidiary at all times during the period beginning on the date of this Award Agreement and ending on the day that is three (3) months before the date of any exercise of the Option; or (c) to the extent that the aggregate fair market value of the Common Stock subject to "incentive stock options" held by the Participant which become exercisable for the first time in any calendar year (under all plans of the Company, a Parent or a Subsidiary) Company) exceeds $100,000. For purposes of clause (c) above, the "fair market value" of the Common Stock will shall be determined as of the Grant Date. To the extent that the Option does not qualify as an "incentive stock option," it will shall not affect the validity of the Option and will shall constitute a separate non-qualified stock option. In Participant is urged to consult with his or her individual tax advisor prior to exercising this Option since the event that the Participant disposes of the Option Shares within either two years following the Grant Date or one year following the date of exercise of this Option may result in adverse tax consequences including the Option, the Participant must deliver to the Company, within seven days following such disposition, a written notice specifying the date on which such shares were disposed of, the number payment of shares so disposed, and, if such disposition was by a sale or exchange, the amount of consideration received. The Company will have no liability or responsibility if the Option ceases to be an incentive stock option for any reason. additional Federal and/or state income taxes. View More
