Withholding Clause Example with 4 Variations from Business Contracts
This page contains 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.
Withholding. (a) The Executive is responsible for payment of all taxes applicable to compensation and benefits paid or provided to the Executive under the Agreement, including federal and state income tax withholding, except the Bank shall withhold any taxes that, in its reasonable judgment, are required to be withheld, including but not limited to taxes owed under Code Section 409A and regulations thereunder, if any, and all employment taxes due to be paid by the Bank pursuant to Code Section 3121(v) and re...gulations promulgated thereunder (i.e., Federal Insurance Contributions Act ("FICA") taxes on the present value of payments hereunder which are no longer subject to vesting). The Bank's sole liability regarding taxes is to forward any amounts withheld to the appropriate taxing authority(ies). By participating in the Agreement, the Executive consents to the deduction of all tax withholdings attributable to participation in the Agreement from the benefits due under the Agreement or other payments due to the Executive by the Bank to satisfy the employee-portion of such obligations. If insufficient cash wages are available or, if the Executive so desires, the Executive may remit payment in cash for the withholding amounts. (b) Notwithstanding any other provision in the Agreement to the contrary, to the extent permitted by Code Section 409A, payments due under the Agreement may be accelerated to pay, where applicable, the FICA tax imposed under Code Sections 3101, 3121(a), and 3121(v)(2) and any state, local, and foreign tax obligations (the "Tax Obligations") that may be imposed on amounts deferred pursuant to the Agreement prior to the time such amounts are paid or made available and to pay the income tax at source on wages imposed under Code Section 3401 or the corresponding withholding provisions of applicable state, local, or foreign tax laws as a result of an accelerated payment of the Tax Obligations (the "Income Tax Obligations"). Accelerated payments pursuant to this Section 7(b) shall not exceed the amount of the Tax Obligations and Income Tax Obligations and shall be made as a payment directly to taxing authorities pursuant to the applicable withholding provisions. Any accelerated payments pursuant to this Section 7(b) shall reduce the benefit otherwise payable to the Executive pursuant to the Agreement. (c) Notwithstanding any other provision in the Agreement to the contrary, the Executive shall be liable for all taxes related to payments under this Agreement, and the Bank shall not be liable to any interested party for any such taxes or if the Agreement fails to be exempt from or to comply with Code Section 409A.View More
Variations of a "Withholding" Clause from Business Contracts
Withholding. (a) The Executive is responsible for payment of all taxes applicable to compensation and the benefits paid or provided to the Executive under the this Agreement, including federal and state income tax withholding, except that the Bank shall withhold any taxes that, in its reasonable judgment, are required to be withheld, including but not limited to taxes owed under Code Section 409A and regulations thereunder, if any, and all employment (including FICA) taxes due to be paid by the Bank pursuant... to Code Section 3121(v) of the Code and regulations promulgated thereunder (i.e., Federal Insurance Contributions Act ("FICA") FICA taxes on the present value of payments hereunder which that are no longer subject to vesting). The Executive acknowledges that the Bank's sole liability regarding taxes is to forward any amounts withheld to the appropriate taxing authority(ies). By participating in Further, the Agreement, the Bank shall satisfy all applicable reporting requirements, including those under Section 409A. The Executive consents to the deduction of all tax withholdings attributable to participation in the Agreement agrees that appropriate amounts for any such withholdings, including FICA taxes, may be deducted from the benefits cash salary, bonus or payments due under the this Agreement or other payments due to the Executive by the Bank to satisfy the employee-portion employee portion of such obligations. If insufficient cash wages are available or, or if the Executive so desires, the Executive may remit payment in cash for the withholding amounts. (b) Notwithstanding any other provision in the this Agreement to the contrary, to the extent permitted by Code Section 409A, payments due payment under the this Agreement may be accelerated to pay, where applicable, the FICA tax imposed taxes under Code Sections 3101, 3121(a), and 3121(v)(2) and any state, local, and foreign tax obligations of the Code (the "Tax Obligations") that may be imposed on amounts deferred pursuant to the this Agreement prior to the time that such amounts are paid or made available to the Executive and to pay the income tax at source on wages imposed under Code Section 3401 of the Code or the corresponding withholding provisions of applicable state, local, or foreign tax laws as a result of an accelerated payment of the Tax Obligations (the "Income Tax Obligations"). Accelerated payments pursuant to this Section 7(b) 10(b) shall not exceed the amount of the Tax Obligations and Income Tax Obligations and shall be made as a payment directly to the applicable taxing authorities authority pursuant to the applicable withholding provisions. Any accelerated payments pursuant to this Section 7(b) 10(b) shall reduce the benefit otherwise payable provided to the Executive pursuant to the this Agreement. (c) Notwithstanding any other provision in the Agreement 8 of 14 11. Section 409A. (a) Purpose. It is intended that compensation paid or delivered to the contrary, Executive pursuant to this Agreement shall be paid in compliance with Section 409A. However, the Bank does not warrant to the Executive shall that all amounts paid to the Executive hereunder will be liable exempt from, or paid in compliance with, Section 409A. The Executive understands and agrees that he bears the entire risk of any adverse federal, state or local tax consequences and penalty taxes that may result from payment of compensation for all taxes related his services on a basis contrary to the provisions of Section 409A or comparable provisions of any applicable state or local income tax laws. (b) Interpretive Rules. In applying Section 409A to amounts paid pursuant to this Agreement, any right to a series of installment payments under this Agreement, Agreement shall be treated as a right to a series of separate payments. This Agreement shall be administered, construed, and the Bank shall not be liable to any interested party for any such taxes or if the Agreement fails to be exempt from or interpreted in a manner to comply with Code Section 409A. Specifically, and without limiting the foregoing, if any terms set forth in this Agreement are considered to be ambiguous, such terms shall be administered, construed, and interpreted in a manner to comply with Section 409A. (c) Specified Employee. Notwithstanding anything to the contrary in this Agreement, if the Executive is a "specified employee" (as defined under Section 409A) of the Bank as of the date of his Separation from Service, and if any payments provided for in this Agreement constitute a "deferral of compensation" within the meaning of Section 409A and cannot be paid on account of the Executive's Separation from Service in the manner provided herein without subjecting the Executive to additional tax, interest or penalties under Section 409A, then any such payment that is otherwise payable during the first six months following Executive's Separation from Service shall be paid to Executive in a lump sum on the first business day of the seventh calendar month immediately following the month in which his Separation from Service occurs. View More
Withholding. (a) The Executive is responsible for payment of all taxes applicable to compensation and the benefits paid or provided to the Executive under the this Agreement, including federal and state income tax withholding, except that the Bank shall withhold any taxes that, in its reasonable judgment, are required to be withheld, including but not limited to taxes owed under Code Section 409A and regulations thereunder, if any, and all employment (including FICA) taxes due to be paid by the Bank pursuant... to Code Section 3121(v) of the Code and regulations promulgated thereunder (i.e., Federal Insurance Contributions Act ("FICA") FICA taxes on the present value of payments hereunder which that are no longer subject to vesting). The Executive acknowledges that the Bank's sole liability regarding taxes is to forward any amounts withheld to the appropriate taxing authority(ies). By participating in Further, the Agreement, the Bank shall satisfy all applicable reporting requirements, including those under Section 409A. The Executive consents to the deduction of all tax withholdings attributable to participation in the Agreement agrees that appropriate amounts for any such withholdings, including FICA taxes, may be deducted from the benefits cash salary, bonus or payments due under the this Agreement or other payments due to the Executive by the Bank to satisfy the employee-portion employee portion of such obligations. If insufficient cash wages are available or, or if the Executive so desires, the Executive may remit payment in cash for the withholding amounts. (b) Notwithstanding any other provision in the this Agreement to the contrary, to the extent permitted by Code Section 409A, payments due payment under the this Agreement may be accelerated to pay, where applicable, the FICA tax imposed taxes under Code Sections 3101, 3121(a), and 3121(v)(2) and any state, local, and foreign tax obligations of the Code (the "Tax Obligations") that may be imposed on amounts deferred pursuant to the this Agreement prior to the time that such amounts are paid or made available to the Executive and to pay the income tax at source on wages imposed under Code Section 3401 of the Code or the corresponding withholding provisions of applicable state, local, or foreign tax laws as a result of an accelerated payment of the Tax Obligations (the "Income Tax Obligations"). Accelerated payments pursuant to this Section 7(b) 10(b) shall not exceed the amount of the Tax Obligations and Income Tax Obligations and shall be made as a payment directly to the applicable taxing authorities authority pursuant to the applicable withholding provisions. Any accelerated payments pursuant to this Section 7(b) 10(b) shall reduce the benefit otherwise payable provided to the Executive pursuant to the this Agreement. (c) Notwithstanding any other provision in the Agreement 8 of 13 11. Section 409A. (a) Purpose. It is intended that compensation paid or delivered to the contrary, Executive pursuant to this Agreement shall be paid in compliance with Section 409A. However, the Bank does not warrant to the Executive shall that all amounts paid to the Executive hereunder will be liable exempt from, or paid in compliance with, Section 409A. The Executive understands and agrees that he bears the entire risk of any adverse federal, state or local tax consequences and penalty taxes that may result from payment of compensation for all taxes related his services on a basis contrary to the provisions of Section 409A or comparable provisions of any applicable state or local income tax laws. (b) Interpretive Rules. In applying Section 409A to amounts paid pursuant to this Agreement, any right to a series of installment payments under this Agreement, Agreement shall be treated as a right to a series of separate payments. This Agreement shall be administered, construed, and the Bank shall not be liable to any interested party for any such taxes or if the Agreement fails to be exempt from or interpreted in a manner to comply with Code Section 409A. Specifically, and without limiting the foregoing, if any terms set forth in this Agreement are considered to be ambiguous, such terms shall be administered, construed, and interpreted in a manner to comply with Section 409A. (c) Specified Employee. Notwithstanding anything to the contrary in this Agreement, if the Executive is a "specified employee" (as defined under Section 409A) of the Bank as of the date of his Separation from Service, and if any payments provided for in this Agreement constitute a "deferral of compensation" within the meaning of Section 409A and cannot be paid on account of the Executive's Separation from Service in the manner provided herein without subjecting the Executive to additional tax, interest or penalties under Section 409A, then any such payment that is otherwise payable during the first six months following Executive's Separation from Service shall be paid to Executive in a lump sum on the first business day of the seventh calendar month immediately following the month in which his Separation from Service occurs. View More
Withholding. (a) The Executive is responsible for payment of all taxes applicable to compensation and the benefits paid or provided to the Executive under the this Agreement, including federal and state income tax withholding, except that the Bank shall withhold any taxes that, in its reasonable judgment, are required to be withheld, including but not limited to taxes owed under Code Section 409A and regulations thereunder, if any, and all employment (including FICA) taxes due to be paid by the Bank pursuant... to Code Section 3121(v) of the Code and regulations promulgated thereunder (i.e., Federal Insurance Contributions Act ("FICA") FICA taxes on the present value of payments hereunder which that are no longer subject to vesting). The Executive acknowledges that the Bank's sole liability regarding taxes is to forward any amounts withheld to the appropriate taxing authority(ies). By participating in Further, the Agreement, the Bank shall satisfy all applicable reporting requirements, including those under Section 409A. The Executive consents to the deduction of all tax withholdings attributable to participation in the Agreement agrees that appropriate amounts for any such withholdings, including FICA taxes, may be deducted from the benefits cash salary, bonus or payments due under the this Agreement or other payments due to the Executive by the Bank to satisfy the employee-portion employee portion of such obligations. If insufficient cash wages are available or, or if the Executive so desires, the Executive may remit payment in cash for the withholding amounts. (b) Notwithstanding any other provision in the this Agreement to the contrary, to the extent permitted by Code Section 409A, payments due payment under the this Agreement may be accelerated to pay, where applicable, the FICA tax imposed taxes under Code Sections 3101, 3121(a), and 3121(v)(2) and any state, local, and foreign tax obligations of the Code (the "Tax Obligations") that may be imposed on amounts deferred pursuant to the this Agreement prior to the time that such amounts are paid or made available to the Executive and to pay the income tax at source on wages imposed under Code Section 3401 of the Code or the corresponding withholding provisions of applicable state, local, or foreign tax laws as a result of an accelerated payment of the Tax Obligations (the "Income Tax Obligations"). Accelerated payments pursuant to this Section 7(b) 10(b) shall not exceed the amount of the Tax Obligations and Income Tax Obligations and shall be made as a payment directly to the applicable taxing authorities authority pursuant to the applicable withholding provisions. Any accelerated payments pursuant to this Section 7(b) 10(b) shall reduce the benefit otherwise payable provided to the Executive pursuant to the this Agreement. (c) Notwithstanding any other provision in the Agreement to the contrary, the Executive shall be liable for all taxes related to payments under this Agreement, and the Bank shall not be liable to any interested party for any such taxes or if the Agreement fails to be exempt from or to comply with Code Section 409A.View More
Withholding. (a) The Executive is responsible for payment of all taxes applicable to compensation and benefits paid or provided to the Executive under the this Agreement, including federal and state income tax withholding, except the Bank Company shall withhold any taxes that, in its reasonable judgment, are required to be withheld, including but not limited to taxes owed under Code Section 409A and regulations thereunder, if any, thereunder and all employment taxes due to be paid by the Bank Company pursuan...t to Code Section 3121(v) and regulations promulgated thereunder (i.e., Federal Insurance Contributions Act ("FICA") taxes on the present value of payments hereunder which are no longer subject to vesting). The Bank's Company's sole liability regarding taxes is to forward any amounts withheld to the appropriate taxing authority(ies). By participating in the this Agreement, the Executive consents to the deduction of all tax withholdings attributable to participation in the this Agreement from the benefits due under the this Agreement or other payments due to the Executive by the Bank Company to satisfy the employee-portion of such obligations. If insufficient cash wages are available or, or if the Executive so desires, the Executive may remit payment in cash for the withholding amounts. 10 (b) Notwithstanding any other provision in the this Agreement to the contrary, to the extent permitted by Code Section 409A, payments due under the this Agreement may be accelerated to pay, where applicable, the FICA tax imposed under Code Sections 3101, 3121(a), and 3121(v)(2) and any state, local, local and foreign tax obligations (the "Tax Obligations") that may be imposed on amounts deferred pursuant to the this Agreement prior to the time such amounts are paid or made available and to pay the income tax at source on wages imposed under Code Section 3401 or the corresponding withholding provisions of applicable state, local, local or foreign tax laws as a result of an accelerated payment of the Tax Obligations (the "Income Tax Obligations"). Accelerated payments pursuant to this Section 7(b) shall not exceed the amount of the Tax Obligations and Income Tax Obligations and shall be made as a payment directly to taxing authorities pursuant to the applicable withholding provisions. Any accelerated payments pursuant to this Section 7(b) shall reduce the benefit otherwise payable to the Executive pursuant to the this Agreement. (c) Notwithstanding any other provision in the Agreement to the contrary, the Executive shall be liable for all taxes related to payments under this Agreement, and the Bank shall not be liable to any interested party for any such taxes or if the Agreement fails to be exempt from or to comply with Code Section 409A.View More
