Common use of Federal and State Taxes Clause in Contracts

Federal and State Taxes. (a) Any amount of Common Stock that is payable or transferable to the Participant hereunder may be subject to the payment of or reduced by any amount or amounts which the Company is required to withhold under the then applicable provisions of the Internal Revenue Code of 1986, as amended (the “Code”), or its successors, or any other federal, state or local tax withholding requirement. When the Company is required to withhold any amount or amounts under the applicable provisions of the Code, the Company shall withhold from the Common Stock to be issued to the Participant a number of shares necessary to satisfy the Company’s withholding obligations. The number of shares of Common Stock to be withheld shall be based upon the Fair Market Value of the shares on the date of withholding.

Federal and State Taxes. (a) Any amount of Common Stock or cash that is payable or transferable to the Participant in connection with the conversion of the Common Stock Equivalents granted hereunder may be subject to the payment of or reduced by any amount or amounts which the Company is required to withhold under the then applicable provisions of the Internal Revenue Code of 1986, as amended (the “Code”), or its successors, or any other federalFederal, state or local tax withholding requirement. When the Company is required to withhold any amount or amounts under the applicable provisions of the Code, the Company shall withhold from satisfy such withholding by reducing the Common Stock to be issued Equivalents credited to the Participant Participant’s account by a number of shares necessary to satisfy the Company’s withholding obligations. The number of shares of Common Stock Equivalents to be withheld shall be based upon the Fair Market Value of the shares a share of Common Stock on the date of withholding.