When an event occurs in connection with the Awards (e.g., vesting) that the Company determines results in any federal, state, local or foreign tax withholding obligations, (“tax withholding obligations”), to the extent permitted by [Section 409A] and applicable law, the Company may retain without notice from Shares issuable under the Awards or from salary or other amounts payable to you, whole Shares or cash having a value sufficient to satisfy your tax withholding obligations, as set forth in the Plan; provided that such tax withholding obligations shall be satisfied by: first, retaining Shares issuable under the Awards; second, to the extent such Shares are insufficient, retaining any cash payable under the Awards; and third, to the extent the foregoing amounts are insufficient, retaining salary or other amounts payable to you.

When an event occurs in connection with the Awards (e.g., vesting) that the Company determines results in any federal, state, local, or foreign tax withholding obligations, (“tax withholding obligations”), to the extent permitted by [Section 409A] and applicable law, the Company may retain without notice from Shares issuable under the Awards or from salary or other amounts payable to you, whole Shares or cash having a value sufficient to satisfy your tax withholding obligations, as set forth in the Plan; provided that such tax withholding obligations shall be satisfied by: first, retaining Shares issuable under the Awards; second, to the extent such Shares are insufficient, retaining any cash payable under the Awards; and third, to the extent the foregoing amounts are insufficient, retaining salary or other amounts payable to you.

When an event occurs in connection with the Awards (e.g., vesting) that the Company determines results in any federal, state, local or foreign tax withholding obligations, (“tax withholding obligations”), to the extent permitted by [Section 409A] and applicable law, the Company may retain without notice from Shares issuable under the Awards or from salary or other amounts payable to you, whole Shares or cash having a value sufficient to satisfy your tax withholding obligations, as set forth in the Plan; provided that such tax withholding obligations shall be satisfied by: first, retaining Shares issuable under the Awards; second, to the extent such Shares are insufficient, retaining any cash payable under the Awards; and third, to the extent the foregoing amounts are insufficient, retaining salary or other amounts payable to you.

When an event occurs in connection with the Awards (e.g., vesting) that the Company determines results in any federal, state, local, or foreign tax withholding obligations, ( “tax withholding obligations”), to the extent permitted by [Section 409A] and applicable law, the Company may retain without notice from Shares issuable under the Awards or from salary or other amounts payable to you, whole Shares or cash having a value sufficient to satisfy your tax withholding obligations, as set forth in the Plan.

When an event occurs in connection with the Awards (e.g., vesting) that the Company determines results in any domestic or foreign tax withholding obligation, whether national, federal, state or local, including any social tax obligation (a “Tax Withholding Obligation”), to the extent required by law, and to the extent permitted by [Section 409A], the Company may retain without notice from Shares issuable under the Awards or from salary or other amounts payable to you, whole Shares or cash having a value sufficient to satisfy your Tax Withholding Obligation.

Tax Withholding. As a condition to the release of Shares upon vesting and lapse of restrictions on transfer, the Participant shall, not later than the date on which the Award becomes a taxable event for federal income tax purposes, pay to the Company any federal, state and local taxes required by law to be withheld on account of such taxable event. Notwithstanding anything in this Agreement to the contrary, the tax-withholding obligation shall be satisfied by the Company’s retention from the Participant of such number of Shares having an aggregate Fair Market Value equal to the amount of tax required to be withheld by law, rounded down to the nearest whole number, and the Participant’s payment of the remainder of the tax withholding obligation in cash or by certified or bank check.

Tax Withholding. As set forth in [Section 11.2] of the Plan, the Company shall have the authority and the right to deduct or withhold, or to require the Participant to remit to the Company, an amount sufficient to satisfy all applicable federal, state and local taxes required by law to be withheld with respect to any taxable event arising in connection with the Award. The Company shall not be obligated to transfer Shares held in escrow to the Participant or the Participant’s legal representative until the Participant or the Participant’s legal representative shall have paid or otherwise satisfied in full the amount of all federal, state and local taxes applicable to the taxable income of the Participant resulting from the grant or vesting of the Award or the issuance of Shares.