Common use of Withholding and Information Reporting Clause in Contracts

Withholding and Information Reporting. (a) Notwithstanding anything herein or in an Ancillary Agreement to the contrary, (i) IMPCO shall be responsible for any payroll Taxes, withholding Taxes and information reporting arising out of the exercise of an IMPCO Option or a Quantum Option by an IMPCO Optionee, and (ii) Quantum shall be responsible for any payroll Taxes, withholding Taxes and information reporting arising out of the exercise of an IMPCO Option or a Quantum Option by a Quantum Optionee. (b) With respect to any Quantum Option held by an IMPCO Optionee, and with respect to any IMPCO Option held by a Quantum Optionee, (each, a "Crossover Option"), such entity as mutually designated by IMPCO and Quantum shall act as the recordkeeper for the Crossover Options. If the exercise of Crossover Options is made pursuant to a broker-assisted (i) to the issuer of the option, the exercise price; and (ii) to the employer of the option holder, the employee's share of income and payroll taxes. The recordkeeper shall thereafter remit to the option holder (i) the balance of the proceeds from the sale of all shares or (ii) the remaining whole shares and cash for any fractional shares, as applicable.

Withholding and Information Reporting. (a) Notwithstanding anything herein or in an Ancillary Agreement to the contrary, (i) IMPCO shall be responsible for any payroll Taxes, withholding Taxes and information reporting arising out of the exercise of an IMPCO Option or a Quantum Option by an IMPCO Optionee, and (ii) Quantum shall be responsible for any payroll Taxes, withholding Taxes and information reporting arising out of the exercise of an IMPCO Option or a Quantum Option by a Quantum Optionee. (b) With respect to any Quantum Option held by an IMPCO Optionee, and with respect to any IMPCO Option held by a Quantum Optionee, (each, a "Crossover Option"), such entity as mutually designated by IMPCO and Quantum shall act as the recordkeeper for the Crossover Options. If the exercise of Crossover Options is made pursuant to a broker-assistedassisted cashless exercise through the recordkeeper in accordance with the regulations of the Federal Reserve Board, then immediately after such exercise, the recordkeeper shall sell the number of shares necessary to remit the following payments (which may be all the shares): (i) to the issuer of the option, the exercise price; and (ii) to the employer of the option holder, the employee's share of income and payroll taxes. The recordkeeper shall thereafter remit to the option holder (i) the balance of the proceeds from the sale of all shares or (ii) the remaining whole shares and cash for any fractional shares, as applicable. (i) to the issuer of the option, the exercise price; and (ii) to the employer of the option holder, the employee's share of income and payroll taxes. The recordkeeper shall thereafter remit to the option holder (i) the balance of the proceeds from the sale of all shares or (ii) the remaining whole shares and cash for any fractional shares, as applicable.