Common use of Payment of Stock Units Clause in Contracts

Payment of Stock Units. (a) If and when the Stock Units vest, the Company shall issue to the Participant one share of Company Stock for each vested Stock Unit, subject to applicable Withholding Taxes (as defined below). Payment shall be made within 30 days after the applicable Vesting Date. (b) All obligations of the Company under this Agreement shall be subject to the rights of the Employer as described in the Plan to withhold amounts required by law to be withheld for any federal (including FICA), state, local and other taxes with respect to the payment of the Stock Units (“Withholding Taxes”). The Participant irrevocably (i) has elected, as of the Date of Grant, to sell shares of Company Stock in an amount having an aggregate Fair Market Value equal to the Withholding Taxes, and to allow the Company’s designated broker (the “Broker”) to remit the cash proceeds of such sale to the Employer (a “Sell to Cover”) and (ii) directs the Employer to make a cash payment to satisfy the Withholding Taxes from the cash proceeds of such sale directly to the appropriate taxing authorities. To the extent the Sell to Cover does not cover all Withholding Taxes due, the Participant shall be required to pay to the Employer, or make other arrangements satisfactory to the Employer to provide for the payment of, any Withholding Taxes that the Employer is required to withhold with respect to the Stock Units. (c) The obligation of the Company to deliver Company Stock following vesting of the Stock Units shall be subject to all applicable laws, rules, and regulations and such approvals by governmental agencies as may be deemed appropriate by the Committee, including such actions as Company counsel shall deem necessary or appropriate to comply with relevant securities laws and regulations.

Payment of Stock Units. (a) If and when the Stock Units vest, the Company shall issue to the Participant one share of Company Stock for each vested Stock Unit, subject to applicable Withholding Taxes (as defined below)tax withholding obligations. Payment shall be made within 30 days after the applicable Vesting Date. (b) All obligations of the Company under this Agreement shall be subject to the rights of the Employer as described set forth in the Plan to withhold amounts required by law to be withheld for any taxes, if applicable. At the time of payment in accordance with Section 5(a) above, the number of shares issued to the Participant shall be reduced by a number of shares of Company Stock with a Fair Market Value (measured as of the Vesting Date) equal to an amount of the federal (including FICA), state, local and other taxes tax liabilities required by law to be withheld with respect to the payment of the Stock Units (“Withholding Taxes”). The Participant irrevocably (i) has elected, as of the Date of Grant, to sell shares of Company Stock in an amount having an aggregate Fair Market Value equal to the Withholding Taxes, and to allow the Company’s designated broker (the “Broker”) to remit the cash proceeds of such sale to the Employer (a “Sell to Cover”) and (ii) directs the Employer to make a cash payment to satisfy the Withholding Taxes from the cash proceeds of such sale directly to the appropriate taxing authoritiesUnits. To the extent not withheld in accordance with the Sell to Cover does not cover all Withholding Taxes dueimmediately preceding sentence, the Participant shall be required to pay to the Employer, or make other arrangements satisfactory to the Employer to provide for the payment of, any Withholding Taxes federal, state, local or other taxes that the Employer is required to withhold with respect to the Stock Units. Unless the Committee determines otherwise, share withholding for taxes shall not exceed the Participant’s minimum applicable tax withholding amount. (c) The obligation of the Company to deliver Company Stock following vesting of the Stock Units shall also be subject to all applicable lawsthe condition that if at any time the Board shall determine in its discretion that the listing, rulesregistration or qualification of the shares upon any securities exchange or under any state or federal law, and regulations and such approvals by or the consent or approval of any governmental agencies as may be deemed appropriate by the Committee, including such actions as Company counsel shall deem regulatory body is necessary or appropriate desirable as a condition of, or in connection with, the issuance of shares, the shares may not be issued in whole or in part unless such listing, registration, qualification, consent or approval shall have been effected or obtained free of any conditions not acceptable to comply with relevant securities the Board. The issuance of shares to Participant pursuant to this Agreement is subject to any applicable taxes and other laws and regulationsor regulations of the United States or of any state having jurisdiction thereof.

Payment of Stock Units. (a) If and when the Stock Units vest, the Company shall issue to the Participant one share of Company Stock for each vested Stock Unit, subject to applicable Withholding Taxes (as defined below). Payment shall be made within 30 days after the applicable Vesting Date. (b) All obligations of the Company under this Agreement shall be subject to the rights of the Employer as described in the Plan to withhold amounts required by law to be withheld for any federal (including FICA), state, local and other taxes with respect to the payment of the Stock Units (“Withholding Taxes”). The Participant irrevocably (i) has elected, as of the Date of Grant, to sell shares of Company Stock in an amount having an aggregate Fair Market Value equal to the Withholding Taxes, and to allow the Company’s designated broker (the “Broker”) to remit the cash proceeds of such sale to the Employer (a “Sell to Cover”) and (ii) directs the Employer to make a cash payment to satisfy the Withholding Taxes from the cash proceeds of such sale directly to the appropriate taxing authorities. To the extent the Sell to Cover does not cover all Withholding Taxes due, the Participant shall be required to pay to the Employer, or make other arrangements satisfactory to the Employer to provide for the payment of, any Withholding Taxes that the Employer is required to withhold with respect to the Stock Units. (c) The obligation of the Company to deliver Company Stock following vesting of the Stock Units shall be subject to all applicable laws, rules, and regulations and such approvals by governmental agencies as may be deemed appropriate by the Committee, including such actions as Company counsel shall deem necessary or appropriate to comply with relevant securities laws and regulations.. DB1/ 119264074.2

Payment of Stock Units. (a) a. If and when the Stock Units vest, the Company shall issue to the Participant one share of Company Stock for each vested Stock Unit, subject to applicable Withholding Taxes (as defined below)tax withholding obligations. Payment shall be made within 30 days after the applicable Vesting Date. (b) b. All obligations of the Company under this Agreement shall be subject to the rights of the Employer Company as described set forth in the Plan to withhold amounts required by law to be withheld for any taxes, if applicable. At the time of payment in accordance with Section 5(a) above, the number of shares issued to the Participant shall be reduced by a number of shares of Company Stock with a Fair Market Value equal to the federal (including FICA), state, state and local and other taxes tax liabilities required by law to be withheld with respect to the payment of the Stock Units (“Withholding Taxes”)Units, unless the Participant elects to provide the tax withholding amount in another manner approved by the Committee. The Participant irrevocably (i) has elected, as of Share withholding for taxes shall not exceed the Date of Grant, to sell shares of Company Stock in an amount having an aggregate Fair Market Value equal to the Withholding Taxes, and to allow the CompanyParticipant’s designated broker (the “Broker”) to remit the cash proceeds of such sale to the Employer (a “Sell to Cover”) and (ii) directs the Employer to make a cash payment to satisfy the Withholding Taxes from the cash proceeds of such sale directly to the appropriate taxing authoritiesminimum applicable withholding tax rate. To the extent not withheld in accordance with the Sell to Cover does not cover all Withholding Taxes dueimmediately preceding sentence, the Participant shall be required to pay to the EmployerCompany, or make other arrangements satisfactory to the Employer Company to provide reimburse the Company for the payment of, any Withholding Taxes taxes that the Employer Company is required to withhold with respect to the Stock Units. (c) c. The obligation of the Company to deliver Company Stock following vesting of the Stock Units shall be subject to all applicable lawsthe condition that if at any time the Committee shall determine in its discretion that the listing, rulesregistration or qualification of the shares upon any securities exchange or under any state or federal law, and regulations and or the consent or approval of any governmental regulatory body is necessary or desirable as a condition of, or in connection with, the issuance of shares, the shares may not be issued in whole or in part unless such approvals by governmental agencies as may be deemed appropriate by listing, registration, qualification, consent or approval shall have been effected or obtained free of any conditions not acceptable to the Committee, including such actions as Company counsel shall deem necessary . The issuance of shares to Participant pursuant to this Agreement is subject to any applicable taxes and other laws or appropriate to comply with relevant securities laws and regulationsregulations of the United States or of any state having jurisdiction thereof.

Payment of Stock Units. (a) If and when the Stock Units vest, the Company shall issue to the Participant one share of Company Common Stock for each vested Stock Unit, subject to applicable Withholding Taxes (as defined below)tax withholding obligations. Payment shall be made within 30 days after the applicable Vesting Date. (b) All obligations of the Company under this Agreement shall be subject to the rights of the Employer as described in the Plan to withhold amounts required by law to be withheld for any federal taxes, if applicable. The Participant hereby authorizes the Company, or its respective agents, at their discretion, to satisfy any applicable withholding obligations for taxes by one or a combination of the following methods: (including FICA), state, local and other taxes with respect i) withholding shares of Common Stock otherwise issuable to the payment Participant upon settlement of the Stock Units; or (ii) instructing a broker on the Participant’s behalf to sell shares of Common Stock otherwise issuable to the Participant upon settlement of the Stock Units (“Withholding Taxes”). The Participant irrevocably (i) has elected, as of and submit the Date of Grant, to sell shares of Company Stock in an amount having an aggregate Fair Market Value equal to the Withholding Taxes, and to allow the Company’s designated broker (the “Broker”) to remit the cash proceeds of such sale to the Employer Company; or (a “Sell iii) any other method determined by the Company to Cover”be in compliance with applicable law. (c) and (ii) directs the Employer to make a cash payment to satisfy the Withholding Taxes from the cash proceeds of such sale directly to the appropriate taxing authorities. To the extent not withheld in accordance with the Sell to Cover does not cover all Withholding Taxes dueimmediately preceding sentence, the Participant shall be required to pay to the Employer, or make other arrangements satisfactory to the Employer to provide for the payment of, any Withholding Taxes federal, state, local or other taxes that the Employer is required to withhold with respect to the Stock Units. Unless the Committee determines otherwise, share withholding for taxes shall not exceed the Participant’s minimum applicable tax withholding amount. (cd) The obligation of the Company to deliver Company Common Stock following vesting of the Stock Units shall also be subject to all applicable lawsthe condition that if at any time the Board shall determine in its discretion that the listing, rulesregistration or qualification of the shares upon any securities exchange or under any state or federal law, and regulations and such approvals by or the consent or approval of any governmental agencies as may be deemed appropriate by the Committee, including such actions as Company counsel shall deem regulatory body is necessary or appropriate desirable as a condition of, or in connection with, the issuance of shares, the shares may not be issued in whole or in part unless such listing, registration, qualification, consent or approval shall have been effected or obtained free of any conditions not acceptable to comply with relevant securities the Board. The issuance of shares to Participant pursuant to this Agreement is subject to any applicable taxes and other laws and regulationsor regulations of the United States or of any state having jurisdiction thereof.