Taxation of Options. The Participant will not be permitted to accept the Option within 60 days of the Grant Date which will be considered the “offer date” for purposes of the running of the 60-day period. Therefore, the Option will not be subject to Belgian tax until it is exercised by the Participant.
Taxation of Options. (a) The Company does hereby agree that in the event that prior to the sale by a Holder who is an employee of the Company as of the date hereof (the "Employee Holders") of the shares of Common Stock underlying the Replacement Stock Options, any federal or state taxing authority finally determines that the grant of the Replacement Stock Options pursuant to Replacement Stock Option Agreements is a taxable event to the Holders on the date of grant, the Company will lend to the Employee Holders the funds necessary to pay any federal or state income tax liability incurred by such Employee Holder which is attributable solely to such event (after taking into consideration all items of income, loss deduction or credit, including adjustments thereto, of the Employee Holder); provided that the Employee Holder shall repay all such funds, without interest, to the Company within six (6) months of the date of such loan. All such loans shall be evidenced by a promissory note in favor of the Company whereby the Employee Holder shall be personally obligated to repay the loan, secured by a pledge of all of the Common Stock owned by such Employee Holder and the Common Stock issuable upon the exercise of the Replacement Stock Options. As a condition to the making of any such loan to an Employee Holder, such Holder shall be required to execute and deliver to the Company a Promissory Note substantially in the form as Exhibit "B" attached hereto (the "Note"), and a Stock Pledge Agreement, substantially in the form as Exhibit "C" attached hereto, together with an appropriate stock power in favor of the Company, and to deliver all such instruments and certificates for Common Stock owned or held by such Employee Holder to the Company at the time of the loan. In the event of a default on any loan, the Company shall be entitled to exercise the Replacement Stock Options in the name of the Employee Holder and to sell a sufficient number of shares of Common Stock owned by such Employee Holder in order to pay in full the obligations to the Company under the Note and shall have such other rights as described in the Stock Pledge Agreement.
Taxation of Options. The Parties acknowledge that, in respect of any payment made to a holder of Options in exchange for the surrender of Options pursuant to the Plan of Arrangement who is a resident of Canada for the purposes of the Tax Act or who is employed in Canada, the Company shall, to the extent necessary to allow such holder of Options to claim a deduction under paragraph 110(1)(d) of the Tax Act, (a) make an election pursuant to subsection 110(1.1) of the Tax Act, (b) provide evidence in writing of such election to such holders of Options, in the form(s) prescribed in respect of the Tax Act, and (c) not claim a deduction in respect of any such payments in respect of which such an election is made in computing the Company’s taxable income under the Tax Act.
Taxation of Options. Upon the initial grant of stock options (the “Initial Grant”) made to the Director pursuant to the MEP, the Company shall pay to the Director a payment (the “Option Tax Payment”) in an amount equal to the Belgian taxes owed by the Director in connection with the Initial Grant on a gross-up basis. The amount of the Option Tax payment shall be calculated by the Accounting Firm. To the extent that Option Tax Payment can be used by the Director as a foreign tax credit on the Director’s United States tax return at any time, the Director shall promptly pay to the Company the amount of such foreign tax credit.
