PAYMENTS AND WITHHOLDING Sample Clauses

PAYMENTS AND WITHHOLDING. The parties agree that payments required to be made hereunder shall be made in accordance with Section 2 and that all payments by the Standby Account Bank under this Agreement shall be made in full without any deduction or withholding (whether in respect of set-off, counterclaim, duties, taxes, charges or otherwise whatsoever) unless the deduction or withholding is required by law, in which event the Standby Account Bank shall: (a) ensure that the deduction or withholding does not exceed the minimum amount legally required; (b) pay to the relevant taxation or other authorities within the period for payment permitted by applicable law the full amount of the deduction or withholding; (c) furnish to the Guarantor and the Bond Trustee within the period for payment permitted by the relevant law, either: (i) an official receipt of the relevant taxation or other authorities involved in respect of all amounts so deducted or withheld; or (ii) if such receipts are not issued by the taxation or other authorities concerned on payment to them of amounts so deducted or withheld, a certificate of deduction or equivalent evidence of the relevant deduction or withholding; and (d) account to the Guarantor in full by credit to the Standby GDA Account for an amount equal to the amount of any rebate, repayment or reimbursement of any deduction or withholding which the Standby Account Bank has made pursuant to this Section 14 and which is subsequently received by the Standby Account Bank and, for greater certainty, the Standby Account Bank will have no obligations to obtain any rebate, repayment or reimbursement of any such deduction or withholding.
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PAYMENTS AND WITHHOLDING. The Parties agree that, if Employee's death precedes the time of certain payments being made hereunder, such payments shall be made to Employee’s estate. All payments hereunder shall be subject to Brookdale's normal practices in complying with applicable withholding requirements, unless Employee provides evidence satisfactory to Brookdale that all applicable requirements can be complied with in a different manner, for example, by Employee's direct payments to the taxing authorities.
PAYMENTS AND WITHHOLDING. (a) The payments and benefits identified in Paragraphs 2(a) and 2(b) will be provided to you beginning on the next regular Company pay day that is at least ten (10) business days after the effective date of this Agreement. (b) All payments made by the Company under this Agreement shall be reduced by any tax or other amounts required to be withheld by the Company under applicable law and all other deductions authorized by you. (c) This Agreement is intended to comply with, or be exempt from, Section 409A of the Internal Revenue Code of 1986, as amended ("Section 409A") and shall be construed and administered in accordance with Section 409A. In the event any aspect of this Agreement is determined to be subject to Section 409A, this Agreement will be interpreted in a manner intended to comply with Section 409A. Notwithstanding anything herein to the contrary, (i) if on the Separation Date you are a “specified employee" as defined in Section 409A of the Code (and any related regulations or other pronouncements thereunder) and the deferral of the commencement of any payments or benefits otherwise payable hereunder as a result of such termination of employment is necessary in order to prevent any accelerated or additional tax under Section 409A of the Code, then the Company will defer the commencement of the payment of any such payments or benefits hereunder (without any reduction in such payments or benefits ultimately paid or provided to you) until the date that is six months following your termination of employment with the Company (or the earliest date as is permitted under Section 409A of the Code), and (ii) if any other payments of money or other benefits due to you hereunder could cause the application of an accelerated or additional tax under Section 409A of the Code, such payments or other benefits shall be deferred if deferral will make such payment or other benefits compliant under Section 409A of the Code, or otherwise such payment or other benefits shall be restructured, to the extent possible, in a manner, determined by the Company, that does not cause such an accelerated or additional tax.
PAYMENTS AND WITHHOLDING. 5.2.1 Payments of all compensation to Executive hereunder shall be made in accordance with the relevant Company policies in effect from time to time, including normal payroll practices. 5.2.2 All sums payable to Executive under this Agreement will be reduced by all federal, provincial local, and other withholdings and similar taxes and payments required by applicable law.
PAYMENTS AND WITHHOLDING. All payments hereunder shall be made free and clear of and without withholding or deduction for or on account of any present or future taxes, duties, assessments, fees or other governmental charges of whatever nature (and any fines, penalties or interest related thereto) imposed or levied by or on behalf of any Governmental Authority having power to tax, unless such withholding or deduction is required by Law. In that event, the party making the payment under this Agreement (the “Payor”) will pay to the Party entitled to receive such payment under this Agreement (the “Payee”) such additional amounts as may be necessary in order that every net payment made by the Payor to the Payee after deduction or withholding for or on account of any present or future tax, penalty, fine, duty, assessment or other governmental charge imposed upon or as a result of such payment by any Governmental Authority will not be less than the amount then due and payable by the Payor to the Payee under this Agreement.
PAYMENTS AND WITHHOLDING. In accordance with Section 10 of the Restricted Share Agreement, Employee shall pay Parent promptly upon request, and in any event at the time he recognizes taxable income in respect to the restricted shares which vest pursuant to this Agreement or the Final Separation Agreement, an amount equal to the taxes Parent determines it is required to withhold. Employee shall make such payment in cash.
PAYMENTS AND WITHHOLDING. Parent shall be entitled to require a cash payment by or on behalf of Employee, and/or to deduct from the shares otherwise issuable to Employee hereunder upon vesting of the Restricted Shares, any sums required by federal, state or local tax law to be withheld or to satisfy any applicable payroll deductions with respect to the vesting and delivery of the Restricted Shares.
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PAYMENTS AND WITHHOLDING. The Company agrees that all payments made pursuant to Section 2 subparagraphs 2.a. Separation Payments, 2.c. Retention Bonus, 2.e. Life Insurance, 2.f. Savings Plan, 2.g. Company Car, 2.h. Club Dues, and 2.i. Financial Planning Assistance will be paid in a single lump sum payment of one million six hundred ninety-one thousand three hundred seventy nine dollars ($1,691,379) via direct deposit on or before January 19, 2007. The Company shall deduct from any payments to be made by it to or on behalf of Xx. Xxxxxxxx under this Transition Agreement any amounts required to be withheld in respect of any federal, state or local income or other taxes.
PAYMENTS AND WITHHOLDING. The parties agree that payments required to be made hereunder will be made in accordance with Article 2 of the Bank Account Agreement and that Section 4.1 and Article 12 of the Bank Account Agreement will, to the extent that it relates to the GDA Account, be incorporated in and will apply to, mutatis mutandis, this Agreement (and for this purpose references to any “Account Bank” will be deemed to be replaced by the “GDA Provider”) such that all payments to be made by the GDA Provider hereunder will be made upon the terms and subject to the same conditions as are set out in Section 4.1 and Article 12 of the Bank Account Agreement.
PAYMENTS AND WITHHOLDING 
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