Common use of Payment by Withholding Shares Clause in Contracts

Payment by Withholding Shares. Notwithstanding the provisions of subsection (a), with respect to Shares to be issued pursuant to the exercise of an NSO, the Committee, in its discretion and subject to such rules as it may adopt, may permit the Participant to elect to satisfy, in whole or in part, any withholding tax obligation which may arise in connection with the exercise of the NSO by having the Company withhold otherwise deliverable Shares or accept delivery from the Participant of Shares then owned by the Participant which have a Fair Market Value, determined as of the date of the delivery of such Shares, equal to the amount of the minimum withholding tax to be satisfied by that retention or delivery.