The Optionee will pay to the Company any federal, state and local taxes of any kind (including Optionee’s FICA obligation and other related taxes, if any) required by law to be withheld with respect to any taxable event arising as a result of the exercise of the Option. The withholding requirements shall be satisfied by withholding from the shares deliverable upon exercise of the Option a number of shares having a Fair Market Value as of the last trading day preceding the date of exercise equal to the amount required to be withheld for tax purposes.