Compensation Expense; Employment Taxes; Reimbursement Sample Clauses

Compensation Expense; Employment Taxes; Reimbursement. Upon the exercise of the Parent Options or the vesting of the Parent Restricted Stock, as applicable, except as set forth in subsection (e) below, Parent (and not Master LLC or any of its Affiliates) shall (i) claim the compensation expense deduction associated with such exercise or vesting measured by the fair market value of the Parent stock at the time of such exercise (less the exercise price) or vesting (the “Compensation Deduction”), (ii) pay all employment and withholding Taxes resulting from such exercise or vesting and (iii) file all Tax Returns related to the payment of such employment and withholding Taxes. Parent shall have the right to control, and shall be fully responsible and indemnify Master LLC, the Companies, Purchaser and its Affiliates for any expenses incurred in connection with, any Contest challenging the Compensation Deduction.
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Compensation Expense; Employment Taxes; Reimbursement. Upon the exercise of the Aon Options or the vesting of the Aon Stock-Based Awards, as applicable, the Company or a Subsidiary, as applicable, shall, if and only if Aon has determined that Aon cannot claim the deduction, (A) claim the compensation expense deduction associated with such exercise or vesting measured by the fair market value of Aon stock at the time of such exercise (less the exercise price) or vesting (the “Compensation Deduction”), (B) pay all employment and withholding Taxes resulting from such exercise or vesting and (C) file all Tax Returns related to the payment of such employment and withholding Taxes. The Company or such Subsidiary shall pay Aon an amount equal to the tax benefit realized by Buyer or any of its Affiliates (determined on an After-Tax Basis) as a result of such Compensation Deduction less the after-tax cost to Buyer of any employment Taxes required to be paid on the exercise or vesting of the Aon Option or Aon Stock-Based Awards within 60 days of the date the Tax benefits are realized by the Company or such Subsidiary from the Compensation Deduction.
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Compensation Expense; Employment Taxes; Reimbursement. Upon the vesting of the Xxxxxxx Stock-Based Awards, Xxxxxxx (and not the Company or any of its Affiliates) shall (x) claim the compensation expense deduction associated with vesting measured by the fair market value of Xxxxxxx stock at the time of such vesting (the “Compensation Deduction”), (y) pay all employment and withholding Taxes resulting from such vesting and (z) file all Tax Returns related to the payment of such employment and withholding Taxes.
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Compensation Expense; Employment Taxes; Reimbursement. Upon the exercise of the HLTH Options, the Seller or one of its Affiliates (and not the Purchasers or any of their Affiliates) shall (i) claim the compensation expense deduction associated with such exercise measured by the fair market value of the stock subject to the HLTH Options at the time of such exercise (less the exercise price) (the “Compensation Deduction”), (ii) pay all employment and withholding Taxes resulting from such exercise and (iii) file all Tax Returns related to the payment of such employment and withholding Taxes.
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Compensation Expense; Employment Taxes; Reimbursement. Upon the exercise of the Seller Parent Options or the settlement of the Seller Parent Stock-Based Awards, as applicable, Seller Parent (and not Buyer or any of its Affiliates) shall (A) claim the compensation expense deduction associated with such exercise or settlement measured by the fair market value of Seller Parent stock at the time of such exercise (less the exercise price) or settlement, (B) pay all employment and withholding Taxes resulting from such exercise or settlement and (C) file all Tax Returns related to the payment of such employment and withholding Taxes.
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Related to Compensation Expense; Employment Taxes; Reimbursement

  • ALPS Compensation; Expenses (a) ALPS will bear all expenses in connection with the performance of its services under this Agreement, except as otherwise provided herein. ALPS will not bear any of the costs of Fund personnel. Other Fund expenses incurred shall be borne by the Fund or the Fund’s investment adviser, including, but not limited to, initial organization and offering expenses; the blue sky registration and qualification of Shares for sale in the various states in which the officers of the Fund shall determine it advisable to qualify such Shares for sale (including registering the Fund as a broker or dealer or any officer of the Fund as agent or salesman in any state); litigation expenses; taxes; costs of preferred shares; expenses of conducting repurchase offers for the purpose of repurchasing Fund shares; administration, transfer agency, and custodial expenses; interest; Fund directors’ or trustees’ fees; brokerage fees and commissions; state and federal registration fees; advisory fees; insurance premiums; fidelity bond premiums; Fund and investment advisory related legal expenses; costs of maintenance of Fund existence; printing and delivery of materials in connection with meetings of the Fund’s directors or trustees; printing and mailing of shareholder reports, prospectuses, statements of additional information, other offering documents and supplements, proxy materials, and other communications to shareholders; securities pricing data and expenses in connection with electronic filings with the U.S. Securities and Exchange Commission (the “SEC”).

  • COMPENSATION; EXPENSES (a) In consideration of the foregoing, the Advisor shall pay the Sub-advisor, with respect to the Fund, a fee as specified in Appendix B hereto. Such fees shall be accrued by the Advisor daily and shall be payable monthly in arrears on the first business day of each calendar month for services performed hereunder during the prior calendar month. If fees begin to accrue in the middle of a month or if this Agreement terminates before the end of any month, all fees for the period from that date to the end of that month or from the beginning of that month to the date of termination, as the case may be, shall be prorated according to the proportion that the period bears to the full month in which the effectiveness or termination occurs. Upon the termination of this Agreement with respect to the Fund, the Advisor shall pay to the Sub-advisor such compensation as shall be payable prior to the effective date of termination.

  • Employment Taxes All payments made pursuant to this Agreement will be subject to withholding of applicable income and employment taxes.

  • Compensation; Reimbursement At the closing of each Offering (each, a “Closing”), the Company shall compensate Xxxxxxxxxx as follows:

  • Business Expense Reimbursement During the Term of employment, the Executive shall be entitled to receive proper reimbursement for all reasonable, out-of-pocket expenses incurred by the Executive (in accordance with the policies and procedures established by the Company for its senior executive officers) in performing services hereunder, provided the Executive properly accounts therefore.

  • Employee Expenses Section 11.1

  • Compensation and Expense Reimbursement A. Client will pay the Company, as compensation for the services provided for in this Agreement and as reimbursement for expenses incurred by Company on Client's behalf, in the manner set forth in Schedule A annexed to this Agreement which Schedule is incorporated herein by reference.

  • Compensation Benefits and Reimbursement (a) The compensation specified under this Agreement shall constitute the salary and benefits paid for the duties described in Section 2(b). The Association shall pay Executive as compensation a salary of not less than $_____________ per year ("Base Salary"). Such Base Salary shall be payable biweekly, or with such other frequency as officers and employees are generally paid. During the period of this Agreement, Executive's Base Salary shall be reviewed at least annually. Such review may be conducted by a Committee designated by the Board, and the Board may increase, but not decrease (except a decrease that is generally applicable to all employees), Executive's Base Salary (any increase in Base Salary shall become the "Base Salary" for purposes of this Agreement). In addition to the Base Salary provided in this Section 3(a), the Association shall provide Executive at no cost to Executive with all such other benefits as are provided uniformly to permanent full-time employees of the Association. Base Salary shall include any amounts of compensation deferred by Executive under qualified and nonqualified plans maintained by the Association.

  • Compensation Benefits Expenses (a) Compensation In consideration of the services to be rendered hereunder, including, without limitation, services to any Affiliated Company, Consultant shall be paid a fee of 1,000,000 shares, pursuant to the procedures regularly established, and as they may be amended, by the Company during the course of this Agreement.

  • Business Expenses and Final Compensation You acknowledge that you have been reimbursed by the Company for all business expenses incurred in conjunction with the performance of your employment and that no other reimbursements are owed to you. You further acknowledge that you have received payment in full for all services rendered in conjunction with your employment by the Company, including payment for all wages, bonuses and accrued, unused vacation time, and that no other compensation is owed to you except as provided herein.

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