Escrow Withhold Sample Clauses

Escrow Withhold. At least ten (10) days prior to expiration of the Due Diligence Period, Seller shall deliver to Buyer a written estimate of the cost of Seller's Improvements ("Cost Estimate"), which shall be reasonably determined based upon estimates provided by Seller's proposed contractor and consultation with Seller's engineer. The Closing is contingent upon Buyer's approval of the Cost Estimate prior to expiration of the Due Diligence Period, as provided in Section 5.2(b)(3). At the Closing, Escrow Agent shall deduct an amount equal to the Cost Estimate from the proceeds payable to Seller and withhold such amount ("Escrow Withhold") in Escrow after the Closing. The Escrow Withhold is intended to provide reasonable assurances to the Buyer that funds will be available to pay the costs of Seller's improvements. Escrow Agent shall invest the Escrow Withhold in a federally-insured, interest-bearing account approved by Seller, and all interest earned thereon shall be Seller's. Escrow Agent shall disburse funds from the Escrow Withhold to Seller, in partial payments from time to time, in order to pay or reimburse Seller for payment of costs incurred in the construction of Seller's Improvements. Each such disbursement shall be made upon Escrow Agent's receipt of the following: (1) a written request for disbursement from Seller; (2) copies of invoices indicating work performed in connection with Seller's Improvements in an aggregate
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Related to Escrow Withhold

  • FIRPTA Withholding To prevent the withholding of federal income tax in an amount equal to 10% of the amount of the Purchase Price plus Partnership liabilities allocable to each Unit purchased, each tendering Limited Partner must complete the FIRPTA Affidavit included in the Assignment of Partnership Interest certifying the Limited Partner's taxpayer identification number and address and that such Limited Partner is not a foreign person. See the Instructions to the Assignment of Partnership Interest and Section 6.

  • Backup Withholding Seller represents that it and the transactions ------------------ contemplated herein are not subject to backup withholding or any other withholding provisions of the Internal Revenue Code (the "Code"). Seller agrees to provide Purchaser with appropriate proof certifying, as required by the Code and Treasury Regulations, that it is not subject to any backup withholding. Seller further agrees that its correct name, address, social security number or employer identification number and any other information required by the Code or IRS Treasury Regulations have been provided on the requisite forms.

  • Xxx Withholding Notwithstanding any other provision of this Agreement, the Company may withhold from amounts payable under this Agreement all federal, state, local and foreign taxes that are required to be withheld by applicable laws or regulations.

  • Share Withholding The Committee may permit a Participant to satisfy all or part of his or her withholding or income tax obligations by having the Company withhold all or a portion of any Shares that otherwise would be issued to him or her or by surrendering all or a portion of any Shares that he or she previously acquired. Such Shares shall be valued at their Fair Market Value on the date when taxes otherwise would be withheld in cash. In no event may a Participant have Shares withheld that would otherwise be issued to him or her in excess of the number necessary to satisfy the minimum legally required tax withholding.

  • Withholding Taxes; Section 83(b) Election (a) The Participant acknowledges and agrees that the Company has the right to deduct from payments of any kind otherwise due to the Participant any federal, state or local taxes of any kind required by law to be withheld with respect to the purchase of the Shares by the Participant or the lapse of the Purchase Option.

  • Tax Withholding The Company shall withhold any taxes that are required to be withheld from the benefits provided under this Agreement.

  • Tax Withholding Withholding Advances (a) Each Member agrees to furnish the Company with any representations and forms as shall be reasonably requested by the Board to assist it in determining the extent of, and in fulfilling, any withholding obligations it may have.

  • Withholding, Etc The payment of any Salary and bonus hereunder shall be subject to applicable withholding and payroll taxes, and such other deductions as may be required by law or the Company's employee benefit plans.

  • Tax Withholdings The Company shall withhold from all payments hereunder all applicable taxes that it is required to withhold with respect to payments and benefits provided under this Agreement.

  • No Withholding The transaction contemplated herein is not subject to the tax withholding provisions of Section 3406 of the Code, or of Subchapter A of Chapter 3 of the Code or of any other provision of law.

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