Restricted Stock Clause Example with 180 Variations from Business Contracts

This page contains Restricted Stock clauses in business contracts and legal agreements. An example clause is provided at the top of the page, followed by clauses with minor variations. You can view the text differences by selecting the "Show Differences" option.
Restricted Stock. (a) Grant of Restricted Stock. Subject to the terms and provisions of the Plan, the Administrator, at any time and from time to time, may grant Shares of Restricted Stock to Service Providers in such amounts as the Administrator, in its sole discretion, will determine. (b) Restricted Stock Agreement. Each Award of Restricted Stock will be evidenced by an Award Agreement that will specify the Period of Restriction, the number of Shares granted, and such other terms and conditions as the Administr...ator, in its sole discretion, will determine. Unless the Administrator determines otherwise, the Company as escrow agent will hold Shares of Restricted Stock until the restrictions on such Shares have lapsed. (c) Transferability. Except as provided in this Section 7 or the Award Agreement, Shares of Restricted Stock may not be sold, transferred, pledged, assigned, or otherwise alienated or hypothecated until the end of the applicable Period of Restriction. (d) Other Restrictions. The Administrator, in its sole discretion, may impose such other restrictions on Shares of Restricted Stock as it may deem advisable or appropriate. (e) Removal of Restrictions. Except as otherwise provided in this Section 7, Shares of Restricted Stock covered by each Restricted Stock grant made under the Plan will be released from escrow as soon as practicable after the last day of the Period of Restriction or at such other time as the Administrator may determine. The Administrator, in its discretion, may accelerate the time at which any restrictions will lapse or be removed. (f) Voting Rights. During the Period of Restriction, Service Providers holding Shares of Restricted Stock granted hereunder may exercise full voting rights with respect to those Shares, unless the Administrator determines otherwise. (g) Dividends and Other Distributions. During the Period of Restriction, Service Providers holding Shares of Restricted Stock will be entitled to receive all dividends and other distributions paid with respect to such Shares, unless the Administrator provides otherwise. If any such dividends or distributions are paid in Shares, the Shares will be subject to the same restrictions on transferability and forfeitability as the Shares of Restricted Stock with respect to which they were paid. (h) Return of Restricted Stock to Company. On the date set forth in the Award Agreement, the Restricted Stock for which restrictions have not lapsed will revert to the Company and again will become available for grant under the Plan. View More Arrow

Variations of a "Restricted Stock" Clause from Business Contracts

Restricted Stock. (a) Grant Rights to Purchase. Restricted Stock may be issued either alone, in addition to, or in tandem with other awards granted under the Plan and/or cash awards made outside of the Plan. After the Administrator determines that it shall offer Restricted Stock. Subject Stock under the Plan, it shall advise the offeree in writing or electronically of the terms, conditions and restrictions related to the terms and provisions of the Plan, the Administrator, at any time and from time to time, may g...rant Shares of Restricted Stock to Service Providers in such amounts as the Administrator, in its sole discretion, will determine. (b) Restricted Stock Agreement. Each Award of Restricted Stock will be evidenced by an Award Agreement that will specify the Period of Restriction, offer, including the number of Shares granted, that such person shall be entitled to purchase, the price to be paid (if any), and the time within which such other terms and conditions as the Administrator, in its sole discretion, will determine. person must accept such offer. (b) Repurchase Option. Unless the Administrator determines otherwise, the Company as escrow agent will hold Shares of Restricted Stock until Purchase Agreement shall grant the restrictions on such Company a repurchase option exercisable within ninety (90) days of the voluntary or involuntary termination of the purchaser's service with the Company for any reason (including death or Disability). Unless the Administrator provides otherwise, the purchase price for Shares have lapsed. (c) Transferability. Except as provided in this Section 7 or repurchased pursuant to the Award Agreement, Shares of Restricted Stock Purchase Agreement shall be the original price paid by the purchaser and may not be sold, transferred, pledged, assigned, or otherwise alienated or hypothecated until the end paid by cancellation of any indebtedness of the applicable Period of Restriction. (d) Other Restrictions. purchaser to the Company. The Administrator, in its sole discretion, may impose such other restrictions on Shares of Restricted Stock as it may deem advisable or appropriate. (e) Removal of Restrictions. Except as otherwise provided in this Section 7, Shares of Restricted Stock covered by each Restricted Stock grant made under the Plan will be released from escrow as soon as practicable after the last day of the Period of Restriction or repurchase option shall lapse at such other time rate as the Administrator may determine. (c) Other Provisions. The Administrator, Restricted Stock Purchase Agreement shall contain such other terms, provisions and conditions not inconsistent with the Plan as may be determined by the Administrator in its discretion, may accelerate the time at which any restrictions will lapse or be removed. (f) Voting Rights. During the Period of Restriction, Service Providers holding Shares of Restricted Stock granted hereunder may exercise full voting rights with respect to those Shares, unless the Administrator determines otherwise. (g) Dividends and Other Distributions. During the Period of Restriction, Service Providers holding Shares of Restricted Stock will be entitled to receive all dividends and other distributions paid with respect to such Shares, unless the Administrator provides otherwise. If any such dividends or distributions are paid in Shares, the Shares will be subject to the same restrictions on transferability and forfeitability sole discretion. (d) Rights as the Shares of Restricted Stock with respect to which they were paid. (h) Return of Restricted Stock to Company. On the date set forth in the Award Agreement, a Stockholder. Once the Restricted Stock is issued, the purchaser shall have rights equivalent to those of a stockholder and shall be a stockholder when his or her purchase is entered upon the records of the duly authorized transfer agent of the Company. No adjustment shall be made for a dividend or other right for which restrictions have not lapsed will revert the record date is prior to the Company and again will become available for grant under date the Restricted Stock is issued, except as provided in Section 11 of the Plan. View More Arrow
Restricted Stock. (a) Grant Rights to Purchase. Restricted Stock may be issued either alone, in addition to, or in tandem with other awards granted under the Plan and/or cash awards made outside of the Plan. After the Administrator determines that it shall offer Restricted Stock. Subject Stock under the Plan, it shall advise the offeree in writing or electronically of the terms, conditions and restrictions related to the terms and provisions of the Plan, the Administrator, at any time and from time to time, may g...rant Shares of Restricted Stock to Service Providers in such amounts as the Administrator, in its sole discretion, will determine. (b) Restricted Stock Agreement. Each Award of Restricted Stock will be evidenced by an Award Agreement that will specify the Period of Restriction, offer, including the number of Shares granted, that such person shall be entitled to purchase, the price to be paid (if any), and the time within which such other terms and conditions as the Administrator, in its sole discretion, will determine. person must accept such offer. 6 (b) Repurchase Option. Unless the Administrator determines otherwise, the Company as escrow agent will hold Shares of Restricted Stock until Purchase Agreement shall grant the restrictions on such Company a repurchase option exercisable within ninety (90) days of the voluntary or involuntary termination of the purchaser's service with the Company for any reason (including death or Disability). Unless the Administrator provides otherwise, the purchase price for Shares have lapsed. (c) Transferability. Except as provided in this Section 7 or repurchased pursuant to the Award Agreement, Shares of Restricted Stock Purchase Agreement shall be the original price paid by the purchaser and may not be sold, transferred, pledged, assigned, or otherwise alienated or hypothecated until the end paid by cancellation of any indebtedness of the applicable Period of Restriction. (d) Other Restrictions. purchaser to the Company. The Administrator, in its sole discretion, may impose such other restrictions on Shares of Restricted Stock as it may deem advisable or appropriate. (e) Removal of Restrictions. Except as otherwise provided in this Section 7, Shares of Restricted Stock covered by each Restricted Stock grant made under the Plan will be released from escrow as soon as practicable after the last day of the Period of Restriction or repurchase option shall lapse at such other time rate as the Administrator may determine. (c) Other Provisions. The Administrator, Restricted Stock Purchase Agreement shall contain such other terms, provisions and conditions not inconsistent with the Plan as may be determined by the Administrator in its discretion, may accelerate the time at which any restrictions will lapse or be removed. (f) Voting Rights. During the Period of Restriction, Service Providers holding Shares of Restricted Stock granted hereunder may exercise full voting rights with respect to those Shares, unless the Administrator determines otherwise. (g) Dividends and Other Distributions. During the Period of Restriction, Service Providers holding Shares of Restricted Stock will be entitled to receive all dividends and other distributions paid with respect to such Shares, unless the Administrator provides otherwise. If any such dividends or distributions are paid in Shares, the Shares will be subject to the same restrictions on transferability and forfeitability sole discretion. (d) Rights as the Shares of Restricted Stock with respect to which they were paid. (h) Return of Restricted Stock to Company. On the date set forth in the Award Agreement, a Stockholder. Once the Restricted Stock is exercised, the purchaser shall have rights equivalent to those of a stockholder and shall be a stockholder when his or her purchase is entered upon the records of the duly authorized transfer agent of the Company. No adjustment shall be made for a dividend or other right for which restrictions have not lapsed will revert the record date is prior to the Company and again will become available for grant under date the Restricted Stock is exercised, except as provided in Section 11 of the Plan. View More Arrow
Restricted Stock. (a) Grant Rights to Purchase. Restricted Stock may be issued either alone, in addition to, or in tandem with other awards granted under the Plan and/or cash awards made outside of the Plan. After the Administrator determines that it shall offer Restricted Stock. Subject Stock under the Plan, it shall advise the offeree in writing or electronically of the terms, conditions and restrictions related to the terms and provisions of the Plan, the Administrator, at any time and from time to time, may g...rant Shares of Restricted Stock to Service Providers in such amounts as the Administrator, in its sole discretion, will determine. (b) Restricted Stock Agreement. Each Award of Restricted Stock will be evidenced by an Award Agreement that will specify the Period of Restriction, offer, including the number of Shares granted, that such person shall be entitled to purchase, the price to be paid (if any), and the time within which such other terms and conditions as the Administrator, in its sole discretion, will determine. person must accept such offer. (b) Repurchase Option. Unless the Administrator determines otherwise, the Company as escrow agent will hold Shares of Restricted Stock until Purchase Agreement shall grant the restrictions on Company a repurchase option according to terms as the Administrator determines.(c) Terms. The term of each Restricted Stock award shall be stated in the Restricted Stock Purchase Agreement; provided, however, that the term shall be no more than ten (10) years from the date of grant thereof. (d) Other Provisions. The Restricted Stock Purchase Agreement shall contain such Shares other terms, provisions and conditions not inconsistent with the Plan as may be determined by the Administrator in its sole discretion. (e) Rights as a Stockholder. Once the Restricted Stock award is purchased or otherwise issued, the purchaser shall have lapsed. (c) Transferability. Except rights equivalent to those of a stockholder and shall be a -8- stockholder when his or her purchase is entered upon the records of the duly authorized transfer agent of the Company. No adjustment shall be made for a dividend or other right for which the record date is prior to the date the Restricted Stock is purchased or otherwise issued, except as provided in this Section 7 or the Award Agreement, Shares of Restricted Stock may not be sold, transferred, pledged, assigned, or otherwise alienated or hypothecated until the end 15 of the applicable Period Plan.12. Tax Withholding. Prior to the delivery of Restriction. (d) Other Restrictions. any Shares pursuant to an Award (or exercise thereof), the Company will have the power and the right to deduct or withhold, or require an Optionee to remit to the Company, an amount sufficient to satisfy federal, state, local, foreign or other taxes (including the Optionee's FICA obligation) required to be withheld with respect to such Award (or exercise thereof). The Administrator, in its sole discretion, may impose discretion and pursuant to such other restrictions on Shares of Restricted Stock procedures as it may deem advisable specify from time to time, will determine in what manner it will allow an Optionee to satisfy such tax withholding obligation, in whole or appropriate. (e) Removal in part by (without limitation) (i) paying cash, (ii) electing to have the Company withhold otherwise deliverable Shares having a Fair Market Value equal to the minimum statutory amount required to be withheld, (iii) delivering to the Company already-owned Shares having a Fair Market Value equal to the statutory amount required to be withheld, provided the delivery of Restrictions. Except such Shares will not result in any adverse accounting consequences, as the Administrator determines in its sole discretion, or (iv) selling a sufficient number of Shares otherwise provided in this Section 7, Shares of Restricted Stock covered by each Restricted Stock grant made under deliverable to the Plan will be released from escrow as soon as practicable after the last day of the Period of Restriction or at Optionee through such other time means as the Administrator may determine. The Administrator, determine in its discretion, sole discretion (whether through a broker or otherwise) equal to the amount required to be withheld. The amount of the withholding requirement will be deemed to include any amount which the Administrator agrees may accelerate be withheld at the time at which any restrictions will lapse the election is made, not to exceed the amount determined by using the maximum federal, state or be removed. (f) Voting Rights. During local marginal income tax rates applicable to the Period of Restriction, Service Providers holding Shares of Restricted Stock granted hereunder may exercise full voting rights Optionee with respect to those Shares, unless the Administrator determines otherwise. (g) Dividends and Other Distributions. During Award on the Period date that the amount of Restriction, Service Providers holding tax to be withheld is to be determined. The Fair Market Value of the Shares of Restricted Stock to be withheld or delivered will be entitled determined as of the date that the taxes are required to receive all dividends be withheld.13. Limited Transferability of Awards. Unless determined otherwise by the Administrator, Awards may not be sold, pledged, assigned, hypothecated, transferred, or disposed of in any manner, including by entering into any short position, any "put equivalent position" or any "call equivalent position" (as defined in Section 16a-1(h) and other distributions paid Section 16a-1(b) of the Exchange Act, respectively) with respect to such Shares, unless securities, other than by will or by the laws of descent and distribution, and may be exercised, during the lifetime of the Optionee, only by the Optionee. If the Administrator provides otherwise. If any makes an Award transferable, such dividends Award may only be transferred (i) by will, (ii) by the laws of descent and distribution, or distributions are paid in Shares, (iii) as permitted by Rule 701 of the Shares will be subject to the same restrictions on transferability and forfeitability as the Shares of Restricted Stock with respect to which they were paid. (h) Return of Restricted Stock to Company. On the date set forth in the Award Agreement, the Restricted Stock for which restrictions have not lapsed will revert to the Company and again will become available for grant under the Plan. Securities Act. View More Arrow
Restricted Stock. (a) Grant of Restricted Stock. Subject to the terms and provisions of the Plan, the Administrator, at any time and from time to time, may grant Committee shall determine the number of Shares of Restricted Stock to Service Providers in such amounts as be granted to each Participant, the Administrator, in its sole discretion, will determine. (b) duration of the period during which, and the conditions, if any, under which, the Restricted Stock Agreement. Each Award of Restricted Stock will may be e...videnced by an Award Agreement that will specify forfeited to the Period of Restriction, Company, and the number of Shares granted, and such other terms and conditions as the Administrator, in its sole discretion, will determine. Unless the Administrator determines otherwise, the Company as escrow agent will hold Shares of Restricted Stock until the restrictions on such Shares have lapsed. (c) Transferability. Except as provided in this Section 7 or the Award Agreement, Awards. (b)Transfer Restrictions. Shares of Restricted Stock may not be sold, assigned, transferred, pledged, assigned, pledged or otherwise alienated encumbered, except as provided in the Plan or hypothecated until the end of the applicable Period Award agreement. Certificates issued in respect of Restriction. (d) Other Restrictions. The Administrator, in its sole discretion, may impose such other restrictions on Shares of Restricted Stock as it may deem advisable shall be registered in the name of the Participant and deposited by such Participant, together with a stock power endorsed in blank, with the Company. After the lapse of the restrictions applicable to such Shares of Restricted Stock, the Company shall deliver such certificates to the Participant or appropriate. (e) Removal of Restrictions. Except as otherwise provided in this Section 7, the Participant's legal representative. (c)Dividends. Dividends paid on any Shares of Restricted Stock covered may be paid directly to the Participant, withheld by each Restricted Stock grant made under the Plan will be released from escrow as soon as practicable after the last day Company subject to vesting of the Period Restricted Shares pursuant to the terms of Restriction the applicable Award agreement, or at such other time may be reinvested in additional Shares of Restricted Stock, as determined by the Administrator may determine. The Administrator, Committee in its discretion, may accelerate sole discretion. (d)Performance-Based Grants. Notwithstanding anything to the time at which any restrictions will lapse or be removed. (f) Voting Rights. During the Period of Restriction, Service Providers holding contrary herein, certain Shares of Restricted Stock granted hereunder may exercise full voting rights under this Section 8 may, at the discretion of the Committee, be granted in a manner which is deductible by the Company under Section 162(m) of the Code (or any successor section thereto). The restrictions applicable to a such Restricted Stock shall lapse based wholly or partially on the attainment of written performance goals approved by the Committee for a performance period established by the Committee (i) while the outcome for that performance period is substantially uncertain and (ii) by the earlier of (A) 90 days after the commencement of the performance period to which the performance goal relates or (B) the number of days which is equal to 25 percent of the relevant performance period. The performance goals, which must be objective, shall be based upon one or more of the criteria set forth in Section 9(b) below. The Committee shall determine in its discretion whether, with respect to those Shares, unless a performance period, the Administrator determines otherwise. (g) Dividends and Other Distributions. During the Period of Restriction, Service Providers holding Shares of Restricted Stock will be entitled to receive all dividends and other distributions paid applicable performance goals have been met with respect to such Shares, unless the Administrator provides otherwise. If any such dividends or distributions are paid in Shares, the Shares will be subject to the same restrictions on transferability and forfeitability as the Shares of Restricted Stock with respect to which a given Participant and, if they were paid. (h) Return of Restricted Stock to Company. On the date set forth in the Award Agreement, the Restricted Stock for which restrictions have not lapsed will revert to the Company and again will become available for grant under the Plan. have, shall so certify. View More Arrow
Restricted Stock. -8- (a) Grant Rights to Purchase. Restricted Stock may be issued either alone, in addition to, or in tandem with other awards granted under the Plan and/or cash awards made outside of the Plan. After the Administrator determines that it shall offer Restricted Stock. Subject Stock under the Plan, it shall advise the offeree in writing or electronically of the terms, conditions and restrictions related to the terms and provisions of the Plan, the Administrator, at any time and from time to time, m...ay grant Shares of Restricted Stock to Service Providers in such amounts as the Administrator, in its sole discretion, will determine. (b) Restricted Stock Agreement. Each Award of Restricted Stock will be evidenced by an Award Agreement that will specify the Period of Restriction, offer, including the number of Shares granted, that such person shall be entitled to purchase, the price to be paid (if any), and the time within which such other terms and conditions as the Administrator, in its sole discretion, will determine. person must accept such offer. (b) Repurchase Option. Unless the Administrator determines otherwise, the Company as escrow agent will hold Shares of Restricted Stock until Purchase Agreement shall grant the restrictions on Company a repurchase option according to terms as the Administrator determines. (c) Terms. The term of each Restricted Stock award shall be stated in the Restricted Stock Purchase Agreement; provided, however, that the term shall be no more than ten (10) years from the date of grant thereof. (d) Other Provisions. The Restricted Stock Purchase Agreement shall contain such Shares other terms, provisions and conditions not inconsistent with the Plan as may be determined by the Administrator in its sole discretion. (e) Rights as a Shareholder. Once the Restricted Stock award is purchased or otherwise issued, the purchaser shall have lapsed. (c) Transferability. Except rights equivalent to those of a shareholder and shall be a shareholder when his or her purchase is entered upon the records of the duly authorized transfer agent of the Company. No adjustment shall be made for a dividend or other right for which the record date is prior to the date the Restricted Stock is purchased or otherwise issued, except as provided in this Section 7 or the Award Agreement, Shares of Restricted Stock may not be sold, transferred, pledged, assigned, or otherwise alienated or hypothecated until the end 11 of the applicable Period of Restriction. (d) Other Restrictions. The Administrator, in its sole discretion, may impose such other restrictions on Shares of Restricted Stock as it may deem advisable or appropriate. (e) Removal of Restrictions. Except as otherwise provided in this Section 7, Shares of Restricted Stock covered by each Restricted Stock grant made under the Plan will be released from escrow as soon as practicable after the last day of the Period of Restriction or at such other time as the Administrator may determine. The Administrator, in its discretion, may accelerate the time at which any restrictions will lapse or be removed. (f) Voting Rights. During the Period of Restriction, Service Providers holding Shares of Restricted Stock granted hereunder may exercise full voting rights with respect to those Shares, unless the Administrator determines otherwise. (g) Dividends and Other Distributions. During the Period of Restriction, Service Providers holding Shares of Restricted Stock will be entitled to receive all dividends and other distributions paid with respect to such Shares, unless the Administrator provides otherwise. If any such dividends or distributions are paid in Shares, the Shares will be subject to the same restrictions on transferability and forfeitability as the Shares of Restricted Stock with respect to which they were paid. (h) Return of Restricted Stock to Company. On the date set forth in the Award Agreement, the Restricted Stock for which restrictions have not lapsed will revert to the Company and again will become available for grant under the Plan. View More Arrow
Restricted Stock. (a) Grant of Rights to Purchase. When a right to purchase or receive Restricted Stock. Subject to the terms and provisions of Stock is granted under the Plan, the Administrator, at any time Company shall advise the recipient in writing of the terms, conditions and from time restrictions related to time, may grant Shares of Restricted Stock to Service Providers in such amounts as the Administrator, in its sole discretion, will determine. (b) Restricted Stock Agreement. Each Award of Restricted St...ock will be evidenced by an Award Agreement that will specify the Period of Restriction, offer, including the number of Shares granted, that such person shall be entitled to purchase, the price to be paid, if any (which shall be as determined by the Administrator, subject to Applicable Laws, including any applicable securities laws), and the time within which such person must accept such offer. The permissible consideration for Restricted Stock shall be determined by the Administrator and shall be the same as is set forth in Section 7(b)(ii) above with respect to exercise of Options. The offer to purchase Shares shall be accepted by execution of an Award Agreement in the form determined by the Administrator. (b) Other Provisions. The Award Agreement shall contain such other terms terms, provisions and conditions not inconsistent with the Plan as may be determined by the Administrator, Administrator in its sole discretion, will determine. Unless discretion. In addition, the Administrator determines otherwise, provisions of Award Agreements need not be the Company same with respect to each Participant. (c) Rights as escrow agent will hold Shares a Holder of Capital Stock. Once the Restricted Stock until is purchased (or if the restrictions on such Restricted Stock has no purchase price, once the Restricted Stock is granted), the Participant shall have the rights equivalent to those of a holder of capital stock, and shall be a record holder when his or her purchase and the issuance of the Shares have lapsed. (c) Transferability. Except is entered upon the records of the duly authorized transfer agent of the Company. No adjustment will be made for a dividend or other right for which the record date is prior to the date the Restricted Stock is purchased, except as provided in this Section 7 or the Award Agreement, Shares of Restricted Stock may not be sold, transferred, pledged, assigned, or otherwise alienated or hypothecated until the end of the applicable Period of Restriction. (d) Other Restrictions. The Administrator, in its sole discretion, may impose such other restrictions on Shares of Restricted Stock as it may deem advisable or appropriate. (e) Removal of Restrictions. Except as otherwise provided in this Section 7, Shares of Restricted Stock covered by each Restricted Stock grant made under the Plan will be released from escrow as soon as practicable after the last day of the Period of Restriction or at such other time as the Administrator may determine. The Administrator, in its discretion, may accelerate the time at which any restrictions will lapse or be removed. (f) Voting Rights. During the Period of Restriction, Service Providers holding Shares of Restricted Stock granted hereunder may exercise full voting rights with respect to those Shares, unless the Administrator determines otherwise. (g) Dividends and Other Distributions. During the Period of Restriction, Service Providers holding Shares of Restricted Stock will be entitled to receive all dividends and other distributions paid with respect to such Shares, unless the Administrator provides otherwise. If any such dividends or distributions are paid in Shares, the Shares will be subject to the same restrictions on transferability and forfeitability as the Shares of Restricted Stock with respect to which they were paid. (h) Return of Restricted Stock to Company. On the date set forth in the Award Agreement, the Restricted Stock for which restrictions have not lapsed will revert to the Company and again will become available for grant under the Plan. 11 below. View More Arrow
Restricted Stock. (a) Grant of Restricted Stock. Subject to the terms and provisions of the Plan, the Administrator, The Committee may at any time and from time to time, may time grant Shares of Restricted Stock restricted stock under this Plan to Service Providers such participants and in such amounts as the Administrator, in its sole discretion, will determine. (b) Restricted Stock Agreement. it determines. Each Award grant of Restricted Stock will be evidenced by an Award Agreement that will restricted stock s...hall specify the Period applicable restrictions on such Shares, the duration of Restriction, such restrictions, and the time or times at which such restrictions shall lapse with respect to all or a specified number of Shares granted, and such other terms and conditions as the Administrator, in its sole discretion, will determine. Unless the Administrator determines otherwise, the Company as escrow agent will hold Shares of Restricted Stock until the restrictions on such Shares have lapsed. (c) Transferability. Except as provided in this Section 7 or the Award Agreement, Shares of Restricted Stock may not be sold, transferred, pledged, assigned, or otherwise alienated or hypothecated until the end that are part of the applicable Period of Restriction. (d) Other Restrictions. The Administrator, in its sole discretion, may impose such other restrictions on Shares of Restricted Stock as it may deem advisable or appropriate. (e) Removal of Restrictions. grant. Except as otherwise provided in this Section 7, by the Committee, the participant will be required to pay the Company the aggregate par value of any Shares of Restricted Stock covered restricted stock (or such larger amount as the Board may determine to constitute capital under General and Business Corporation Law of the State of Missouri, as amended, or any successor thereto) within ten days of the Grant Date, unless such Shares of restricted stock are treasury shares. Unless otherwise determined by each Restricted Stock grant made the Committee, certificates representing Shares of restricted stock granted under the this Plan will be released from held in escrow by the Company on the participant's behalf during any period of restriction thereon and will bear an appropriate legend specifying the applicable restrictions thereon, and the participant will be required to execute a blank stock power therefor. Except as soon as practicable after otherwise provided by the last day Committee, during such period of restriction the participant shall have all of the Period rights of Restriction or at such other time as a holder of Common Stock, including but not limited to the Administrator may determine. The Administrator, in its discretion, may accelerate the time at which any restrictions will lapse or be removed. (f) Voting Rights. During the Period of Restriction, Service Providers holding Shares of Restricted Stock granted hereunder may exercise full voting rights with respect to those Shares, unless the Administrator determines otherwise. (g) Dividends and Other Distributions. During the Period of Restriction, Service Providers holding Shares of Restricted Stock will be entitled to receive all dividends and to vote, and any stock or other distributions paid securities received as a distribution with respect to such Shares, unless the Administrator provides otherwise. If any such dividends or distributions are paid in Shares, the Shares will participant's restricted stock shall be subject to the same restrictions as then in effect for the restricted stock, provided that any dividends and distributions that would otherwise be payable shall accrue and be payable only if and when such stock ceases to be subject to restrictions. Unless otherwise determined by the Committee, immediately prior to a Change in Control during any period of restriction, all restrictions on transferability and forfeitability Shares granted to such participant shall lapse. At such time as a participant ceases to be, or in the event a participant does not become, a director, officer or employee of, or otherwise performing services for, the Company or its Subsidiaries for any reason, unless otherwise determined by the Committee, all Shares of Restricted Stock with respect restricted stock granted to such participant on which they were paid. (h) Return of Restricted Stock to Company. On the date set forth in the Award Agreement, the Restricted Stock for which restrictions have not lapsed will revert shall be immediately forfeited to the Company. In any one calendar year, the Committee shall not grant to any one participant Restricted Stock in excess of 200,000 Shares, as such number may be adjusted pursuant to Section 14 below. 11 9. Withholding Taxes. (a) Participant Election. Unless otherwise determined by the Committee, a participant may elect to deliver shares of Common Stock (or have the Company withhold shares acquired upon exercise of an option or SAR or deliverable upon grant or vesting of restricted stock, as the case may be) to satisfy, in whole or in part, the amount the Company is required to withhold for federal, state or local taxes in connection with the exercise of an option or SAR or the delivery of restricted stock upon grant or vesting, as the case may be. Such election must be made on or before the date the amount of tax to be withheld is determined. Once made, the election shall be irrevocable. The fair market value of the shares to be withheld or delivered will be the Fair Market Value as of the date the amount of tax to be withheld is determined. In the event a participant elects to deliver or have the Company withhold shares of Common Stock pursuant to this Section 9(a), such delivery or withholding must be made subject to the conditions and again will become available pursuant to the procedures set forth in Section 6(b) with respect to the delivery or withholding of Common Stock in payment of the exercise price of options. If no such election to withhold taxes is made from applicable Common Stock as set forth above, it shall be the participant's obligation to have such monies paid or withheld by tendering a cash payment of such amounts instead. (b) Company Requirement. The Company may require, as a condition to any grant or exercise under this Plan or to the delivery of certificates for Shares issued hereunder, that the grantee make provision for the payment to the Company, either pursuant to Section 9(a) or this Section 9(b), of federal, state or local taxes of any kind required by law to be withheld with respect to any grant or delivery of Shares. The Company, to the extent permitted or required by law, shall have the right to deduct from any payment of any kind (including salary or bonus) otherwise due to a grantee, an amount equal to any federal, state or local taxes of any kind required by law to be withheld with respect to any grant or delivery of Shares under the this Plan. View More Arrow
Restricted Stock. (a) Grant of Restricted Stock. Subject to the terms and provisions of the Plan, the Administrator, at any time and from time to time, may grant Shares of General. Restricted Stock may be granted to Service Providers Eligible Persons in such amounts as the Administrator, in its sole discretion, will determine. (b) Restricted Stock Agreement. Each Award of Restricted Stock will be evidenced by an Award Agreement that will specify the Period of Restriction, the number of Shares granted, form and ha...ving such other terms and conditions as the Administrator, in its sole discretion, will determine. Unless the Administrator determines otherwise, the Company as escrow agent will hold Shares Committee shall deem appropriate. The provisions of separate Awards of Restricted Stock until shall be set forth in separate Restricted Stock Agreements, which Restricted Stock Agreements need not be identical. Subject to the restrictions set forth in Section 6(b) hereof, and except as otherwise set forth in the applicable Restricted Stock Agreement, the Participant shall generally have the rights and privileges of a stockholder as to such Restricted Stock, including the right to vote such Restricted Stock. Unless otherwise set forth in a Participant's Restricted Stock Agreement, cash dividends and stock dividends, if any, with respect to the Restricted Stock shall be withheld by the Company for the Participant's account, and shall be subject to forfeiture to the same degree as the shares of Restricted Stock to which such dividends relate. Except as otherwise determined by the Committee, no interest will accrue or be paid on the amount of any cash dividends withheld. (b) Vesting and Restrictions on Transfer. Restricted Stock shall vest in such manner, on such Shares have lapsed. date or dates, or upon the achievement of performance or other conditions, in each case, as may be determined by the Committee and set forth in a Restricted Stock Agreement. Unless otherwise specifically determined by the Committee, the vesting of an Award of Restricted Stock shall occur only while the Participant is employed by or rendering services to the Service Recipient, and all vesting shall cease upon a Participant's Termination for any or no reason. To the extent permitted by applicable law and unless otherwise determined by the Committee, vesting shall be suspended during the period of any approved unpaid leave of absence by a Participant following which the Participant has a right to reinstatement and shall resume upon such Participant's return to active employment. In addition to any other restrictions set forth in a Participant's Restricted Stock Agreement, the Participant shall not be permitted to sell, transfer, pledge, or otherwise encumber the Restricted Stock prior to the time the Restricted Stock has vested pursuant to the terms of the Restricted Stock Agreement. (c) Transferability. Termination of Employment or Service. Except as provided by the Committee in this Section 7 or the Award Agreement, Shares of a Restricted Stock may not be sold, transferred, pledged, assigned, Agreement, Participant Agreement, or otherwise alienated otherwise, in the event of a Participant's Termination for any or hypothecated until no reason prior to the end of the applicable Period of Restriction. (d) Other Restrictions. The Administrator, in its sole discretion, may impose time that such other restrictions on Shares of Participant's Restricted Stock as it may deem advisable or appropriate. (e) Removal of Restrictions. Except as otherwise provided in this Section 7, Shares of Restricted Stock covered by each Restricted Stock grant made under the Plan will be released from escrow as soon as practicable after the last day of the Period of Restriction or at such other time as the Administrator may determine. The Administrator, in its discretion, may accelerate the time at which any restrictions will lapse or be removed. (f) Voting Rights. During the Period of Restriction, Service Providers holding Shares of Restricted Stock granted hereunder may exercise full voting rights with respect to those Shares, unless the Administrator determines otherwise. (g) Dividends and Other Distributions. During the Period of Restriction, Service Providers holding Shares of Restricted Stock will be entitled to receive has vested, (1) all dividends and other distributions paid vesting with respect to such Shares, unless the Administrator provides otherwise. If any such dividends or distributions are paid in Shares, the Shares will be subject to the same restrictions on transferability and forfeitability as the Shares of Participant's Restricted Stock with respect to which they were paid. (h) Return outstanding shall cease; and (2) all of such Participant's unvested Restricted Stock to Company. On outstanding shall be forfeited for no consideration as of the date set forth in the Award Agreement, the Restricted Stock for which restrictions have not lapsed will revert to the Company and again will become available for grant under the Plan. of such Termination. View More Arrow
Restricted Stock. (a) Grant of Restricted Stock. Subject to the terms and provisions of the Plan, the Administrator, at any time and from time to time, may grant Shares of General. Restricted Stock may be granted to Service Providers Eligible Persons in such amounts as the Administrator, in its sole discretion, will determine. (b) Restricted Stock Agreement. Each Award of Restricted Stock will be evidenced by an Award Agreement that will specify the Period of Restriction, the number of Shares granted, form and ha...ving such other terms and conditions as the Administrator, Committee shall deem appropriate. The provisions of separate Awards of Restricted Stock shall be set forth in separate Restricted Stock Agreements, which agreements need not be identical. Subject to the restrictions set forth in Section 6(b) hereof, and except as otherwise set forth in the applicable Restricted Stock Agreement, the Participant shall generally have the rights and privileges of a stockholder as to such Restricted Stock, including the right to vote such Restricted Stock. Unless otherwise set forth in a Participant's Restricted Stock Agreement, cash dividends and stock dividends, if any, with respect to the Restricted Stock shall be withheld by the Company for the Participant's account, and shall be subject to forfeiture to the same degree as the shares of Restricted Stock to which such dividends relate. Except as otherwise determined by the Committee, no interest will accrue or be paid on the amount of any cash dividends withheld. (b) Vesting and Restrictions on Transfer. Restricted Stock shall vest in such manner, on such date or dates, or upon the achievement of performance or other conditions, in each case as may be determined by the Committee and set forth in a Restricted Stock Agreement; provided, however, that notwithstanding any such vesting dates, the Committee may in its sole discretion, will determine. Unless discretion accelerate the Administrator determines otherwise, the Company as escrow agent will hold Shares vesting of any Award of Restricted Stock until at any time and for any reason. Unless otherwise specifically determined by the Committee, the vesting of an Award of Restricted Stock shall occur only while the Participant is employed by or rendering services to the Service Recipient, and all vesting shall cease upon a Participant's Termination for any reason. To the extent permitted by applicable law and unless otherwise determined by the Committee, vesting shall be suspended during the period of any approved leave of absence by a Participant following which the Participant has a right to reinstatement and shall resume upon such Participant's return to active employment. In addition to any other restrictions on such Shares have lapsed. set forth in a Participant's Restricted Stock Agreement, the Participant shall not be permitted to sell, transfer, pledge, or otherwise encumber the Restricted Stock prior to the time the Restricted Stock has vested pursuant to the terms of the Restricted Stock Agreement. - 14 - (c) Transferability. Termination of Employment or Service. Except as provided by the Committee in this Section 7 or the Award Agreement, Shares of a Restricted Stock may not be sold, transferred, pledged, assigned, Agreement, Participant Agreement or otherwise alienated or hypothecated until otherwise, in the end event of a Participant's Termination for any reason prior to the applicable Period of Restriction. (d) Other Restrictions. The Administrator, in its sole discretion, may impose time that such other restrictions on Shares of Participant's Restricted Stock as it may deem advisable or appropriate. (e) Removal of Restrictions. Except as otherwise provided in this Section 7, Shares of has vested, (1) all vesting with respect to such Participant's Restricted Stock covered by each Restricted Stock grant made under the Plan will be released from escrow outstanding shall cease, and (2) as soon as practicable after following such Termination, the last day Company shall repurchase from the Participant, and the Participant shall sell, all of the Period of Restriction or at such other time as the Administrator may determine. The Administrator, in its discretion, may accelerate the time at which any restrictions will lapse or be removed. (f) Voting Rights. During the Period of Restriction, Service Providers holding Shares Participant's unvested shares of Restricted Stock granted hereunder may exercise full voting rights with respect at a purchase price equal to those Shares, unless the Administrator determines otherwise. (g) Dividends and Other Distributions. During original purchase price paid for the Period of Restriction, Service Providers holding Shares Restricted Stock; provided that, if the original purchase price paid for the Restricted Stock is equal to zero dollars ($0), such unvested shares of Restricted Stock will shall be entitled to receive all dividends and other distributions paid with respect to such Shares, unless the Administrator provides otherwise. If any such dividends or distributions are paid in Shares, the Shares will be subject to the same restrictions on transferability and forfeitability as the Shares of Restricted Stock with respect to which they were paid. (h) Return of Restricted Stock to Company. On the date set forth in the Award Agreement, the Restricted Stock for which restrictions have not lapsed will revert forfeited to the Company and again will become available by the Participant for grant under no consideration as of the Plan. date of such Termination. View More Arrow
Restricted Stock. (a) Grant of Restricted Stock. Subject to the terms and provisions of the Plan, the Administrator, at any time and from time to time, may grant Shares of General. Restricted Stock may be granted to Service Providers Eligible Persons in such amounts as the Administrator, in its sole discretion, will determine. (b) Restricted Stock Agreement. Each Award of Restricted Stock will be evidenced by an Award Agreement that will specify the Period of Restriction, the number of Shares granted, form and ha...ving such other terms and conditions as the Administrator, in its sole discretion, will determine. Unless the Administrator determines otherwise, the Company as escrow agent will hold Shares Committee shall deem appropriate. The provisions of separate Awards of Restricted Stock until shall be set forth in separate Restricted Stock Agreements, which Restricted Stock Agreements need not be identical. Subject to the restrictions set forth in Section 6(b) hereof, and except as otherwise set forth in the applicable Restricted Stock Agreement, the Participant shall generally have the rights and privileges of a stockholder as to such Restricted Stock, including the right to vote such Restricted Stock. Unless otherwise set forth in a Participant's Restricted Stock Agreement, cash dividends and stock dividends, if any, with respect to the Restricted Stock shall be withheld by the Company for the Participant's account, and shall be subject to forfeiture to the same degree as the shares of Restricted Stock to which such dividends relate. Except as otherwise determined by the Committee, no interest will accrue or be paid on the amount of any cash dividends withheld. (b) Vesting and Restrictions on Transfer. Restricted Stock shall vest in such manner, on such Shares have lapsed. date or dates, or upon the achievement of performance or other conditions, in each case, as may be determined by the Committee and set forth in a Restricted Stock Agreement. Unless otherwise specifically determined by the Committee, the vesting of an Award of Restricted Stock shall occur only while the Participant is employed by or rendering services to the Service Recipient, and all vesting shall cease upon a Participant's Termination for any or no reason. To the extent permitted by applicable law and unless otherwise determined by the Committee, vesting shall be suspended during the period of any approved unpaid leave of absence by a Participant following which the Participant has a right to reinstatement and shall resume upon such Participant's return to active employment. In addition to any other restrictions set forth in a Participant's Restricted Stock Agreement, the Participant shall not be permitted to sell, transfer, pledge, or otherwise encumber the Restricted Stock prior to the time the Restricted Stock has vested pursuant to the terms of the Restricted Stock Agreement. (c) Transferability. Termination of Employment or Service. Except as provided by the Committee in this Section 7 or the Award Agreement, Shares of a Restricted Stock may not be sold, transferred, pledged, assigned, Agreement, Participant Agreement, or otherwise alienated otherwise, in the event of a Participant's Termination for any or hypothecated until no reason prior to the end of the applicable Period of Restriction. (d) Other Restrictions. The Administrator, in its sole discretion, may impose time that such other restrictions on Shares of Participant's Restricted Stock as it may deem advisable or appropriate. (e) Removal of Restrictions. Except as otherwise provided in this Section 7, Shares of has vested, (1) all vesting with respect to such Participant's Restricted Stock covered by each Restricted Stock grant made under the Plan will be released from escrow outstanding shall cease; and (2) as soon as practicable after following such Termination, the last day Company shall repurchase from the Participant, and the Participant shall sell, all of the Period of Restriction or at such other time as the Administrator may determine. The Administrator, in its discretion, may accelerate the time at which any restrictions will lapse or be removed. (f) Voting Rights. During the Period of Restriction, Service Providers holding Shares Participant's unvested shares of Restricted Stock granted hereunder may exercise full voting rights with at a purchase price equal to the lesser of (A) the original purchase price paid for the Restricted Stock (as adjusted for any subsequent changes in the outstanding Stock or in the capital structure of the Company), less any dividends or other distributions or bonus received (or to be received) by the Participant (or any transferee) in respect of such Restricted Stock prior to those Shares, unless the Administrator determines otherwise. (g) Dividends date of repurchase, and Other Distributions. During (B) the Period Fair Market Value of Restriction, Service Providers holding Shares the Stock on the date of such repurchase; provided that, if the original purchase price paid for the Restricted Stock is equal to zero dollars ($0), such unvested shares of Restricted Stock will shall be entitled to receive all dividends and other distributions paid with respect to such Shares, unless the Administrator provides otherwise. If any such dividends or distributions are paid in Shares, the Shares will be subject to the same restrictions on transferability and forfeitability as the Shares of Restricted Stock with respect to which they were paid. (h) Return of Restricted Stock to Company. On the date set forth in the Award Agreement, the Restricted Stock for which restrictions have not lapsed will revert forfeited to the Company and again will become available by the Participant for grant under no consideration as of the Plan. date of such Termination. View More Arrow