Tax Withholding Clause Example with 4 Variations from Business Contracts
This page contains Tax 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 Withholding. (a) It shall be a condition of the Grant of the Restricted Shares provided herein that the Participant, and the Participant agrees, that the Participant shall pay to the Company upon its demand, such amount as may be requested by the Company for the purpose of satisfying its liability to withhold federal, state, or local income, employment or other taxes incurred by reason of the Grant provided herein or the Vesting thereof. The amount that will be due from the Participant, if any, will be deter...mined at the time the risk of forfeiture is removed and Vesting occurs, or if a Section 83(b) election (defined below) is made, as of the date of this Grant. (b) In the event that a Section 83(b) election is not made, the Participant may elect to have the Company withhold that number of Restricted Shares otherwise deliverable to the Participant upon the Vesting of the Restricted Shares or to deliver to the Company a number of Shares, in each case, having a Fair Market Value on the date of Vesting equal to the minimum amount required to be withheld as a result of such exercise. The election must be made in writing and must be delivered to the Company prior to the date of Vesting. If the number of shares so determined shall include a fractional share, the Participant shall deliver cash in lieu of such fractional share. All elections shall be made in a form approved by the committee and shall be subject to disapproval, in whole or in part by the Committee. (c) The Participant has reviewed with the Participant's own tax advisors the federal, state, local and foreign tax consequences of the transactions contemplated by this Agreement. The Participant is relying solely on such advisors and not on any statements or representations of the Company or any of its agents. The Participant understands that the 2 Participant (and not the Company) shall be responsible for the Participant's own tax liability that may arise as a result of the transactions contemplated by this Agreement. The Participant understands that Section 83 of the Internal Revenue Code of 1986, as amended (the "Code"), taxes as ordinary income the fair market value of the Restricted Shares as of the date any restrictions on the Shares lapse. In this context, "restriction" includes the Vesting conditions set forth in Section 3 hereof. The Participant understands that the Participant may elect to be taxed at the time the Restricted Shares are granted under this Agreement rather than when they become Vested and no longer subject to a substantial risk of forfeiture by filing an election under Section 83(b) of the Code with the I.R.S. within 30 days from the date of Grant. THE PARTICIPANT ACKNOWLEDGES THAT IT IS THE PARTICIPANT'S SOLE RESPONSIBILITY AND NOT THE COMPANY'S TO TIMELY FILE THE ELECTION UNDER SECTION 83(b), EVEN IF THE PARTICIPANT REQUESTS THE COMPANY OR ITS REPRESENTATIVES TO MAKE THIS FILING ON THE PARTICIPANT'S BEHALF.View More
Variations of a "Tax Withholding" Clause from Business Contracts
Tax Withholding. (a) It shall be a condition of the Grant award of the Restricted Shares Stock Units provided herein that the Participant, and the Participant hereby acknowledges and agrees, that the Participant shall pay to the Company upon its demand, demand such amount as may be requested by the Company for the purpose of satisfying its liability to withhold federal, state, state or local income, employment or other taxes incurred by reason of the Grant Award provided herein or upon the Vesting thereof. settl...ement of the Restricted Stock Units. The amount that will be due from the Participant, if any, will be determined at the time the risk of forfeiture is removed and Vesting occurs, or if a Section 83(b) election (defined below) is made, as of the date of this Grant. settlement occurs. (b) In the event that a Section 83(b) election is not made, the The Participant may elect to have the Company withhold that number of Restricted Shares shares of Common Stock otherwise deliverable to the Participant upon the Vesting settlement of the Restricted Shares Stock Units or to deliver to the Company a number of Shares, shares of Common Stock registered in the name of the Participant, in each case, case having a Fair Market Value on the date of Vesting Tax Date (as defined in the Plan) equal to the minimum amount maximum individual statutory rate in the Participant's jurisdiction for taxes required to be withheld as a result of such exercise. the settlement of the Restricted Stock Units. The election must be made in writing and must be delivered to the Company prior to the date Tax Date of Vesting. the Restricted Stock Units. If the number of shares of Common Stock so determined shall include a fractional share, Share, the Participant shall deliver cash in lieu of such fractional share. Share. All elections shall be made in a form approved by the committee Committee and shall be subject to disapproval, in whole or in part part, by the Committee. Committee (or the Board of Directors of the Company) in its sole discretion. As used herein, Tax Date means the date on which the Participant must include in his or her gross income for federal income tax purposes the Fair Market Value of the Common Stock received in settlement of the Restricted Stock Units. (c) The Participant has reviewed with the Participant's own tax advisors the federal, state, local and foreign tax consequences of the transactions contemplated by this Award Agreement. The Participant is relying solely on such advisors and not on any statements or representations of the Company or any of its agents. The Participant understands that the 2 Participant (and not the Company) shall be responsible for the Participant's own tax liability that may arise as a result of the transactions contemplated by this Agreement. The Participant understands that Section 83 of Award Agreement under the Internal Revenue Code of 1986, as amended (the "Code"), taxes as ordinary income Code, which may exceed the fair market value of amount withheld by the Restricted Shares as of the date any restrictions on the Shares lapse. In this context, "restriction" includes the Vesting conditions set forth in Section 3 hereof. The Participant understands that the Participant may elect to be taxed at the time the Restricted Shares are granted under this Agreement rather than when they become Vested and no longer subject to a substantial risk of forfeiture by filing an election under Section 83(b) of the Code with the I.R.S. within 30 days from the date of Grant. THE PARTICIPANT ACKNOWLEDGES THAT IT IS THE PARTICIPANT'S SOLE RESPONSIBILITY AND NOT THE COMPANY'S TO TIMELY FILE THE ELECTION UNDER SECTION 83(b), EVEN IF THE PARTICIPANT REQUESTS THE COMPANY OR ITS REPRESENTATIVES TO MAKE THIS FILING ON THE PARTICIPANT'S BEHALF. Company. View More
Tax Withholding. (a) It shall be a condition of the Grant of the Restricted Performance Shares provided herein that the Participant, and the Participant agrees, that the Participant shall pay to the Company upon its demand, such amount as may be requested by the Company for the purpose of satisfying its liability to withhold federal, state, or local income, employment or other taxes incurred by reason of the Grant provided herein or the Vesting thereof. The amount that will be due from the Participant, if any, w...ill be determined at the time the risk of forfeiture is removed and Vesting occurs, or if a Section 83(b) election (defined below) is made, as of the date of this Grant. occurs. (b) In the event that a Section 83(b) election is not made, the Participant may elect to have the Company withhold that number of Restricted Shares otherwise deliverable to the Participant upon the Vesting of the Restricted Shares or to deliver to the Company a number of Shares, in each case, having a Fair Market Value on the date of Vesting equal to the minimum amount required to be withheld as a result of such exercise. The election must be made in writing and must be delivered to the Company prior to the date of Vesting. If the number of shares so determined shall include a fractional share, the Participant shall deliver cash in lieu of such fractional share. All elections shall be made in a form approved by the committee and shall be subject to disapproval, in whole or in part by the Committee. (c) The Participant has reviewed with the Participant's own tax advisors the federal, state, local and foreign tax consequences of the transactions contemplated by this Agreement. The Participant is relying solely on such advisors and not on any statements or representations of the Company or any of its agents. The Participant understands that the 2 Participant (and not the Company) shall be responsible for the Participant's own tax liability that may arise as a result of the transactions contemplated by this Agreement. The Participant understands that Section 83 of Agreement under the Internal Revenue Code of 1986, as amended (the "Code"), "Code") which taxes as ordinary income the fair market value of the Restricted Performance Shares as of the date any restrictions on the Shares lapse. In this context, "restriction" includes the Vesting conditions set forth in Section 3 hereof. The Participant understands that the Participant may elect to be taxed at the time the Restricted Shares are granted under this Agreement rather than when they become Vested and no longer subject to a substantial risk of forfeiture by filing an election under Section 83(b) of the Code with the I.R.S. within 30 days from the date of Grant. THE PARTICIPANT ACKNOWLEDGES THAT IT IS THE PARTICIPANT'S SOLE RESPONSIBILITY AND NOT THE COMPANY'S TO TIMELY FILE THE ELECTION UNDER SECTION 83(b), EVEN IF THE PARTICIPANT REQUESTS THE COMPANY OR ITS REPRESENTATIVES TO MAKE THIS FILING ON THE PARTICIPANT'S BEHALF. Award Date. View More
Tax Withholding. (a) It shall be a condition of the Grant of the Restricted Performance Shares provided herein that the Participant, and the Participant agrees, that the Participant shall pay to the Company upon its demand, such amount as may be requested by the Company for the purpose of satisfying its liability to withhold federal, state, or local income, employment or other taxes incurred by reason of the Grant provided herein or the Vesting thereof. The amount that will be due from the Participant, if any, w...ill be determined at the time the risk of forfeiture is removed and Vesting occurs, or if a Section 83(b) election (defined below) is made, as of the date of this Grant. occurs. (b) In the event that a Section 83(b) election is not made, the Participant may elect to have the Company withhold that number of Restricted Shares otherwise deliverable to the Participant upon the Vesting of the Restricted Shares or to deliver to the Company a number of Shares, in each case, having a Fair Market Value on the date of Vesting equal to the minimum amount required to be withheld as a result of such exercise. The election must be made in writing and must be delivered to the Company prior to the date of Vesting. If the number of shares so determined shall include a fractional share, the Participant shall deliver cash in lieu of such fractional share. All elections shall be made in a form approved by the committee and shall be subject to disapproval, in whole or in part by the Committee. (c) The Participant has reviewed with the Participant's own tax advisors the federal, state, local and foreign tax consequences of the transactions contemplated by this Agreement. The Participant is relying solely on such advisors and not on any statements or representations of the Company or any of its agents. The Participant understands that the 2 Participant (and not the Company) shall be responsible for the Participant's own tax liability that may arise as a result of the transactions contemplated by this Agreement. The Participant understands that Section 83 of Agreement under the Internal Revenue Code of 1986, as amended (the "Code"), "Code") which taxes as ordinary income the fair market value of the Restricted Performance Shares as of the date any restrictions on the Shares lapse. In this context, "restriction" includes the Vesting conditions set forth in Section 3 hereof. The Participant understands that the Participant may elect to be taxed at the time the Restricted Shares are granted under this Agreement rather than when they become Vested and no longer subject to a substantial risk of forfeiture by filing an election under Section 83(b) of the Code with the I.R.S. within 30 days from the date of Grant. THE PARTICIPANT ACKNOWLEDGES THAT IT IS THE PARTICIPANT'S SOLE RESPONSIBILITY AND NOT THE COMPANY'S TO TIMELY FILE THE ELECTION UNDER SECTION 83(b), EVEN IF THE PARTICIPANT REQUESTS THE COMPANY OR ITS REPRESENTATIVES TO MAKE THIS FILING ON THE PARTICIPANT'S BEHALF. Award Date. View More
Tax Withholding. (a) It shall be a condition of the Grant award of the Restricted Shares Stock Units provided herein that the Participant, and the Participant hereby acknowledges and agrees, that the Participant shall pay to the Company upon its demand, demand such amount as may be requested by the Company for the purpose of satisfying its liability to withhold federal, state, state or local income, employment or other taxes incurred by reason of the Grant Award provided herein or upon the Vesting thereof. settl...ement of the Restricted Stock Units. The Company has the right to withhold any such taxes from any compensation paid to a Participant Participant to the extent permitted by Section 409A of the Code. The amount that will be due from the Participant, if any, will be determined at the time the risk of forfeiture is removed and Vesting occurs, or if a Section 83(b) election (defined below) is made, as of the date of this Grant. settlement occurs. (b) In the event that a Section 83(b) election is not made, the The Participant may elect to have the Company withhold that number of Restricted Shares shares of Common Stock otherwise deliverable to the Participant upon the Vesting settlement of the Restricted Shares Stock Units or to deliver to the Company a number of Shares, shares of Common Stock registered in the name of the Participant, in each case, case having a Fair Market Value on the date of Vesting Tax Date (as defined in the Plan) equal to the minimum amount maximum individual statutory rate in the Participant's jurisdiction for taxes required to be withheld as a result of such exercise. the settlement of the Restricted Stock Units. The election must be made in writing and must be delivered to the Company prior to the date Tax Date of Vesting. the Restricted Stock Units. If the number of shares of Common Stock so determined shall include a fractional share, Share, the Participant shall deliver cash in lieu of such fractional share. Share. All elections shall be made in a form approved by the committee Committee and shall be subject to disapproval, in whole or in part part, by the Committee. Committee (or the Board of Directors of the Company) in its sole discretion. As used herein, Tax Date means the date on which the Participant must include in his or her gross income for federal income tax purposes the Fair Market Value of the Common Stock received in settlement of the Restricted Stock Units. (c) The Participant has reviewed with the Participant's own tax advisors the federal, state, local and foreign tax consequences of the transactions contemplated by this Award Agreement. The Participant is relying solely on such advisors and not on any statements or representations of the Company or any of its agents. The Participant understands that the 2 Participant (and not the Company) shall be responsible for the Participant's own tax liability that may arise as a result of the transactions contemplated by this Agreement. The Participant understands that Section 83 of Award Agreement under the Internal Revenue Code of 1986, as amended (the "Code"), taxes as ordinary income Code, which may exceed the fair market value of amount withheld by the Restricted Shares as of the date any restrictions on the Shares lapse. In this context, "restriction" includes the Vesting conditions set forth in Section 3 hereof. The Participant understands that the Participant may elect to be taxed at the time the Restricted Shares are granted under this Agreement rather than when they become Vested and no longer subject to a substantial risk of forfeiture by filing an election under Section 83(b) of the Code with the I.R.S. within 30 days from the date of Grant. THE PARTICIPANT ACKNOWLEDGES THAT IT IS THE PARTICIPANT'S SOLE RESPONSIBILITY AND NOT THE COMPANY'S TO TIMELY FILE THE ELECTION UNDER SECTION 83(b), EVEN IF THE PARTICIPANT REQUESTS THE COMPANY OR ITS REPRESENTATIVES TO MAKE THIS FILING ON THE PARTICIPANT'S BEHALF. Company. View More
