Settlement of the Award. 6.1Issuance of Shares of Stock. Subject to the provisions of Section 6.3 below, the Company shall issue to the Participant on the Settlement Date with respect to each Vested Unit to be settled on such date one (1) share of Stock. Shares of Stock issued in settlement of Units shall not be subject to any restriction on transfer other than any such restriction as may be required pursuant to Section 6.3, Section 7 or the Company's Trading Compliance Policy. 6.2Beneficial Ownership of Shares; Certifi
...cate Registration. The Participant hereby authorizes the Company, in its sole discretion, to deposit any or all shares acquired by the Participant pursuant to the settlement of the Award with the Company's transfer agent, including any successor transfer agent, to be held in book entry form, or to deposit such shares for the benefit of the Participant with any broker with which the Participant has an account relationship of which the Company has notice. Except as provided by the foregoing, a certificate for the shares acquired by the Participant shall be registered in the name of the Participant, or, if applicable, in the names of the heirs of the Participant. 6.3Restrictions on Grant of the Award and Issuance of Shares. The grant of the Award and issuance of shares of Stock upon settlement of the Award shall be subject to compliance with all applicable requirements of federal, state, or foreign law with respect to such securities. No shares of Stock may be issued hereunder if the issuance of such shares would constitute a violation of any applicable federal, state, or foreign securities laws or other law or regulations or the requirements of any stock exchange or market system upon which the Stock may then be listed. The inability of the Company to obtain from any regulatory body having jurisdiction the authority, if any, deemed by the Company's legal counsel to be necessary to the lawful issuance of any shares subject to the Award shall relieve the Company of any liability in respect of the failure to issue such shares as to which such requisite authority shall not have been obtained. As a condition to the settlement of the Award, the Company may require the Participant to satisfy any qualifications that may be necessary or appropriate, to evidence compliance with any applicable law or regulation and to make any representation or warranty with respect thereto as may be requested by the Company. 6.4Fractional Shares. The Company shall not be required to issue fractional shares upon the settlement of the Award.
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Settlement of the Award.
6.1Issuance 6.1 Issuance of Shares of Stock. Subject to the provisions of
Section Sections 6.3
and 6.4 below, the Company shall issue to the Participant on the Settlement Date with respect to each Vested Unit to be settled on such date one (1)
share of Stock. Share. Shares
of Stock issued in settlement of Units shall not be subject to any restriction on transfer other than any such restriction as may be required pursuant to Section
6.3, 6.4, Section 7 or the Company's
Insider Trading
Compliance ...Policy. 6.2Beneficial 6.2 Beneficial Ownership of Shares; Certificate Registration. The Participant hereby authorizes the Company, in its sole discretion, to deposit any or all shares acquired by the Participant pursuant to the settlement of the Award with the Company's transfer agent, including any successor transfer agent, to be held in book entry form, or to deposit such shares for the benefit of the Participant with any broker with which the Participant has an account relationship of which the Company has notice. notice any or all Shares acquired by the Participant pursuant to the settlement of the Award. Except as provided by the foregoing, preceding sentence, a certificate for the shares acquired by Shares as to which the Participant Award is settled shall be registered in the name of the Participant, or, if applicable, in the names of the heirs of the Participant. 6.3Restrictions 2 6.3 Postponement of Settlement Date. Notwithstanding the provisions set forth in Section 6.1, in the event that a Settlement Date would occur on a date on which a sale by the Participant of the Shares to be issued in settlement of the Units on such Settlement Date would violate the Insider Trading Policy of the Company, such Settlement Date shall be postponed until the first to occur of (a) the next business day on which a sale by the Participant of such Shares would not violate the Insider Trading Policy; and (b) March 15th of the calendar year following the calendar year in which the Vesting Date occurred. 6.4 Restrictions on Grant of the Award and Issuance of Shares. The grant of the Award and issuance of shares of Stock Shares upon settlement of the Award shall be subject to compliance with all applicable requirements of federal, state, state or foreign law with respect to such securities. No shares of Stock Shares may be issued hereunder if the issuance of such shares Shares would constitute a violation of any applicable federal, state, state or foreign securities laws or other law or regulations or the requirements of any stock exchange or market system upon which the Stock Shares may then be listed. The inability of the Company to obtain from any regulatory body having jurisdiction the authority, if any, deemed by the Company's legal counsel to be necessary to the lawful issuance of any shares Shares subject to the Award shall relieve the Company of any liability in respect of the failure to issue such shares Shares as to which such requisite authority shall not have been obtained. As a condition to the settlement of the Award, the Company may require the Participant to satisfy any qualifications that may be necessary or appropriate, to evidence compliance with any applicable law or regulation and to make any representation or warranty with respect thereto as may be requested by the Company. 6.4Fractional 6.5 Fractional Shares. The Company shall not be required to issue fractional shares Shares upon the settlement of the Award.
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Settlement of the Award.
6.1Issuance 6.1 Issuance of Shares of
Stock. Subject to the provisions of Section 6.3 below, Common Stock or Cash Equivalent. Except as otherwise provided by this Award Agreement, the Company shall issue to the Participant on the Settlement Date with respect to each
Vested Earned Unit to be settled on such date one (1) share of Stock. Shares
of Stock issued in settlement of
Earned Units shall not be subject to any restriction on transfer other than any such restriction as may be required pursuan
...t to Section 6.3, Section 7 6.3. At the discretion of the Committee, payment with respect to all or any portion of the Company's Trading Compliance Policy. 6.2Beneficial Earned Units may be made in a lump sum cash payment in an amount equal to the Fair Market Value, determined as of the Settlement Date, of the shares of Stock or other securities or property otherwise issuable in settlement of such Earned Units. 6.2 Beneficial Ownership of Shares; Certificate Registration. The Participant hereby authorizes the Company, in its sole discretion, to deposit for the benefit of the Participant with a Company-designated brokerage firm or, at the Company's discretion, any other broker with which the Participant has an account relationship of which the Company has notice any or all shares acquired by the Participant pursuant to the settlement of the Award with the Company's transfer agent, including any successor transfer agent, to be held in book entry form, or to deposit such shares for the benefit of the Participant with any broker with which the Participant has an account relationship of which the Company has notice. Award. Except as provided by the foregoing, preceding sentence, a certificate for the shares acquired by as to which the Participant Award is settled shall be registered in the name of the Participant, or, if applicable, in the names of the heirs of the Participant. 6.3Restrictions Participant's Heirs. 6.3 Restrictions on Grant of the Award and Issuance of Shares. The grant of the Award and issuance of shares of Stock upon settlement of the Award shall be subject to compliance with all applicable requirements of U.S. federal, state, state or foreign law with respect to such securities. No shares of Stock may be issued hereunder if the issuance of such shares would constitute a violation of any applicable U.S. federal, state, state or foreign securities laws or other law laws or regulations or the requirements of any stock exchange or market system upon which the Stock may then be listed. The inability of the Company to obtain from any regulatory body having jurisdiction the authority, if any, deemed by the Company's legal counsel to be necessary to the lawful issuance of any shares subject to the Award shall relieve the Company of any liability in respect of the failure to issue such shares as to which such requisite authority shall not have been obtained. As a condition to the settlement of the Award, the Company may require the Participant to satisfy any qualifications that may be necessary or appropriate, to evidence compliance with any applicable law or regulation and to make any representation or warranty with respect thereto as may be requested by the Company. 6.4Fractional Further, regardless of whether the transfer or issuance of the shares to be issued pursuant to the Units has been registered under the Securities Act or has been registered or qualified under the securities laws of any State, the Company may impose additional restrictions upon the sale, pledge, or other transfer of the shares (including the placement of appropriate legends on stock certificates and the issuance of stop-transfer instructions to the Company's transfer agent) if, in the judgment of the Company and the Company's counsel, such restrictions are necessary in order to achieve compliance with the provisions of the Securities Act, the securities laws of any State, or any other law. 6.4 Fractional Shares. The Company shall not be required to issue fractional shares upon the settlement of the Award.
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Settlement of the Award.
6.1Issuance 6.1 Issuance of Shares of Stock. Subject to the provisions of Section 6.3 below, the Company shall issue to the Participant on the Settlement Date with respect to each Vested Unit to be settled on such date one (1) share of Stock. Shares of Stock issued in settlement of Units shall not be subject to any restriction on transfer other than any such restriction as may be required pursuant to Section 6.3, Section 7 or the Company's Trading Compliance Policy.
6.2Beneficial 6.2 Beneficial ...Ownership of Shares; Certificate Registration. The Participant hereby authorizes the Company, in its sole discretion, to deposit for the benefit of the Participant with the broker designated by the Company with which the Participant has an account, any or all shares of Stock acquired by the Participant pursuant to the settlement of the Award with the Company's transfer agent, including any successor transfer agent, to be held in book entry form, or to deposit such shares for the benefit of the Participant with any broker with which the Participant has an account relationship of which the Company has notice. Award. Except as provided by the foregoing, preceding sentence, a certificate for the shares acquired by of Stock as to which the Participant Award is settled shall be registered in the name of the Participant, or, if applicable, in the names of the heirs of the Participant. 6.3Restrictions 6.3 Postponement of Settlement Date. Notwithstanding the provisions set forth in Section 6.1, in the event that a Settlement Date with respect to a Vesting Date would occur on a date on which a sale by the Participant of the shares of Stock to be issued in settlement of the Units on such Settlement Date would violate the Trading Compliance Policy of the Company, such Settlement Date shall be postponed until the first to occur of (a) the next business day on which a sale by the Participant of such shares of Stock would not violate the Trading Compliance Policy; and (b) March 15th of the calendar year following the calendar year in which the Vesting Date occurred. 6.4 Restrictions on Grant of the Award and Issuance of Shares. The grant of the Award and issuance of shares of Stock upon settlement of the Award shall be subject to compliance with all applicable requirements of federal, state, state or foreign law with respect to such securities. No shares of Stock may be issued hereunder if the issuance of such shares of Stock would constitute a violation of any applicable federal, state, state or foreign securities laws or other law or regulations or the requirements of any stock exchange or market system upon which the shares of Stock may then be listed. The inability of the Company to obtain from any regulatory body having jurisdiction the authority, if any, deemed by the Company's legal counsel to be necessary to the lawful issuance of any shares subject to the Award shall relieve the Company of any liability in respect of the failure to issue such shares of Stock as to which such requisite authority shall not have been obtained. As a condition to the settlement of the Award, the Company may require the Participant to satisfy any qualifications that may be necessary or appropriate, to evidence compliance with any applicable law or regulation and to make any representation or warranty with respect thereto as may be requested by the Company. 6.4Fractional 6.5 Fractional Shares. The Company shall not be required to issue fractional shares of Stock upon the settlement of the Award. Any fractional share of Stock resulting from a settlement of an Award shall be rounded down to the nearest whole number.
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Settlement of the Award.
6.1Issuance 4.1 Issuance of Shares of
Stock. Common Stock or Cash Equivalent. Subject to the provisions of Section
6.3 4.3 and Section 5 below, the Company shall issue to the Participant on the Settlement Date with respect to each Vested Unit to be settled on such date one (1) share of Stock. Shares
of Stock issued in settlement of
Vested Units shall not be subject to any restriction on transfer other than any such restriction as may be required pursuant to Section
6.3, Section 7 4.3. At the dis...cretion of the Committee, payment with respect to all or any portion of the Company's Trading Compliance Policy. 6.2Beneficial Vested Units may be made in a lump sum cash payment in an amount equal to the Fair Market Value, determined as of the Settlement Date, of the shares of Stock or other securities or property otherwise issuable in settlement of such Vested Units. 4.2 Beneficial Ownership of Shares; Certificate Registration. The Participant hereby authorizes the Company, in its sole discretion, to deposit for the benefit of the Participant with a Company-designated brokerage firm or, at the Company's discretion, any other broker with which the Participant has an account relationship of which the Company has notice any or all shares acquired by the Participant pursuant to the settlement of the Award with the Company's transfer agent, including any successor transfer agent, to be held in book entry form, or to deposit such shares for the benefit of the Participant with any broker with which the Participant has an account relationship of which the Company has notice. Award. Except as provided by the foregoing, preceding sentence, a certificate for the shares acquired by as to which the Participant Award is settled shall be registered in the name of the Participant, or, if applicable, in the names of the heirs of the Participant. 6.3Restrictions Participant's Heirs. 6 4.3 Restrictions on Grant of the Award and Issuance of Shares. The grant of the Award and issuance of shares of Stock upon settlement of the Award shall be subject to compliance with all applicable requirements of federal, state, U.S. federal or foreign state law with respect to such securities. No shares of Stock may be issued hereunder if the issuance of such shares would constitute a violation of any applicable federal, state, U.S. federal or foreign state securities laws or other law laws or regulations or the requirements of any stock exchange or market system upon which the Stock may then be listed. The inability of the Company to obtain from any regulatory body having jurisdiction the authority, if any, deemed by the Company's legal counsel to be necessary to the lawful issuance of any shares subject to the Award shall relieve the Company of any liability in respect of the failure to issue such shares as to which such requisite authority shall not have been obtained. As a condition to the settlement of the Award, the Company may require the Participant to satisfy any qualifications that may be necessary or appropriate, to evidence compliance with any applicable law or regulation and to make any representation or warranty with respect thereto as may be requested by the Company. 6.4Fractional Further, regardless of whether the transfer or issuance of the shares to be issued pursuant to the Units has been registered under the Securities Act or has been registered or qualified under the securities laws of any State, the Company may impose additional restrictions upon the sale, pledge, or other transfer of the shares (including the placement of appropriate legends on stock certificates and the issuance of stop-transfer instructions to the Company's transfer agent) if, in the judgment of the Company and the Company's counsel, such restrictions are necessary in order to achieve compliance with the provisions of the Securities Act, the securities laws of any State, or any other law. 4.4 Fractional Shares. The Company shall not be required to issue fractional shares upon the settlement of the Award.
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Settlement of the Award. 6.1Issuance of Shares of Stock.
Subject to the provisions of Section 6.3 below, the Company shall issue to the Participant on the Settlement Date with respect to each Vested Unit to be settled on such date one (1) share of Stock. Shares of Stock issued in settlement of Units shall not be subject to any restriction on transfer other than any such restriction as may be required pursuant to Section 6.3, Section 7 or the Company's Trading Compliance Policy. 6.2Beneficial Ownership of
Shares; Stock; ...Certificate Registration. The Participant hereby authorizes the Company, in its sole discretion, to deposit any or all shares acquired by the Participant pursuant to the settlement of the Award with the Company's transfer agent, including any successor transfer agent, to be held in book entry form, or to deposit such shares for the benefit of the Participant with any broker with which the Participant has an account relationship of which the Company has notice. Except as provided by the foregoing, a certificate for the shares of Stock acquired by the Participant shall be registered in the name of the Participant, or, if applicable, in the names of the heirs of the Participant. 6.3Restrictions on Grant of the Award and Issuance of Shares. Stock. The grant of the Award and issuance of shares of Stock upon settlement of the Award shall be subject to compliance with all applicable requirements of federal, state, state or foreign law with respect to such securities. No shares of Stock may be issued hereunder if the issuance of such shares of Stock would constitute a violation of any applicable federal, state, state or foreign securities laws or other law or regulations or the requirements of any stock exchange or market system upon which the Stock may then be listed. The inability of the Company to obtain from any regulatory body having jurisdiction the authority, if any, deemed by the Company's legal counsel to be necessary to the lawful issuance of any shares of Stock subject to the Award shall relieve the Company of any liability in respect of the failure to issue such shares of Stock as to which such requisite authority shall not have been obtained. As a condition to the settlement of the Award, the Company may require the Participant to satisfy any qualifications that may be necessary or appropriate, to evidence compliance with any applicable law or regulation and to make any representation or warranty with respect thereto as may be requested by the Company. 6.4Fractional Shares. Stock. The Company shall not be required to issue fractional shares of Stock upon the settlement of the Award.
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Settlement of the Award.
6.1Issuance 6.1 Issuance of Shares of Stock. Subject to the provisions of Section
6.3 below, 6.3, Section 7 and Section 8, on or as soon as reasonably practicable following the date upon which the Participant's Service terminates for any reason (the "Termination Date"), but in no event later than the later of (i) the last day of the year in which the Termination Date occurs and (ii) the fifteenth day of the third calendar month following the Termination Date (such applicable date, the "Settlemen...t Date"), the Company shall issue to the Participant on the Settlement Date with respect to each Unit that is a Vested Unit to be settled on such date as of the Termination Date one (1) share of Stock. Shares of Stock issued in settlement of Units shall not be subject to any restriction on transfer other than any such restriction as may be required pursuant to Section 6.3, Section 7 or the Company's Securities Trading Compliance Policy. 6.2Beneficial 6.2 Beneficial Ownership of Shares; Certificate Registration. The Participant hereby authorizes the Company, in its sole discretion, to deposit any or all shares acquired by the Participant pursuant to the settlement of the Award with the Company's transfer agent, including any successor transfer agent, to be held in book entry form, or to deposit such shares for the benefit of the Participant with any broker with which the Participant has an account relationship of which the Company has notice. Except as provided by the foregoing, a certificate for the shares acquired by the Participant shall be registered in the name of the Participant, or, if applicable, in the names of the heirs of the Participant. 6.3Restrictions 6.3 Restrictions on Grant of the Award and Issuance of Shares. The grant of the Award and issuance of shares of Stock upon settlement of the Award shall be subject to compliance with all applicable requirements of United States federal, state, or foreign state law and Local Law with respect to such securities. No shares of Stock may be issued hereunder if the issuance of such shares would constitute a violation of any applicable United States federal, state, or foreign securities laws Local Law or other law or regulations or the requirements of any stock exchange or market system upon which the Stock may then be listed. The inability of the Company to obtain from any regulatory body having jurisdiction the authority, if any, deemed by the Company's legal counsel to be necessary to the lawful issuance of any shares subject to the Award shall relieve the Company of any liability in respect of the failure to issue such shares as to which such requisite authority shall not have been obtained. As a condition to the settlement of the Award, the Company may require the Participant to satisfy any qualifications that may be necessary or appropriate, to evidence compliance with any applicable law or regulation and to make any representation or warranty with respect thereto as may be requested by the Company. 6.4Fractional 6.4 Fractional Shares. The Company shall not be required to issue fractional shares upon the settlement of the Award.
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Settlement of the Award.
6.1Issuance 4.1 Issuance of Shares of
Common Stock. Subject to the provisions of Section
6.3 4.3, Section 5 and Section 7.2 below, the Company shall issue to the Participant on the
Settlement Date vesting date, or as soon as practicable thereafter, with respect to each
Vested Restricted Stock Unit to be settled on such
date date, one (1)
share of Stock. Share. Shares
of Stock issued in settlement of
Restricted Stock Units shall not be subject to any restriction on transfer other than any such re
...striction as may be required pursuant to Section 6.3, Section 7 or the Company's Trading Compliance Policy. 6.2Beneficial 4.3. 4.2 Beneficial Ownership of Shares; Certificate Registration. The Participant hereby authorizes the Company, in its sole discretion, to deposit any or all shares acquired by the Participant pursuant to the settlement of the Award with the Company's transfer agent, including any successor transfer agent, to be held in book entry form, or to deposit such shares for the benefit of the Participant with a Company-designated brokerage firm or, at the Company's discretion, any other broker with which the Participant has an account relationship of which the Company has notice. notice, any or all Shares acquired by the Participant pursuant to the settlement of the Award. Except as provided by the foregoing, preceding sentence, a certificate for the shares acquired by Shares as to which the Participant Award is settled shall be registered in the name of the Participant, or, if applicable, in the names of the heirs of the Participant. 6.3Restrictions 3 4.3 Restrictions on Grant of the Award and Issuance of Shares. The grant of the Award and issuance of shares of Common Stock upon settlement of the Award shall be subject to compliance with all applicable requirements of U.S. federal, state, state or foreign law with respect to such securities. No shares of Stock Shares may be issued hereunder if the issuance of such shares Shares would constitute a violation of any applicable U.S. federal, state, state or foreign securities laws or other law laws or regulations or the requirements of any stock exchange or market system upon which the Common Stock may then be listed. The inability of the Company to obtain from any regulatory body having jurisdiction the authority, if any, deemed by the Company's legal counsel to be necessary to the lawful issuance of any shares Shares subject to the Award shall relieve the Company of any liability in respect of the failure to issue such shares Shares as to which such requisite authority shall not have been obtained. As a condition to the settlement of the Award, the Company may require the Participant to satisfy any qualifications that may be necessary or appropriate, to evidence compliance with any applicable law or regulation regulation, and to make any representation or warranty with respect thereto as may be requested by the Company. 6.4Fractional Further, regardless of whether the transfer or issuance of the Shares to be issued pursuant to the Restricted Stock Units has been registered under the Securities Act or has been registered or qualified under the securities laws of any State, the Company may impose additional restrictions upon the sale, pledge, or other transfer of the Shares (including the placement of appropriate legends on stock certificates and the issuance of stop-transfer instructions to the Company's transfer agent) if, in the judgment of the Company and the Company's counsel, such restrictions are necessary in order to achieve compliance with the provisions of the Securities Act, the securities laws of any State, or any other law. 4.4 Fractional Shares. The Company shall not be required to issue fractional shares Shares upon the settlement of the Award.
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Settlement of the Award.
6.1Issuance 4.1 Issuance of Shares of
Common Stock. Subject to the provisions of Section
6.3 4.3 and Section 5 below, the Company shall issue to the Participant on the
Settlement Date vesting date, or as soon as practicable thereafter, with respect to each
Vested Restricted Stock Unit to be settled on such
date date, one (1)
share of Stock. Share. Shares
of Stock issued in settlement of
Restricted Stock Units shall not be subject to any restriction on transfer other than any such restriction as
...may be required pursuant to Section 6.3, Section 7 or the Company's Trading Compliance Policy. 6.2Beneficial 4.3. 4.2 Beneficial Ownership of Shares; Certificate Registration. The Participant hereby authorizes the Company, in its sole discretion, to deposit any or all shares acquired by the Participant pursuant to the settlement of the Award with the Company's transfer agent, including any successor transfer agent, to be held in book entry form, or to deposit such shares for the benefit of the Participant with a Company-designated brokerage firm or, at the Company's discretion, any other broker with which the Participant has an account relationship of which the Company has notice. notice, any or all Shares acquired by the Participant pursuant to the settlement of the Award. Except as provided by the foregoing, preceding sentence, a certificate for the shares acquired by Shares as to which the Participant Award is settled shall be registered in the name of the Participant, or, if applicable, in the names of the heirs of the Participant. 6.3Restrictions 2 4.3 Restrictions on Grant of the Award and Issuance of Shares. The grant of the Award and issuance of shares of Common Stock upon settlement of the Award shall be subject to compliance with all applicable requirements of U.S. federal, state, state or foreign law with respect to such securities. No shares of Stock Shares may be issued hereunder if the issuance of such shares Shares would constitute a violation of any applicable U.S. federal, state, state or foreign securities laws or other law laws or regulations or the requirements of any stock exchange or market system upon which the Common Stock may then be listed. The inability of the Company to obtain from any regulatory body having jurisdiction the authority, if any, deemed by the Company's legal counsel to be necessary to the lawful issuance of any shares Shares subject to the Award shall relieve the Company of any liability in respect of the failure to issue such shares Shares as to which such requisite authority shall not have been obtained. As a condition to the settlement of the Award, the Company may require the Participant to satisfy any qualifications that may be necessary or appropriate, to evidence compliance with any applicable law or regulation regulation, and to make any representation or warranty with respect thereto as may be requested by the Company. 6.4Fractional Further, regardless of whether the transfer or issuance of the Shares to be issued pursuant to the Restricted Stock Units has been registered under the Securities Act or has been registered or qualified under the securities laws of any State, the Company may impose additional restrictions upon the sale, pledge, or other transfer of the Shares (including the placement of appropriate legends on stock certificates and the issuance of stop-transfer instructions to the Company's transfer agent) if, in the judgment of the Company and the Company's counsel, such restrictions are necessary in order to achieve compliance with the provisions of the Securities Act, the securities laws of any State, or any other law. 4.4 Fractional Shares. The Company shall not be required to issue fractional shares Shares upon the settlement of the Award.
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Settlement of the Award. 6.1Issuance of Shares of Stock.
Subject to the provisions of Section 6.3 below, the Company shall issue to the Participant on the Settlement Date with respect to each Vested Unit to be settled on such date one (1) share of Stock. Shares of Stock issued in settlement of Units shall not be subject to any restriction on transfer other than any such restriction as may be required pursuant to Section 6.3, Section 7 or the Company's Trading Compliance Policy. 6.2Beneficial Ownership of
Shares; Stock; ...Certificate Registration. The Participant hereby authorizes the Company, in its sole discretion, to deposit any or all shares acquired by the Participant pursuant to the settlement of the Award with the Company's transfer agent, including any successor transfer agent, to be held in book entry form, or to deposit such shares for the benefit of the Participant with any broker with which the Participant has an account relationship of which the Company has notice. Except as provided by the foregoing, a certificate for the shares acquired by the Participant shall be registered in the name of the Participant, or, if applicable, in the names of the heirs of the Participant. 6.3Restrictions on Grant of the Award and Issuance of Shares. Stock. The grant of the Award and issuance of shares of Stock upon settlement of the Award shall be subject to compliance with all applicable requirements of federal, state, state or foreign law with respect to such securities. No shares of Stock may be issued hereunder if the issuance of such shares of Stock would constitute a violation of any applicable federal, state, state or foreign securities laws or other law or regulations or the requirements of any stock exchange or market system upon which the Stock may then be listed. The inability of the Company to obtain from any regulatory body having jurisdiction the authority, if any, deemed by the Company's legal counsel to be necessary to the lawful issuance of any shares Stock subject to the Award shall relieve the Company of any liability in respect of the failure to issue such shares Stock as to which such requisite authority shall not have been obtained. As a condition to the settlement of the Award, the Company may require the Participant to satisfy any qualifications that may be necessary or appropriate, to evidence compliance with any applicable law or regulation and to make any representation or warranty with respect thereto as may be requested by the Company. 6.4Fractional Shares. Shares of Stock. The Company shall not be required to issue fractional shares of Stock upon the settlement of the Award.
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Settlement of the Award. 6.1Issuance of Shares of
Stock. Common Stock or Cash Equivalent. Subject to the provisions of Section 6.3
and Section 7 below, the Company shall issue to the Participant on the Settlement Date with respect to each Vested Unit to be settled on such date one (1) share of Stock. Shares
of Stock issued in settlement of
Vested Units shall not be subject to any restriction on transfer other than any such restriction as may be required pursuant to Section
6.3, Section 7 6.3. At the discretion of the Co...mmittee, payment with respect to all or any portion of the Company's Trading Compliance Policy. Vested Units may be made in a lump sum cash payment in an amount equal to the Fair Market Value, determined as of the Settlement Date, of the shares of Stock or other securities or property otherwise issuable in settlement of such Vested Units. 6.2Beneficial Ownership of Shares; Certificate Registration. The Participant hereby authorizes the Company, in its sole discretion, to deposit for the benefit of the Participant with a Company-designated brokerage firm or, at the Company's discretion, any other broker with which the Participant has an account relationship of which the Company has notice any or all shares acquired by the Participant pursuant to the settlement of the Award with the Company's transfer agent, including any successor transfer agent, to be held in book entry form, or to deposit such shares for the benefit of the Participant with any broker with which the Participant has an account relationship of which the Company has notice. Award. Except as provided by the foregoing, preceding sentence, a certificate for the shares acquired by as to which the Participant Award is settled shall be registered in the name of the Participant, or, if applicable, in the names of the heirs of the Participant. Participant's Heirs. 6.3Restrictions on Grant of the Award and Issuance of Shares. The grant of the Award and issuance of shares of Stock upon settlement of the Award shall be subject to compliance with all applicable requirements of U.S. federal, state, state or foreign law with respect to such securities. No shares of Stock may be issued hereunder if the issuance of such shares would constitute a violation of any applicable U.S. federal, state, state or foreign securities laws or other law laws or regulations or the requirements of any stock exchange or market system upon which the Stock may then be listed. The inability of the Company to obtain from any regulatory body having jurisdiction the authority, if any, deemed by the Company's legal counsel to be necessary to the lawful issuance of any shares subject to the Award shall relieve the Company of any liability in respect of the failure to issue such shares as to which such requisite authority shall not have been obtained. As a condition to the settlement of the Award, the Company may require the Participant to satisfy any qualifications that may be necessary or appropriate, to evidence compliance with any applicable law or regulation and to make any representation or warranty with respect thereto as may be requested by the Company. Further, regardless of whether the transfer or issuance of the shares to be issued pursuant to the Units has been registered under the Securities Act or has been registered or qualified under the securities laws of any State, the Company may impose additional restrictions upon the sale, pledge, or other transfer of the shares (including the placement of appropriate legends on stock certificates and the issuance of stop-transfer instructions to the Company's transfer agent) if, in the judgment of the Company and the Company's counsel, such restrictions are necessary in order to achieve compliance with the provisions of the Securities Act, the securities laws of any State, or any other law. 6.4Fractional Shares. The Company shall not be required to issue fractional shares upon the settlement of the Award.
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