All Awards under the Plan shall be subject to applicable federal (including FICA), state, and local tax withholding requirements. The Company may require that the Participant or other person receiving or exercising Awards pay to the Company the amount of any federal, state, or local taxes that the Company is required to withhold with respect to such Awards, or the Company may deduct from other wages paid by the Company the amount of any withholding taxes due with respect to such Awards. The Company may require forfeiture of any Award for which the Participant does not timely pay the applicable withholding taxes. If the Board so permits, a Participant may elect to have Shares withheld to satisfy the Company’s tax withholding obligation with respect to Awards paid in Shares, at the time such Awards become subject to employment taxes and tax withholding, as applicable, provided that such withholding does not result in adverse accounting consequences to the Company.