Common use of Joint Election Clause in Contracts

Joint Election. Tax-Related Items shall include Primary and to the extent legally possible Secondary Class 1 National Insurance Contributions. As a necessary condition of participation in the Plan, the Participant agrees to accept any liability for all secondary Class 1 National Insurance Contributions which may be payable by the Company and/or any Affiliate employing or retaining the Participant in connection with the Award and any event giving rise to Tax-Related Items (the “Employer’s NICs”). Without limitation to the foregoing, the Participant agrees to enter into a joint election with the Company (the “Joint Election”), the form of such Joint Election being formally approved by HMRC, and to execute any other consents or elections required to accomplish the transfer of the entirety of Employer’s NICs to the employee. The Participant further agrees to execute such other joint elections as may be required between the Participant and any successor to the Company and/or any Affiliate employing or retaining the Participant. The Participant further agrees that the Company and/or any Affiliate employing or retaining the Participant may collect the Employer’s NICs from him or her by any of the means set forth herein. If the Participant does not enter into a Joint Election, if approval of the Joint Election has been withdrawn by HMRC or if such Joint Election is jointly revoked by the Participant and the Company or any Affiliate employing or retaining the Participant, as applicable, the Company, in its sole discretion and without any liability to the Company or any Affiliate employing or retaining the Participant, may choose not to issue or deliver any amounts due to the Participant upon vesting of the Award.

Appears in 4 contracts

Samples: Restricted Stock Unit Award Agreement (CDK Global, Inc.), Performance Stock Unit Award Agreement (CDK Global, Inc.), Performance Stock Unit Award Agreement (CDK Global, Inc.)

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Joint Election. Tax-Related Items shall include Primary and to the extent legally possible Secondary Class 1 National Insurance Contributions. As a necessary condition of the Holder's participation in the PlanPlan and the lapse of the Forfeiture Restrictions, the Participant Holder agrees to accept any liability for all secondary Class 1 National Insurance Contributions NICs (the “Secondary NICs”) which may be payable by the Company and/or any Affiliate employing or retaining the Participant Employer in connection with the Award Units and any event giving rise to Tax-Related Items (the “Employer’s NICs”)Items. Without limitation to the foregoingabove, the Participant Holder agrees to enter into a joint election with the Company on behalf of the Employer (the “Joint Election”), the form of such Joint Election being formally approved by HMRCHMRC and attached as Annex A hereto, and to execute any other consents consent or elections required to accomplish the transfer of the entirety of Employer’s Secondary NICs to the employeeHolder. If any other consents or elections are required by the Company, the Employer or any Affiliate to accomplish the above, the Holder agrees that the Holder will provide these promptly on request. The Participant Holder further agrees to execute enter such other joint elections as may be required between the Participant Holder and any successor to the Company and/or any Affiliate employing or retaining the Participantits Affiliates. The Participant Holder further agrees that the Company and/or any Affiliate employing or retaining the Participant Employer may collect the Employer’s Secondary NICs from him or her by any of the means set forth hereinin Section 8 of the Agreement above. The Holder agrees to enter into the Election prior to the lapse of any Forfeiture Restrictions. If the Participant Holder does not enter into a Joint Election, if approval the Election prior to vesting of the Joint Election has been withdrawn by HMRC or if such Joint Election is jointly revoked by the Participant and the Company or any Affiliate employing or retaining the Participant, as applicableUnits, the CompanyForfeiture Restrictions will not lapse and no Shares will be issued to the Holder under the Plan, in its sole discretion and without any liability to the Company or any Affiliate employing or retaining and/or the Participant, may choose not to issue or deliver any amounts due to the Participant upon vesting of the AwardEmployer.

Appears in 2 contracts

Samples: Restricted Share Unit Award Agreement, Restricted Share Unit Award Agreement (Weatherford International LTD)

Joint Election. Tax-Related Items shall include Primary and to the extent legally possible Secondary Class 1 National Insurance Contributions. As a necessary condition of participation in the PlanPlan and the exercise of this Option, the Participant Optionee agrees to accept any liability for all secondary Class 1 National Insurance Contributions contributions which may be payable by the Company and/or any Affiliate employing or retaining the Participant Employer in connection with the Award this Option and any event giving rise to Tax-Related Items (the “Employer’s Employer NICs”). Without limitation prejudice to the foregoing, the Participant Optionee agrees to enter into execute a joint election with the Company Company, the form of such joint election having been approved formally by Her Majesty’s Revenue and Customs (“HMRC”) (the “Joint Election”), the form of such Joint Election being formally approved by HMRC, and to execute any other consents required consent or elections required election to accomplish the transfer of the entirety of Employer’s Employer NICs to the employeeOptionee. The Participant Optionee further agrees to execute such other joint elections as may be required between the Participant Optionee and any successor to the Company and/or any Affiliate employing or retaining the ParticipantEmployer. The Participant Optionee further agrees that the Company and/or any Affiliate employing or retaining the Participant Employer may collect the Employer’s Employer NICs from him or her the Optionee by any of the means set forth hereinin Paragraph F of the Option Agreement. If the Participant Optionee does not enter into a Joint Election, Election prior to the exercise of this Option or any other event giving rise to Tax-Related Items or if approval of the Joint Election has been withdrawn by HMRC HMRC, he or if such she will not be entitled to exercise this Option or receive any benefit in connection with the Options unless and until he or she enters into a Joint Election is jointly revoked by Election, and no Shares will be issued or delivered to the Participant and Optionee under the Company or any Affiliate employing or retaining the ParticipantPlan, as applicable, the Company, in its sole discretion and without any liability to the Company or any Affiliate employing or retaining the Participant, may choose not to issue or deliver any amounts due to the Participant upon vesting of the AwardEmployer.

Appears in 1 contract

Samples: Stock Option Agreement (Trimble Navigation LTD /Ca/)

Joint Election. Tax-Related Items shall include Primary and to the extent legally possible Secondary Class 1 National Insurance Contributions. As a necessary condition of Recipient’s participation in the Plan, the Participant Recipient agrees to accept any liability for all secondary Class 1 National Insurance Contributions NICs which may be payable by the Company and/or any Affiliate employing or retaining the Participant Employer in connection with the Award Restricted Stock award and any event giving rise to Tax-Related Items (the “Employer’s NICs”). Without limitation to the foregoing, the Participant Recipient agrees to enter into a joint election with the Company and/or the Employer (the “Joint Election”), the form of such Joint Election being formally approved by HMRC, and to execute any other consents or elections required to accomplish the transfer of the entirety of Employer’s NICs to the employeeRecipient. The Participant Recipient further agrees to execute such other joint elections as may be required between the Participant Recipient and any successor to the Company and/or any Affiliate employing or retaining the ParticipantEmployer. The Participant Recipient further agrees that the Company and/or any Affiliate employing or retaining the Participant Employer may collect the Employer’s NICs from him or her by any of the means set forth hereinin the “Tax Withholding” section of this Agreement. If the Participant Recipient does not enter into a Joint Election, if approval of the Joint Election has been withdrawn by HMRC HMRC, if the Joint Election is revoked by the Company or the Employer (as applicable), or if such the Joint Election is jointly revoked by the Participant Recipient and the Company or any Affiliate employing or retaining the ParticipantEmployer, as applicable, the Company, in its sole discretion and without any liability to the Company or any Affiliate employing or retaining the ParticipantEmployer, may choose not to issue or deliver any amounts due shares of Stock or proceeds from the sale of shares to the Participant Recipient upon vesting of the AwardRestricted Stock award.

Appears in 1 contract

Samples: Restricted Stock Agreement (Conformis Inc)

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Joint Election. Tax-Related Items shall include Primary and to the extent legally possible Secondary Class 1 National Insurance Contributions. As a necessary condition of Awardee’s participation in the Plan, the Participant Awardee agrees to accept any liability for all secondary Class 1 National Insurance Contributions NICs which may be payable by the Company and/or any Affiliate employing or retaining the Participant Employer in connection with the Award Restricted Stock Units and any event giving rise to Tax-Related Items (the “Employer’s NICs”). Without limitation to the foregoing, the Participant Awardee agrees to enter into a joint election with the Company and/or the Employer (the “Joint Election”), the form of such Joint Election being formally approved by HMRC, and to execute any other consents or elections required to accomplish the transfer of the entirety of Employer’s NICs to the employeeAwardee. The Participant Awardee further agrees to execute such other joint elections as may be required between the Participant Awardee and any successor to the Company and/or any Affiliate employing or retaining the ParticipantEmployer. The Participant Awardee further agrees that the Company and/or any Affiliate employing or retaining the Participant Employer may collect the Employer’s NICs from him or her by any of the means set forth hereinin the “Tax Withholding” section of the Award Agreement. If the Participant Awardee does not enter into a Joint Election, if approval of the Joint Election has been withdrawn by HMRC HMRC, if the Joint Election is revoked by the Company or the Employer (as applicable), or if such the Joint Election is jointly revoked by the Participant Awardee and the Company or any Affiliate employing or retaining the ParticipantEmployer, as applicable, the Company, in its sole discretion and without any liability to the Company or any Affiliate employing or retaining the ParticipantEmployer, may choose not to issue or deliver any amounts due shares of Stock or proceeds from the sale of shares to the Participant Awardee upon vesting of the Award.Restricted Stock Units. * * * * * 35

Appears in 1 contract

Samples: Global Restricted Stock Unit Agreement (Performance Based Awards)

Joint Election. Tax-Related Items shall include Primary and to the extent legally possible Secondary Class 1 National Insurance Contributions. As a necessary condition of participation in the PlanPlan and the vesting of the Restricted Stock Units, the Participant agrees you agree to accept any liability for all secondary Class 1 National Insurance Contributions NICs which may be payable by the Company and/or any Affiliate employing or retaining the Participant Employer in connection with the Award Restricted Stock Units and any event giving rise to Tax-Related Items (the “Employer’s Employer NICs”). Without limitation prejudice to the foregoing, the Participant agrees you agree to enter into execute a joint election with the Company Company, the form of such joint election having been approved formally by Her Majesty’s Revenue and Customs (“HMRC”) (the “Joint Election”), the form of such Joint Election being formally approved by HMRC, and to execute any other consents required consent or elections required election to accomplish the transfer of the entirety of Employer’s Employer NICs to the employeeyou. The Participant You further agrees agree to execute such other joint elections as may be required between the Participant you and any successor to the Company and/or any Affiliate employing or retaining the ParticipantEmployer. The Participant You further agrees agree that the Company and/or any Affiliate employing or retaining the Participant Employer may collect the Employer’s Employer NICs from him or her you by any of the means set forth hereinin the “Tax Obligations” section of the Award Agreement. If you do not enter into a Joint Election prior to the Participant does vesting of the Restricted Stock Units or any other event giving rise to Tax-Related Items or if approval of the joint election has been withdrawn by HMRC, you will not be entitled to vest in the Restricted Stock Units or receive any benefit in connection with the Restricted Stock Units unless and until you enter into a Joint Election, if approval of and no Shares will be issued or delivered to you under the Joint Election has been withdrawn by HMRC or if such Joint Election is jointly revoked by the Participant and the Company or any Affiliate employing or retaining the ParticipantPlan, as applicable, the Company, in its sole discretion and without any liability to the Company or any Affiliate employing or retaining the Participant, may choose not to issue or deliver any amounts due to the Participant upon vesting of the AwardEmployer.

Appears in 1 contract

Samples: Global Restricted Stock Unit Award Agreement (Trimble Navigation LTD /Ca/)

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