Grouped Into 129 Collections of Similar Clauses From Business Contracts
This page contains Withholding Taxes clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Withholding Taxes. 13.1. Withholding Generally. Whenever Shares are to be issued in satisfaction of Awards granted under this Plan or the applicable tax event occurs, the Company may require the Participant to remit to the Company, or to the Parent or Subsidiary employing the Participant, an amount sufficient to satisfy applicable U.S. federal, state, local and international withholding tax requirements or any other tax liability legally due from the Participant prior to the delivery of Shares pursuant to exercise... or settlement of any Award. Whenever payments in satisfaction of Awards granted under this Plan are to be made in cash, such payment will be net of an amount sufficient to satisfy applicable U.S. federal, state, local and international withholding tax requirements or any other tax liability legally due from the Participant. The Fair Market Value of the Shares will be determined as of the date that the taxes are required to be withheld and such Shares will be valued based on the value of the actual trade or, if there is none, the Fair Market Value of the Shares as of the previous trading day. 13.2. Stock Withholding. The Committee, or its delegate(s), as permitted by applicable law, in its sole discretion and pursuant to such procedures as it may specify from time to time and to limitations of local law, may require or permit a Participant to satisfy such tax withholding obligation or any other tax liability legally due from the Participant, in whole or in part by (without limitation) (a) paying cash, (b) electing to have the Company withhold otherwise deliverable cash or Shares having a Fair Market Value equal to the minimum statutory amount required to be withheld, (c) delivering to the Company already-owned Shares having a Fair Market Value equal to the minimum amount required to be withheld or (d) withholding from proceeds of the sale of otherwise deliverable Shares acquired pursuant to an Award either through a voluntary sale or through a mandatory sale arranged by the Company. The Fair Market Value of the Shares to be withheld or delivered will be determined as of the date that the taxes are required to be withheld.View More
Withholding Taxes. 13.1. 13.1 Withholding Generally. Whenever Shares are to be issued in satisfaction of Awards granted under this Plan or the applicable tax event occurs, the Company may require the Participant to remit to the Company, or to the Parent or Subsidiary employing the Participant, Company an amount sufficient to satisfy applicable U.S. federal, state, local and international withholding tax requirements or any other tax liability related to the Participant's participation in the Plan and legally due f...rom applicable to the Participant prior to the delivery of Shares pursuant to exercise or settlement of any Award. Whenever payments in satisfaction of Awards granted under this Plan are to be made in cash, such payment will be net of an amount sufficient to satisfy applicable U.S. federal, state, local and international withholding tax requirements or any other tax liability legally due from the Participant. The Fair Market Value of the Shares will be determined as of the date that the taxes are required to be withheld and such Shares will be valued based on the value of the actual trade or, if there is none, the Fair Market Value of the Shares as of the previous trading day. 13.2. requirements. 13.2 Stock Withholding. The Committee, or its delegate(s), as permitted by applicable law, in its sole discretion and pursuant to such procedures as it may specify from time to time and to limitations of local law, time, may require or permit a Participant to satisfy such the Participant's tax withholding obligation or any other tax liability legally due from the Participant, liability, in whole or in part by (without limitation) (a) (i) paying cash, (b) (ii) electing to have the Company withhold otherwise deliverable cash or Shares having a Fair Market Value equal to the minimum statutory amount required to be withheld, (c) such liability, (iii) delivering to the Company already-owned Shares having a Fair Market Value equal to the minimum amount required to be withheld such liability, or (d) (iv) withholding from proceeds of the sale of otherwise deliverable Shares acquired pursuant to an Award either through a voluntary sale or through a mandatory sale arranged by the Company. The Company may withhold for such tax liability by considering applicable statutory withholding rates or other applicable withholding rates, including up to the maximum permissible statutory tax rate for the applicable tax jurisdictions, to the extent consistent with applicable laws. The Fair Market Value of the Shares to be withheld or delivered will be determined as of the date that the taxes are required to be withheld. View More
Withholding Taxes. 13.1. (a) Withholding Generally. Whenever Shares are to be issued in satisfaction of Awards granted under this Plan or the applicable a tax event occurs, the Company may require the Participant to remit to the Company, or to the Parent Parent, Subsidiary, or Subsidiary Affiliate, as applicable, employing the Participant, Participant an amount sufficient to satisfy applicable U.S. federal, state, local local, and international withholding tax requirements or any other tax or social insurance liab...ility (the "Tax-Related Items") legally due from the Participant prior to the delivery of Shares pursuant to exercise or settlement of any Award. Whenever payments in satisfaction of Awards granted under this Plan are to be made in cash, such payment will be net of an amount sufficient to satisfy applicable U.S. federal, state, local and international withholding tax requirements or any other tax liability legally due from obligations for Tax-Related Items. Unless otherwise determined by the Participant. The Committee, the Fair 11 Market Value of the Shares will be determined as of the date that the taxes are required to be withheld and such Shares will be valued based on the value of the actual trade or, if there is none, the Fair Market Value of the Shares as of the previous trading day. 13.2. (b) Stock Withholding. The Committee, or its delegate(s), as permitted by applicable law, in its sole discretion and pursuant to such procedures as it may specify from time to time and to limitations of local law, may require or permit a Participant to satisfy such tax withholding obligation or any other tax liability Tax Related Items legally due from the Participant, in whole or in part by (without limitation) (a) paying cash, (b) electing to have having the Company withhold otherwise deliverable cash or Shares having a Fair Market Value equal to the minimum statutory amount required Tax-Related Items to be withheld, (c) delivering to the Company already-owned Shares shares having a Fair Market Value equal to the minimum amount required Tax-Related Items to be withheld withheld, or (d) withholding from the proceeds of the sale of otherwise deliverable Shares acquired pursuant to an Award either through a voluntary sale or through a mandatory sale arranged by the Company. The Fair Market Value of Company may withhold or account for these Tax-Related Items by considering applicable statutory withholding rates or other applicable withholding rates, including up to the Shares maximum permissible statutory tax rate for the applicable tax jurisdiction, to be withheld or delivered will be determined as of the date that the taxes are required to be withheld. extent consistent with applicable laws. View More
Withholding Taxes. 13.1. 14.1. Withholding Generally. Whenever Shares are to be issued in satisfaction of Awards granted under this Plan or the applicable a tax event occurs, the Company may require the Participant to remit to the Company, or to the Parent Parent, Subsidiary, or Subsidiary Affiliate, as applicable, employing the Participant, Participant an amount sufficient to satisfy applicable U.S. federal, state, local local, and international withholding tax requirements or any other tax or social insurance li...ability (the "Tax-Related Items") legally due from the Participant prior to the delivery of Shares pursuant to exercise or settlement of any Award. Whenever payments in satisfaction of Awards granted under this Plan are to be made in cash, such payment will be net of an amount sufficient to satisfy applicable U.S. federal, state, local and international withholding tax requirements or any other tax liability legally due from obligations for Tax-Related Items. Unless otherwise determined by the Participant. The Committee, the Fair Market Value of the Shares will be determined as of the date that the taxes are required to be withheld and 11 such Shares will be valued based on the value of the actual trade or, if there is none, the Fair Market Value of the Shares as of the previous trading day. 13.2. 14.2. Stock Withholding. The Committee, or its delegate(s), as permitted by applicable law, in its sole discretion and pursuant to such procedures as it may specify from time to time and to limitations of local law, may require or permit a Participant to satisfy such tax withholding obligation or any other tax liability Tax Related Items legally due from the Participant, in whole or in part by (without limitation) (a) paying cash, (b) electing to have having the Company withhold otherwise deliverable cash or Shares having a Fair Market Value equal to the minimum statutory amount required Tax-Related Items to be withheld, (c) delivering to the Company already-owned Shares shares having a Fair Market Value equal to the minimum amount required Tax-Related Items to be withheld withheld, or (d) withholding from the proceeds of the sale of otherwise deliverable Shares acquired pursuant to an Award either through a voluntary sale or through a mandatory sale arranged by the Company. The Fair Market Value of Company may withhold or account for these Tax-Related Items by considering applicable statutory withholding rates or other applicable withholding rates, including up to the Shares maximum permissible statutory tax rate for the applicable tax jurisdiction, to be withheld or delivered will be determined as of the date that the taxes are required to be withheld. extent consistent with applicable laws. View More
Withholding Taxes. To the extent that the Company is required to withhold federal, state, local or foreign taxes in connection with any payment made or benefit realized by a Participant or other person under this Plan, and the amounts available to the Company for such withholding are insufficient, it will be a condition to the receipt of such payment or the realization of such benefit that the Participant or such other person make arrangements satisfactory to the Company for payment of the balance of such taxes re...quired to be withheld, which arrangements (in the discretion of the Committee) may include relinquishment of a portion of such benefit. If a Participant's benefit is to be received in the form of Common Stock, and such Participant fails to make arrangements for the payment of tax, then, unless otherwise determined by the Committee, the Company will withhold shares of Common Stock having a value equal to the amount required to be withheld. Notwithstanding the foregoing, when a Participant is required to pay the Company an amount required to be withheld under applicable income and employment tax laws, the Participant may elect, unless otherwise determined by the Committee, to satisfy the obligation, in whole or in part, by having withheld, from the shares required to be delivered to the Participant, shares of Common Stock having a value equal to the amount required to be withheld (except in the case of Restricted Stock where an election under Section 83(b) of the Code has been made), or by delivering to the Company other shares of Common Stock held by such Participant. The shares used for tax withholding will be valued at 20 an amount equal to the market value of such Common Stock on the date the benefit is to be included in Participant's income. In no event will the market value of the Common Stock to be withheld and delivered pursuant to this Section to satisfy applicable withholding taxes in connection with the benefit exceed the minimum amount of taxes required to be withheld. Participants will also make such arrangements as the Company may require for the payment of any withholding tax obligation that may arise in connection with the disposition of Common Stock acquired upon the exercise of Option Rights.View More
Withholding Taxes. To the extent that the Company is required to withhold federal, state, local or foreign taxes or other amounts in connection with any payment made or benefit realized by a Participant or other person under this Plan, and the amounts available to the Company for such withholding are insufficient, it will be a condition to the receipt of such payment or the realization of such benefit that the such taxes or other amounts be withheld from such payment or benefit or paid by such Participant or other... person, as determined or provided for by the Committee. With respect to such other person make arrangements satisfactory to the Company for payment of the balance of such taxes required to be withheld, which arrangements (in the discretion of the Committee) may include relinquishment of a portion of such benefit. If a Participant's benefit is benefits that are to be received in the form of shares of Common Stock, and the Committee will cause the applicable Evidence of Award to specify the manner or manners in which the withholding or payment of such taxes or other amounts will be effected by or on behalf of such Participant fails to make arrangements or other person, which manner or manners may include, as provided for the payment of tax, then, unless otherwise determined by the Committee, withholding from the Company will withhold shares of Common Stock required to be delivered to the Participant a number of shares of Common Stock having a value equal to the amount required to be withheld. Notwithstanding the foregoing, when a Participant is required to pay the Company an amount required to be withheld under applicable income and employment tax laws, the Participant may elect, unless otherwise determined by the Committee, to satisfy the obligation, in whole or in part, by having withheld, from the shares required to be delivered to the Participant, Any shares of Common Stock having a value equal to the amount required to be withheld (except in the case of Restricted Stock where an election under Section 83(b) of the Code has been made), or by delivering to the Company other shares of Common Stock held by such Participant. The shares used for tax purposes of such withholding or payment will be valued at 20 an amount equal to based on the fair market value of such Common Stock shares on the date on which the benefit or payment is to be included in the Participant's income. In no event will the fair market value of the any shares of Common Stock to be withheld and delivered or otherwise used pursuant to this Section to satisfy applicable withholding taxes in connection with the benefit 16 exceed the minimum amount of taxes required to be withheld. withheld, unless (i) an additional amount can be withheld and not result in adverse accounting consequences, (ii) such additional withholding amount is authorized by the Committee, and (iii) the total amount withheld does not exceed the Participant's estimated tax obligations attributable to the applicable transaction. Participants will also make such arrangements as the Company may require for the payment of any withholding tax or other obligation that may arise in connection with the disposition of shares of Common Stock acquired upon the exercise of Option Rights. View More
Withholding Taxes. To the extent that the Company is required to withhold federal, state, local or foreign taxes in connection with any payment made or benefit realized by a Participant or other person under this Plan, and 17 the amounts available to the Company for such withholding are insufficient, it will be a condition to the receipt of such payment or the realization of such benefit that the Participant or such other person make arrangements satisfactory to the Company for payment of the balance of such taxes... required to be withheld, which arrangements (in the discretion of the Committee) Board or the Chief Executive Officer or his delegatee or delegatees, as applicable) may include relinquishment of a portion of such benefit. If a Participant's benefit is to be received in the form of Common Stock, Shares, and such Participant fails to make arrangements for the payment of tax, then, unless otherwise determined by the Committee, the Company will shall withhold shares of Common Stock such Shares having a value equal to the amount required to be withheld. Notwithstanding the foregoing, when a Participant is required to pay the Company an amount required to be withheld under applicable income and employment tax laws, the Participant may elect, unless otherwise determined by with the Committee, Company's approval, to satisfy the obligation, in whole or in part, by having electing to have withheld, from the shares required to be delivered to the Participant, shares of Common Stock Shares having a value equal to the amount required to be withheld (except in the case of Restricted Stock where an election under Section 83(b) of the Code has been made), or by delivering to the Company other shares of Common Stock Shares held by such Participant. The shares used for tax withholding will be valued at 20 an amount equal to the market value Market Value per Share of such Common Stock Shares on the date the benefit is to be included in the Participant's income. In no event will shall the market value Market Value per Share of the Common Stock Shares to be withheld and and/or delivered pursuant to this Section to satisfy applicable withholding taxes in connection with the benefit exceed the minimum amount of taxes required to be withheld. Participants will shall also make such arrangements as the Company may require for the payment of any withholding tax obligation that may arise in connection with the disposition of Common Stock Shares acquired upon the exercise of Option Rights. Notwithstanding the foregoing, the Company may, at any time, in its discretion, withhold for federal, state, local or foreign taxes in connection with any payment made or benefit realized by a Participant or other person under this Plan. View More
Withholding Taxes. To the extent that the Company is required to withhold federal, state, local or foreign taxes or other amounts in connection with any payment made or benefit realized by a Participant or other person Person under this Plan, and the amounts available to the Company for such withholding are insufficient, it will be a condition to the receipt of such payment or the realization of such benefit that the Participant or such other person Person make arrangements satisfactory to the Company for payment ...of the balance of such taxes or other amounts required to be withheld, which arrangements (in the discretion of the Committee) may include relinquishment of a portion of such benefit. If a Participant's benefit is to be received in the form of shares of Common Stock, and such Participant fails to make arrangements for the payment of tax, then, unless otherwise determined by the Committee, the Company will withhold shares of Common Stock having a value equal to the amount required to be withheld. Notwithstanding the foregoing, when a Participant is required to pay the Company an amount required to be withheld under applicable income and employment income, employment, tax or other laws, the Participant may elect, unless otherwise determined if permitted by the Committee, Committee in its discretion, to satisfy the obligation, in whole or in part, by having withheld, from the shares required to be delivered to the Participant, shares of Common Stock having a value equal to the amount required to be withheld (except in the case of Restricted Stock where an election under Section 83(b) of the Code has been made), or by delivering to the Company other shares of Common Stock held by such Participant. The shares used for tax or other withholding will be valued at 20 an amount equal to the market value of such shares of Common Stock on the date the benefit is to be included in Participant's income. In no event will the market value of the shares of Common Stock to be withheld and delivered pursuant to this Section to satisfy applicable withholding taxes or other amounts in connection with the 15 benefit exceed the minimum amount of taxes required to be withheld. withheld, unless (i) an additional amount can be withheld and not result in adverse accounting consequences and (ii) is permitted by the Committee. Participants will also make such arrangements as the Company may require for the payment of any withholding tax or other obligation that may arise in connection with the disposition of shares of Common Stock acquired upon the exercise of Option Rights. View More
Withholding Taxes. The Company may withhold from any and all amounts payable to you hereunder such federal, state and local taxes as may be required to be withheld pursuant to any applicable law or regulation.
Withholding Taxes. The Company may withhold from any and all amounts payable to you Executive hereunder such federal, state and local taxes as may be required to be withheld pursuant to any applicable law or regulation.
Withholding Taxes. The Company may withhold from any and all amounts payable to you hereunder under this Agreement such federal, Federal, state and local taxes as may be required to be withheld pursuant to any applicable law or regulation.
Withholding Taxes. The Company may withhold from any and all amounts payable to you hereunder under this Agreement such federal, state and local taxes as may be required to be withheld pursuant to any applicable law or regulation.
Withholding Taxes. 14.1Withholding Generally. Whenever Shares are to be issued in satisfaction of Awards granted under this Plan, the Company may require the Participant to remit to the Company an amount sufficient to satisfy federal, state and local withholding tax requirements prior to the delivery of any certificate or certificates for such Shares. Whenever, under this Plan, payments in satisfaction of Awards are to be made in cash, such payment will be net of an amount sufficient to satisfy federal, state, and... local withholding tax requirements. 14.2Stock Withholding. When, under applicable tax laws, a Participant incurs tax liability in connection with the exercise or vesting of any Award that is subject to tax withholding and the Participant is obligated to pay the Company the amount required to be withheld, the Committee may in its sole discretion allow the Participant to satisfy the minimum withholding tax obligation by electing to have the Company withhold from the Shares to be issued that number of Shares having a Fair Market Value equal to the minimum amount required to be withheld, determined on the date that the amount of tax to be withheld is to be determined. All elections by a Participant to have Shares withheld for this purpose will be made in accordance with the requirements established by the Committee and be in writing in a form acceptable to the Committee.View More
Withholding Taxes. 14.1Withholding 8.1 Withholding Generally. Whenever Shares are to be issued in satisfaction of Awards granted under this Plan, the Company may require the Participant to remit to the Company an amount sufficient to satisfy federal, state and local withholding tax requirements prior to the delivery of any certificate or certificates for such Shares. Whenever, under this Plan, payments in satisfaction of Awards are to be made in cash, cash by the Company, such payment will be net of an amount suff...icient to satisfy federal, state, and local withholding tax requirements. 14.2Stock 8.2 Stock Withholding. When, under applicable tax laws, a Participant incurs tax liability in connection with the exercise or vesting of any Award that is subject to tax withholding and the Participant is obligated to pay the Company the amount required to be withheld, the Committee may in its sole discretion allow the Participant to satisfy up to the minimum maximum withholding tax obligation by electing to have the Company withhold from the Shares to be issued that minimum number of Shares having a Fair Market Value equal to the minimum maximum amount required to be withheld, determined on the date that the amount of tax to be withheld is to be determined. determined; but in no event will the Company withhold Shares if such withholding would result in adverse accounting consequences to the Company. All elections by a Participant to have Shares withheld for this purpose will be made in accordance with the requirements established by the Committee for such elections and be in writing in a form acceptable to the Committee. View More
Withholding Taxes. 14.1Withholding 7.1 Withholding Generally. Whenever Shares Units are to be issued in satisfaction of Awards granted under this Plan, the Company may require the Participant to shall remit to the Company (or the Company Subsidiary that employs the Participant, as directed by the Company)) by check or such other means, including the holdback under Section 7.2 of Units otherwise issuable to the Participant, as are approved by the Committee, an amount sufficient to satisfy all federal, state state, ...foreign and local withholding tax requirements as a condition precedent to issuance of such Units and prior to the delivery of any certificate or certificates for such Shares. Units. Whenever, under this Plan, payments in satisfaction of Awards are to be made in cash, by the Company or a Subsidiary, such payment will be net of an amount sufficient to satisfy federal, state, foreign and local withholding tax requirements. 14.2Stock 7.2 Unit Withholding. When, under applicable tax laws, a Participant incurs tax liability in connection with the exercise or exercise, vesting and/or settlement of any Award that is subject to tax withholding and the Participant is obligated to pay the Company or a Subsidiary the tax amount required to be withheld, the Committee may in its sole discretion allow the Participant to satisfy the minimum withholding tax obligation by electing to have the Company withhold from the Shares Units to be issued that minimum number of Shares Units having a then Fair Market Value Value, as determined by the Committee, equal to the minimum tax amount required to be withheld, determined on the date that the amount of tax to be withheld is to be determined. withheld,. All elections by a Participant to have Shares Units withheld for this purpose will be made in accordance with the requirements established by the Committee for such elections and be in writing in a form acceptable to the Committee. View More
Withholding Taxes. 14.1Withholding 8.1 Withholding Generally. Whenever Shares are to be issued in satisfaction of Awards granted under this Plan, the Company may require the Participant to remit to the Company an amount sufficient to satisfy any foreign, federal, state and local tax withholding tax requirements prior to the delivery of any certificate or certificates for such Shares. Whenever, under this Plan, payments in satisfaction of Awards are to be made in cash, cash by the Company, such payment will be net ...of an amount sufficient to satisfy any foreign, federal, state, and local tax withholding tax requirements. 14.2Stock 8.2 Stock Withholding. When, under applicable tax laws, a Participant incurs tax liability in connection with the exercise or vesting of any Award that is subject to tax withholding and the Participant is obligated to must pay the Company the amount required to be withheld, the Committee may in its sole discretion allow the Participant to satisfy the minimum tax withholding tax obligation by electing to have the Company withhold from the Shares to be issued that minimum number of Shares having a Fair Market Value equal to the minimum amount required to be withheld, determined on the date that the amount of tax to be withheld is to be determined. All elections determined; but in no event will the Company withhold Shares if such withholding would result in adverse accounting consequences to the Company. Any election by a any Participant to have Shares withheld for this purpose will must be in writing on a form made in accordance with the requirements established by the Committee and be in writing in a form acceptable to the Committee. for such election. View More
Withholding Taxes. (a) The Employer shall have the right, and the Grantee hereby authorizes the Employer, to deduct from all payments made hereunder and from other compensation an amount equal to the federal (including FICA), state, local and foreign taxes, social insurance, payroll tax, contributions, payment on account obligations or other amounts required by law to be collected, withheld or accounted for with respect to the Performance Units (the "Taxes"). The Employer will withhold shares of Company Stock paya...ble hereunder to satisfy the withholding obligation for Taxes on amounts payable in shares, unless the Grantee provides a payment to the Employer to cover such Taxes, in accordance with procedures established by the Committee. The share withholding amount shall not exceed the Grantee's minimum applicable withholding amount for Taxes. (b) Regardless of any action the Employer takes with respect to any such Taxes, the Grantee acknowledges that the ultimate liability for all such Taxes legally due by the Grantee is and remains the Grantee's responsibility and may exceed the amount actually withheld by the Employer. The Grantee further acknowledges that the Employer (i) makes no representations or undertakings regarding the treatment of any Taxes in connection with any aspect of the Performance Units, including the grant, vesting or settlement of the Performance Units and the subsequent sale of any shares of Company Stock acquired at settlement and the receipt of any Dividend Equivalents; and (ii) does not commit to structure the terms of the grant or any aspect of the Performance Units to reduce or eliminate the Grantee's liability for Taxes. Further, if the Grantee has become subject to tax in more than one jurisdiction between the date of grant and the date of any relevant taxable event, the Grantee acknowledges that the Employer (or the Grantee's former employer, as applicable) may be required to collect, withhold or account for Taxes in more than one jurisdiction.View More
Withholding Taxes. (a) The Employer shall have the right, and the Grantee hereby authorizes the Employer, to deduct from all payments made hereunder and from other compensation an amount equal to the federal (including FICA), state, local and foreign taxes, social insurance, payroll tax, contributions, payment on account obligations or other amounts required by law to be collected, withheld or accounted for with respect to the Performance Units (the "Taxes"). The Employer will withhold shares of Company Stock paya...ble hereunder to satisfy the withholding obligation for Taxes on amounts payable in shares, unless the Grantee provides a payment to the Employer to cover such Taxes, in accordance with procedures established by the Committee. The Unless the Committee determines otherwise, the share withholding amount shall not exceed the Grantee's minimum applicable withholding amount for Taxes. (b) Regardless of any action the Employer takes with respect to any such Taxes, the Grantee acknowledges that the ultimate liability for all such Taxes legally due by the Grantee is and remains the Grantee's responsibility and may exceed the amount actually withheld by the Employer. The Grantee further acknowledges that the Employer (i) makes no representations or undertakings regarding the treatment of any Taxes in connection with any aspect of the Performance Units, including the grant, vesting or settlement of the Performance Units and the subsequent sale of any shares of Company Stock acquired at settlement and the receipt of any Dividend Equivalents; and (ii) does not commit to structure the terms of the grant or any aspect of the Performance Units to reduce or eliminate the Grantee's liability for Taxes. Further, if the Grantee has become subject to tax in more than one jurisdiction between the date Date of grant Grant and the date of any relevant taxable event, the Grantee acknowledges that the Employer (or the Grantee's former employer, as applicable) may be required to collect, withhold or account for Taxes in more than one jurisdiction. 8 2019 AFI PSU STOCK |CASH FLOW Exhibit 10.6 13. Company Policies. All amounts payable under the Grant Letters and these Grant Conditions shall be subject to any applicable clawback or recoupment policies, share trading policies and other policies that may be implemented by the Company's Board of Directors from time to time. View More
Withholding Taxes. (a) The (a)The Employer shall have the right, and the Grantee hereby authorizes the Employer, to deduct from all payments made hereunder and from other compensation an amount equal to the federal (including FICA), state, local and foreign taxes, social insurance, payroll tax, contributions, payment on account obligations or other amounts required by law to be collected, withheld or accounted for with respect to the Performance Time-Based Units (the "Taxes"). The Employer will withhold shares of ...Company Stock payable hereunder to satisfy the withholding obligation for Taxes on amounts payable in shares, unless the Grantee provides a payment to the Employer to cover such Taxes, in accordance with procedures established by the Committee. The share withholding amount shall be determined in accordance with the procedures approved by the Committee. If shares are withheld to cover the obligation for Taxes, then, for tax purposes, the Grantee shall be deemed to have been issued the full number of shares of Company Stock with respect to the vested Time-Based Units notwithstanding that a number of shares are held back for purposes of paying Taxes. To the extent shares are not exceed withheld in accordance with this Section 13 or to the Grantee's minimum applicable withholding amount extent the number of shares withheld is not sufficient to cover the obligation for Taxes. (b) Regardless Taxes, the Grantee shall be required to pay to the Employer, or make other arrangements satisfactory to the Employer to provide for the payment of, any Taxes required to be withheld, collected or accounted for with respect to the Time-Based Units. 6 (b)Regardless of any action the Employer takes with respect to any such Taxes, the Grantee acknowledges that the ultimate liability for all such Taxes legally due by the Grantee is and remains the Grantee's responsibility and may exceed the amount actually withheld by the Employer. The Grantee further acknowledges that the Employer (i) makes no representations or undertakings regarding the treatment of any Taxes in connection with any aspect of the Performance Time-Based Units, including the grant, vesting or settlement of the Performance Time-Based Units and the subsequent sale of any shares of Company Stock acquired at settlement and the receipt of any Dividend Equivalents; and (ii) does not commit to structure the terms of the grant or any aspect of the Performance Time-Based Units to reduce or eliminate the Grantee's liability for Taxes. Further, if the Grantee has become subject to tax in more than one jurisdiction between the date Date of grant Grant and the date of any relevant taxable event, the Grantee acknowledges that the Employer (or the Grantee's former employer, as applicable) may be required to collect, withhold or account for Taxes in more than one jurisdiction. View More
Withholding Taxes. To the extent required by Applicable Law, a Participant shall be required to satisfy, in a manner satisfactory to the Company or Subsidiary, as applicable, any withholding tax obligations that arise by reason of a Stock Option or Stock Appreciation Right exercise, the vesting of or settlement of Shares under an Award, an election pursuant to Section 83(b) of the Code or otherwise with respect to an Award. The Company and its Subsidiaries shall not be required to issue or deliver Shares, make any... payment or to recognize the transfer or disposition of Shares until such obligations are satisfied. The Committee may permit or require these obligations to be satisfied by having the Company withhold a portion of the Shares that otherwise would be issued or delivered to a Participant upon exercise of a Stock Option or Stock Appreciation Right or upon the vesting or settlement of an Award, or by tendering Shares previously acquired, in each case having a Fair Market Value equal to the minimum amount required to be withheld or paid. Any such elections are subject to such conditions or procedures as may be established by the Committee and may be subject to disapproval by the Committee.View More
Withholding Taxes. To the extent required by Applicable Law, a Participant shall be required to satisfy, in a manner satisfactory to the Company or Subsidiary, as applicable, any withholding tax obligations that arise by reason of a Stock Option or Stock Appreciation Right exercise, the vesting of or settlement of Shares under an Award, an election pursuant to Section 83(b) of the Code or otherwise with respect to an Award. The Neither the Company and nor any of its Subsidiaries shall not be required to issue or d...eliver Shares, make any payment or to recognize the transfer or disposition of Shares until such obligations are satisfied. The Committee Board may permit or require these applicable tax withholding obligations to be satisfied by having the Company withhold a portion of the Shares that otherwise would be issued or delivered to a Participant upon exercise of a Stock Option or Stock Appreciation Right or upon the vesting or settlement of an Award, or by tendering Shares previously acquired, provided that in each case having a no event shall the Fair Market Value equal of any Shares withheld to satisfy tax withholding obligations with respect to an Award exceed the minimum amount taxes required to be withheld or paid. based on the maximum statutory tax rates in the applicable taxing jurisdictions. Any such elections are subject to such conditions or procedures as may be established by the Committee Board and may be subject to disapproval by the Committee. Board. View More
Withholding Taxes. To the extent required by Applicable Law, a Participant shall be required to satisfy, in a manner satisfactory to the Company or Subsidiary, as applicable, any withholding tax obligations that arise by reason of a Stock Option or Stock Appreciation Right exercise, the vesting of or settlement of Shares under an Award, an election pursuant to Section 83(b) of the Code or otherwise with respect to an Award. The Company and its Subsidiaries shall not be required to issue or deliver Shares, make any... payment or to recognize the transfer or disposition of Shares until such obligations are satisfied. The Committee may permit or require these obligations to be satisfied by having the Company withhold a portion of the Shares that otherwise would be issued or delivered to a Participant upon exercise of a Stock Option or Stock Appreciation Right or upon the vesting or settlement of an Award, or by tendering Shares previously acquired, provided that in each case having a Fair Market Value equal no event will the value of the Shares to be withheld or tendered pursuant to this Section 18 to satisfy applicable withholding taxes exceed the minimum amount of taxes required to be withheld or paid. based on the maximum statutory tax rates in the applicable taxing jurisdictions. Any such elections are subject to such conditions or procedures as may be established by the Committee and may be subject to disapproval by the Committee. View More
Withholding Taxes. To the extent required by Applicable Law, Laws, a Participant shall be required to satisfy, in a manner satisfactory to the Company or Subsidiary, as applicable, any withholding tax obligations that arise by reason of the exercise of a Stock Option or Stock Appreciation Right exercise, Right, the vesting of or settlement of Shares under an Award, an election pursuant to Section 83(b) of the Code or otherwise with respect to an Award. The Company and its Subsidiaries shall not be required to issu...e or deliver Shares, make any payment payment, or to recognize the transfer or disposition of Shares any Shares, until such withholding tax obligations are satisfied. The Committee may permit or require these obligations to be satisfied by having the Company withhold a portion of the Shares that otherwise would be issued or delivered to a Participant upon exercise of a Stock Option or Stock Appreciation Right or upon the vesting or settlement of an Award, or by tendering Shares previously acquired, in each case having a Fair Market Value value (as determined by the Company) equal to the minimum amount required to be withheld or paid. withheld. Any such elections are subject to such conditions or procedures as may be established by the Committee and may be subject to disapproval by the Committee. In no event will the value of the Shares to be withheld or tendered pursuant to this Section 18 to satisfy applicable withholding taxes exceed the amount of taxes required to be withheld based on the maximum statutory tax rates in the applicable taxing jurisdictions. View More
Withholding Taxes. The Grantee shall pay to the Company an amount sufficient to satisfy all minimum Federal, state and local withholding tax requirements prior to the delivery of any vested shares of Common Stock covered by the Award. The Company in its sole discretion may permit the payment of additional withholding taxes up to the maximum statutory rate. Payment of such taxes may be made by one or more of the following methods: (a) in cash, (b) in cash received from a broker-dealer to whom the Grantee has submit...ted a notice and irrevocable instructions to deliver to the Company proceeds from the sale of a portion of the shares subject to the Award, (c) by delivery to the Company of other Common Stock owned by the Grantee that is acceptable to the Company, valued at its then Fair Market Value, and/or (d) by directing the Company to withhold such number of shares of Common Stock otherwise issuable in connection with the Award with a Fair Market Value equal to the amount of tax to be withheld.View More
Withholding Taxes. The Company shall withhold from any payment made to the Grantee in cash an amount sufficient to satisfy all minimum Federal, state and local withholding tax requirements. In the case of a payment made in shares of Common Stock, the Grantee shall pay to the Company an amount sufficient to satisfy all minimum Federal, state and local withholding tax requirements prior to the delivery of any vested shares of Common Stock covered by the Award. The Company in its sole discretion may permit the paymen...t of additional withholding taxes up to the maximum statutory rate. shares. Payment of such taxes may be made by one or more of the following methods: (a) (i) in cash, (b) (ii) in cash received from a broker-dealer to whom the Grantee has submitted a notice and irrevocable instructions to deliver the amount of withholding tax to the Company from the proceeds from of the sale of a portion of the shares subject to the Award, (c) (iii) by directing the Company to withhold a number of shares otherwise issuable pursuant to the Award with a Fair Market Value equal to the tax required to be withheld, (iv) by delivery to the Company of other Common Stock owned by the Grantee that is acceptable to the Company, valued at its then Fair Market Value, and/or (d) by directing the Company to withhold such number of shares of Common Stock otherwise issuable in connection with the Award with a Fair Market Value equal on the date of payment, or by certifying to ownership by attestation of such previously owned Common Stock, or (v) any combination of the amount of tax to be withheld. foregoing. View More
Withholding Taxes. The Grantee shall pay to the Company an amount sufficient to satisfy all minimum Federal, state and local withholding tax requirements prior to the delivery of any vested shares of Common Stock or cash upon settlement of any vested PSUs covered by the Award. The Company in its sole discretion may permit the payment of additional withholding taxes up to the maximum statutory rate. Payment of such taxes may be made by one or more of the following methods: (a) in cash, (b) in cash received from a b...roker-dealer to whom the Grantee has submitted a notice and irrevocable instructions to deliver to the Company proceeds from the sale of a portion of the shares subject to deliverable upon settlement of the Award, (c) by delivery to the Company of other Common Stock owned by the Grantee that is acceptable to the Company, valued at its then Fair Market Value, and/or (d) by directing the Company to withhold such number of shares of Common Stock otherwise issuable in connection with deliverable upon settlement of the Award with a Fair Market Value equal to the amount of tax to be withheld. View More
Withholding Taxes. The Grantee shall pay to the Company an amount sufficient to satisfy all minimum Federal, state and local withholding tax requirements prior to the delivery of any vested shares of Common Stock covered by the Award. The Company in its sole discretion may permit the payment of additional withholding taxes up to the maximum statutory rate. certificate for shares. Payment of such taxes may be made by one or more of the following methods: (a) in cash, (b) in cash received from a broker-dealer to who...m the Grantee has submitted a notice and irrevocable instructions to deliver the amount of tax to the Company from the proceeds from of the sale of a portion of the shares subject to the Award, (c) by directing the Company to withhold a number of shares otherwise issuable pursuant to the Award with a Fair Market Value equal to the tax required to be withheld, (d) by delivery to the Company of other Common Stock owned by the Grantee that is acceptable to the Company, valued at its then Fair Market Value, and/or (d) by directing the Company to withhold such number of shares of Common Stock otherwise issuable in connection with the Award with a Fair Market Value equal on the date of payment, or (e) by certifying to the amount ownership by attestation of tax to be withheld. such previously owned Common Stock. View More
Withholding Taxes. If the Company in its discretion determines that it is obligated to withhold any tax in connection with the exercise of this option, or in connection with the transfer of, or the lapse of restrictions on, any Common Stock or other property acquired pursuant to this option, the Optionee hereby agrees that the Company may withhold from the Optionee's wages or other remuneration the appropriate amount of tax. At the discretion of the Company, the amount required to be withheld may be withheld in ca...sh from such wages or other remuneration or in kind from the Common Stock or other property otherwise deliverable to the Optionee on exercise of this option. The Optionee further agrees that, if the Company does not withhold an amount from the Optionee's wages or other remuneration sufficient to satisfy the withholding obligation of the Company, the Optionee will make reimbursement on demand, in cash, for the amount under withheld.View More
Withholding Taxes. If the Company in its discretion determines that it is obligated to withhold any tax in connection with the exercise of this option, or in connection with the transfer of, or the lapse of restrictions on, any Common Stock or other property acquired pursuant to this option, the Optionee Employee hereby agrees that the Company may withhold from the Optionee's Employee's wages or other remuneration the appropriate amount of tax. At the discretion of the Company, the amount required to be withheld m...ay be withheld in cash from such wages or other remuneration or in kind from the Common Stock or other property otherwise deliverable to the Optionee Employee on exercise of this option. The Optionee Employee further agrees that, if the Company does not withhold an amount from the Optionee's Employee's wages or other remuneration sufficient to satisfy the withholding obligation of the Company, the Optionee Employee will make reimbursement on demand, in cash, for the amount under withheld. underwithheld. View More
Withholding Taxes. If the Company Corporation in its discretion determines that it is obligated to withhold any tax in connection with the exercise of this option, Option, or in connection with the transfer of, or the lapse of restrictions on, any Common Stock or other property acquired pursuant to this option, Option, the Optionee Employee hereby agrees that the Company Corporation may withhold from the Optionee's wages or other Employee's remuneration the appropriate amount of tax. At the discretion of the Compa...ny, Corporation, the amount required to be withheld may be withheld in cash from such wages or other remuneration or in kind from the Common Stock or other property otherwise deliverable to the Optionee Employee on exercise of this option. Option. The Optionee Employee further agrees that, if the Company Corporation does not withhold an amount from the Optionee's wages or other Employee's remuneration sufficient to satisfy the withholding obligation of the Company, Corporation, the Optionee Employee will make reimbursement on demand, in cash, for the amount under withheld. underwithheld. View More
Withholding Taxes. If the Company in its discretion determines that it is obligated to withhold any tax in connection with the exercise of this option, or in connection with the transfer of, or the lapse of restrictions on, any Common Stock or other property acquired pursuant to this option, the Optionee Participant hereby agrees that the Company may withhold from the Optionee's Participant's wages or other remuneration the appropriate amount of tax. At the discretion of the Company, the amount required to be with...held may be withheld in cash from such wages or other remuneration or in kind from the Common Stock or other property otherwise deliverable to the Optionee Participant on exercise of this option. The Optionee Participant further agrees that, if the Company does not withhold an amount from the Optionee's Participant's wages or other remuneration sufficient to satisfy the withholding obligation of the Company, the Optionee Participant will make reimbursement on demand, in cash, for the amount under withheld. underwithheld. View More
Withholding Taxes. To the extent that the Company is required to withhold federal, state, local or foreign taxes in connection with any payment made or benefit realized by a Participant or other person under this Plan, and the amounts available to the Company for such withholding are insufficient, it will be a condition to the receipt of such payment or the realization of such benefit that the Participant or such other person make arrangements satisfactory to the Company for payment of the balance of such taxes re...quired to be withheld, which arrangements (in the discretion of the Board) may include relinquishment of a portion of such benefit.View More
Withholding Taxes. To the extent that the Company Corporation is required to withhold federal, state, local or foreign taxes in connection with any payment made or benefit realized by a Participant or other person under this Plan, and the amounts available to the Company Corporation for such the withholding are insufficient, it will shall be a condition to the receipt of any such payment or the realization of any such benefit that the Participant or such other person make arrangements satisfactory to the Company C...orporation for payment of the balance of such any taxes required to be withheld, which arrangements (in the discretion of the Board) may include relinquishment of a portion of such benefit. withheld. View More
Withholding Taxes. To the extent that the Company is required to withhold federal, state, local or foreign taxes in connection with any payment made or benefit realized by a Participant Grantee or other person under this Plan, and the amounts available to the Company for such withholding are insufficient, it will shall be a condition to the receipt of such payment or the realization of such benefit that the Participant Grantee or such other person make arrangements satisfactory to the Company for payment of the ba...lance of all such taxes required to be withheld, which arrangements (in withheld. At the discretion of the Board) Committee, such arrangements may include relinquishment of a portion of such benefit. View More
Withholding Taxes. The Company shall have the right to deduct from any payment or benefit realized under this Plan an amount equal to the federal, state, local, foreign and other taxes which in the opinion of the Company are required to be withheld by it with respect to such payment or benefit. To the extent that the Company is required to withhold federal, state, local or foreign taxes in connection with any payment made or benefit realized by a Participant or other person under this Plan, and the amounts availab...le to the Company for such withholding are insufficient, it will shall be a condition to the receipt of such payment or the realization of such benefit that the Participant or such other person recipient make arrangements satisfactory to the Company for payment of the balance of such taxes required to be withheld, which arrangements (in withheld. At the discretion of the Board) Board, such arrangements may include relinquishment of a portion of such benefit. benefit pursuant to procedures adopted by the Board from time to time. The Company and a Participant or such other recipient may also make similar arrangements with respect to the payment of any taxes with respect to which withholding is not required. View More
Withholding Taxes. All forms of compensation referred to in this letter Agreement are subject to reduction to reflect applicable withholding and payroll taxes. taxes and other deductions required by law.
Withholding Taxes. All forms of compensation referred to in this letter are Agreement will be subject to reduction to reflect applicable withholding and payroll taxes.
