Restrictions Clause Example with 4 Variations from Business Contracts

This page contains Restrictions 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.
Restrictions. (a) The RSUs may not be sold, assigned, transferred, pledged, hypothecated or otherwise disposed of or encumbered, and shall be subject to a risk of forfeiture until they vest in accordance with Section 3(a) and any additional requirements or restrictions contained in this RSU Award Agreement or in the Plan have been otherwise satisfied, terminated or expressly waived by the Company in writing. (b) Except as otherwise provided under the terms of the Plan or in Sections 3(a) and 3(b) hereof, if t...he Participant's service as a member of the Board is terminated for any reason (the "Termination"), this RSU Award Agreement shall terminate and all rights of the Participant with respect to RSUs that have not vested shall immediately terminate. Except as otherwise provided under the terms of the Plan or in Sections 3(a) and 3(b) hereof, the RSUs that are subject to restrictions upon the date of termination shall be forfeited without payment of any consideration, and neither the Participant nor any of the Participant's successors, heirs, assigns, or personal representatives shall thereafter have any further rights or interests in such RSUs. S-RSU Award Agreement 1 5. Voting and Other Rights. The Participant shall have no rights of a stockholder (including the right to distributions or dividends) until Shares are issued following vesting of the Participant's RSUs; provided, that with respect to the period commencing on the Grant Date and ending on the date the Shares subject to such RSUs are issued pursuant to this RSU Award Agreement, the Participant shall be eligible to receive an amount equal to the product of (i) the number of Shares to be delivered as a result of such vesting, and (ii) the amount of cash distributed with respect to an outstanding Share during such period, which amount shall be paid to the Participant on the date such Shares are issued (provided that such amount shall not be paid to the extent that any RSUs do not become vested and Shares are not delivered). No interest or other earnings will be credited with respect to such payment.6. RSU Award Agreement Subject to Plan. This RSU Award Agreement is made pursuant to all of the provisions of the Plan, which is incorporated herein by this reference, and is intended, and shall be interpreted in a manner, to comply therewith. In the event of any conflict between the provisions of this RSU Award Agreement and the provisions of the Plan, the provisions of the Plan shall govern. View More

Variations of a "Restrictions" Clause from Business Contracts

Restrictions. (a) The RSUs may not be sold, assigned, transferred, pledged, hypothecated or otherwise disposed of or encumbered, and shall be subject to a risk of forfeiture until they vest in accordance with Section 3(a) and any additional requirements or restrictions contained in this RSU Award Agreement or in the Plan have been otherwise satisfied, terminated or expressly waived by the Company in writing. (b) Except as otherwise provided under the terms of the Plan or in Sections 3(a) and 3(b) hereof, if t...he Participant's service as a member of the Board is terminated for any reason (the "Termination"), this RSU Award Agreement shall terminate and all rights of the Participant with respect to RSUs that have not vested shall immediately terminate. Except as otherwise provided under the terms of the Plan or in Sections 3(a) and 3(b) hereof, the RSUs that are subject to restrictions upon the date of termination shall be forfeited without payment of any consideration, and neither the Participant nor any of the Participant's successors, heirs, assigns, or personal representatives shall thereafter have any further rights or interests in such RSUs. S-RSU Award Agreement 1 5. Voting and Other Rights. The Participant shall have no rights of a stockholder (including the right to distributions or dividends) until Shares are issued following vesting of the Participant's RSUs; provided, that with respect to the period commencing on the Grant Date and ending on the date the Shares subject to such RSUs are issued pursuant to this RSU Award Agreement, the Participant shall be eligible to receive an amount equal to the product of (i) the number of Shares to be delivered as a result of such vesting, and (ii) the amount of cash distributed with respect to an outstanding Share during such period, which amount shall be paid to the Participant on the date such Shares are issued (provided that such amount shall not be paid to the extent that any RSUs do not become vested and Shares are not delivered). No interest or other earnings will be credited with respect to such payment.6. RSU Award Agreement Subject to Plan. This RSU Award Agreement is made pursuant to all of the provisions of the Plan, which is incorporated herein by this reference, and is intended, and shall be interpreted in a manner, to comply therewith. In the event of any conflict between the provisions of this RSU Award Agreement and the provisions of the Plan, the provisions of the Plan shall govern. View More
Restrictions. (a) The RSUs may not be sold, assigned, transferred, pledged, hypothecated or otherwise disposed of or encumbered, and shall be subject to a risk of forfeiture until they vest in accordance with Section 3(a) and any additional requirements or restrictions contained in this RSU Award Agreement or in the Plan have been otherwise satisfied, terminated or expressly waived by the Company in writing. (b) Except as otherwise provided under the terms of the Plan or in Sections Section 3(a) and 3(b) here...of, if the Participant's service as a member of the Board is terminated for any reason (the "Termination"), reason, this RSU Award Agreement shall terminate and all rights of the Participant with respect to RSUs that have not 1 vested shall immediately terminate. Except as otherwise provided under the terms of the Plan or in Sections Section 3(a) and 3(b) hereof, the RSUs that are subject to restrictions upon the date of termination shall be forfeited without payment of any consideration, and neither the Participant nor any of the Participant's successors, heirs, assigns, or personal representatives shall thereafter have any further rights or interests in such RSUs. S-RSU Award Agreement 1 5. RSUs.5. Voting and Other Rights. The Participant shall have no rights of a stockholder (including the right to distributions or dividends) until Shares are issued following vesting of the Participant's RSUs; provided, that with respect to the period commencing on the Grant Date date an RSU becomes vested and ending on the date the Shares subject to such RSUs RSU are issued pursuant to this RSU Award Agreement, the Participant shall be eligible to receive an amount of cash or property equal to the product of (i) the number of Shares to be delivered as a result of such vesting, and (ii) the amount of cash or property distributed with respect to an outstanding Share during such period, which amount of cash or property shall be paid to the Participant on the date such Shares are issued (provided that such amount shall not be paid to the extent that any RSUs do not become vested and Shares are not delivered). issued. No interest or other earnings will be credited with respect to such payment.6. RSU Award Agreement Subject to Plan. This RSU Award Agreement is made pursuant to all of the provisions of the Plan, which is incorporated herein by this reference, and is intended, and shall be interpreted in a manner, to comply therewith. In the event of any conflict between the provisions of this RSU Award Agreement and the provisions of the Plan, the provisions of the Plan shall govern. payment. View More
Restrictions. (a) The RSUs may not be sold, assigned, transferred, pledged, hypothecated or otherwise disposed of or encumbered, and shall be subject to a risk of forfeiture until they vest in accordance with Section 3(a) and any additional requirements or restrictions contained in this S-RSU Award Agreement 1 [________________] RSU Award Agreement or in the Plan have been otherwise satisfied, terminated or expressly waived by the Company in writing. (b) Except as otherwise provided under the terms of the Pla...n or in Sections 3(a) and 3(b) hereof, if the Participant's service as a member of the Board is terminated for any reason prior to the Vesting Date (the "Termination"), this RSU Award Agreement shall terminate and all rights of the Participant with respect to RSUs that have not vested shall immediately terminate. Except as otherwise provided under the terms of the Plan or in Sections 3(a) and 3(b) hereof, the RSUs that are subject to restrictions upon the date of termination Termination shall be forfeited without payment of any consideration, and neither the Participant nor any of the Participant's successors, heirs, assigns, or personal representatives shall thereafter have any further rights or interests in such RSUs. S-RSU Award Agreement 1 5. RSUs.5. Voting and Other Rights. The Participant shall have no rights of a stockholder (including the right to distributions or dividends) until Shares are issued delivered following vesting of the Participant's RSUs; provided, that with respect to the period commencing on the Date of Grant Date and ending on the date on which the Shares subject to such RSUs are issued pursuant no longer outstanding (whether due to this RSU Award Agreement, delivery of Shares or forfeiture of the RSUs), the Participant shall be eligible to receive receive, subject to a valid deferral election with respect to the RSUs: (a) an amount equal to the product of (i) the number of Shares subject to be delivered as a result the outstanding RSUs on the record date of such vesting, any cash dividend made with respect to an outstanding Share, and (ii) fifty percent (50%) of the amount of the cash distributed dividend paid with respect to an outstanding Share during such period, which amount shall be paid to the Participant as soon as practicable following the date such dividend is paid to the holders of Shares, but no later than forty-five (45) days following the end of the quarter during which any such record date occurs or, if earlier, the March 15th immediately following the Vesting Date (provided, that, for the avoidance of doubt, such amount shall be paid even if the underlying RSUs cease to be outstanding for any reason, including forfeiture, after the record date of such dividend); and (b) an amount equal to the product of (i) the number of Shares subject to the RSUs which become deliverable as a result of vesting pursuant to Section 3(a) above and (ii) fifty percent (50%) of the amount of cash dividends paid with respect to an outstanding Share with a record date during the period beginning on the Date of Grant and ending on the date on which such RSUs are delivered, which amount shall be paid to the Participant on the date such Shares are issued delivered (provided that such amount shall not be paid to the extent that any RSUs do not become vested and Shares are not delivered). No interest or other earnings will be credited with respect to such payment.6. distributions.6. RSU Award Agreement Subject to Plan. This RSU Award Agreement is made pursuant to all of the provisions of the Plan, which is incorporated herein by this reference, and is intended, and shall be interpreted in a manner, to comply therewith. In the event of any conflict between the provisions of this RSU Award Agreement and the provisions of the Plan, the provisions of the Plan shall govern. View More
Restrictions. (a) The RSUs may not be sold, assigned, transferred, pledged, hypothecated or otherwise disposed of or encumbered, and shall be subject to a risk of forfeiture until they vest in accordance with Section 3(a) and any additional requirements or restrictions contained in this RSU Award Agreement or in the Plan have been otherwise satisfied, terminated or expressly waived by the Company in writing. (b) Except as otherwise provided under the terms of the Plan or in Sections 3(a) and 3(b) hereof, if t...he Participant's service as a member of the Board is terminated for any reason (the "Termination"), this RSU Award Agreement shall terminate and all rights of the Participant with respect to RSUs that have not vested shall immediately terminate. Except as otherwise provided under the terms of the Plan or in Sections 3(a) and 3(b) hereof, the RSUs that are subject to restrictions upon the date of termination shall be forfeited without payment of any consideration, and neither the Participant nor any of the Participant's successors, heirs, assigns, or personal representatives shall thereafter have any further rights or interests in such RSUs. S-RSU Award Agreement 1 5. RSUs.5. Voting and Other Rights. The Participant shall have no rights of a stockholder (including the right to distributions or dividends) until Shares are issued delivered following vesting of the Participant's RSUs; provided, that with that:(a) With respect to the period commencing on the Grant Date and ending on the date the Shares subject day immediately prior to such RSUs are issued pursuant to this RSU Award Agreement, July 26, 2019 (the "Amendment Date"), the Participant shall be eligible to receive an amount equal to the product of (i) the number of Shares to be delivered which become deliverable as a result of such vesting, the vesting of the RSUs pursuant to Section 4(b) above, and (ii) the amount of cash distributed dividends paid with respect to an outstanding Share share of Common Stock during such period, which amount shall be paid to the Participant on the date such Shares are issued delivered (provided that such amount shall not be paid to the extent that any RSUs do not become vested and Shares are not delivered). No interest or other earnings will be credited with respect to such payment.6. payment. (b) With respect to the period commencing on the Amendment Date and ending on the date on which the RSUs are no longer outstanding (whether due to delivery of shares or forfeiture of the RSUs), the Participant shall be eligible to receive: (i) an amount equal to the product of (A) the number of Shares subject to outstanding RSUs on the record date of any cash dividend made with respect to an outstanding share of Common Stock, and (B) fifty percent (50%) of the amount of the cash dividend paid with respect to an outstanding share of Common Stock during such period, which amount shall be paid to the Participant on the date such Shares are delivered and, if such Shares are not delivered as a result of a forfeiture of the RSUs, then such amount shall be paid on the vesting date of the RSUs to which such amounts relate (provided, that, for the avoidance of doubt, such amount shall be paid even if the underlying RSUs cease to be outstanding for any reason, including forfeiture, after the record date of such dividend); and (ii) an amount equal to the product of (A) the number of Shares subject to the RSUs which become deliverable as a result of vesting to Section 3(b) above and (B) fifty percent (50%) of the amount of cash dividends paid with respect to an outstanding share of Common Stock with a record date during the period beginning on the Amendment Date and ending on the date on which such RSUs are delivered, which amount shall be paid to the Participant on the date such Shares are delivered (provided, that, such amount shall not be paid to the extent that any RSUs do not become vested and Shares are not delivered). No interest or other earnings will be credited with respect to such distributions.6. RSU Award Agreement Subject to Plan. This RSU Award Agreement is made pursuant to all of the provisions of the Plan, which is incorporated herein by this reference, and is intended, and shall be interpreted in a manner, to comply therewith. In the event of any conflict between the provisions of this RSU Award Agreement and the provisions of the Plan, the provisions of the Plan shall govern. View More