Terms and Conditions of Restricted Stock and Restricted Stock Units Clause Example with 7 Variations from Business Contracts

This page contains Terms and Conditions of Restricted Stock and Restricted Stock Units 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.
Terms and Conditions of Restricted Stock and Restricted Stock Units. Restrictions. At the time of grant, the Board may, in its sole discretion, establish a period of time (a "restricted period") and any additional restrictions including the satisfaction of corporate or individual performance objectives applicable to an Award of Restricted Stock or Restricted Stock Units in accordance with Section 12.1 and 12.2. Each Award of Restricted Stock or Restricted Stock Units may be subject to a different restricted period and additional restrictions. Neither Restricted S...tock nor Restricted Stock Units may be sold, transferred, assigned, pledged or otherwise encumbered or disposed of during the restricted period or prior to the satisfaction of any other applicable restrictions. 10.2. Restricted Stock Certificates. The Company shall issue stock, in the name of each Grantee to whom Restricted Stock has been granted, stock certificates or other evidence of ownership representing the total number of shares of Restricted Stock granted to the Grantee, as soon as reasonably practicable after the Grant Date. The Board may provide in an Award Agreement that either (i) the Secretary of the Company shall hold such certificates for the Grantee's benefit until such time as the Restricted Stock is forfeited to the Company or the restrictions lapse, or (ii) such certificates shall be delivered to the Grantee; provided, however, that such certificates shall bear a legend or legends that comply with the applicable securities laws and regulations and makes appropriate reference to the restrictions imposed under the Plan and the Award Agreement. 10.3. Rights of Holders of Restricted Stock. Unless the Board otherwise provides in an Award Agreement, holders of Restricted Stock shall have rights as stockholders of the Company, including voting and dividend rights, subject to the terms of Section 17.12. 10.4. Rights of Holders of Restricted Stock Units. 10.4.1. Settlement of Restricted Stock Units. Restricted Stock Units may be settled in cash or Stock, as determined by the Board and set forth in the Award Agreement. The Award Agreement shall also set forth whether the Restricted Stock Units shall be settled (i) within the time period specified in Section 17.9.1 for short term deferrals or (ii) otherwise within the requirements of Section 409A, in which case the Award Agreement shall specify upon which events such Restricted Stock Units shall be settled. 10.4.2. Voting and Dividend Rights. Unless otherwise stated in the applicable Award Agreement, holders of Restricted Stock Units shall not have rights as stockholders of the Company, including no voting or dividend or dividend equivalents rights. 10.4.3. Creditor's Rights. A holder of Restricted Stock Units shall have no rights other than those of a general creditor of the Company. Restricted Stock Units represent an unfunded and unsecured obligation of the Company, subject to the terms and conditions of the applicable Award Agreement. 10.5. Purchase of Restricted Stock. The Grantee shall be required, to the extent required by applicable law, to purchase the Restricted Stock from the Company at a Purchase Price equal to the greater of (i) the aggregate par value of the shares of Stock represented by such Restricted Stock or (ii) the Purchase Price, if any, specified in the related Award Agreement. If specified in the Award Agreement, the Purchase Price may be deemed paid by Services already rendered. The Purchase Price shall be payable in a form described in Section 11 or, in the discretion of the Board, in consideration for past Services rendered. 10.6. Delivery of Stock. Upon the expiration or termination of any restricted period and the satisfaction of any other conditions prescribed by the Board, the restrictions applicable to shares of Restricted Stock or Restricted Stock Units settled in Stock shall lapse, and, unless otherwise provided in the Award Agreement, a stock certificate for such shares shall be delivered, free of all such restrictions, to the Grantee or the Grantee's beneficiary or estate, as the case may be. View More

Variations of a "Terms and Conditions of Restricted Stock and Restricted Stock Units" Clause from Business Contracts

Terms and Conditions of Restricted Stock and Restricted Stock Units. Restrictions. At the time of grant, the Board Committee may, in its sole discretion, establish a period of time (a "restricted period") and any additional restrictions including the satisfaction of corporate or individual performance objectives applicable to an Award of Restricted Stock or Restricted Stock Units in accordance with Section 12.1 and 12.2. Units. Each Award of Restricted Stock or Restricted Stock Units may be subject to a different restricted period and additional restrictions. Nei...ther Restricted Stock nor Restricted Stock Units may be sold, transferred, assigned, pledged or otherwise encumbered or disposed of during the restricted period or prior to the satisfaction of any other applicable restrictions. 10.2. Restricted Stock Certificates. The Company shall issue stock, issue, in the name of each Grantee to whom Restricted Stock has been granted, stock certificates or other evidence of ownership ownership, subject to Section 3.3 hereof, representing the total number of shares of Restricted Stock granted to the Grantee, as soon as reasonably practicable after the Grant Date. grant date. The Board Committee may provide in an Award Agreement that either (i) the Secretary of the Company shall hold such certificates for the Grantee's benefit until such time as the Restricted Stock is forfeited to the Company or the restrictions lapse, or (ii) such certificates shall be delivered to the Grantee; Grantee, provided, however, that such certificates shall bear a legend or legends that comply with the applicable securities laws and regulations and makes appropriate reference to the restrictions imposed under the Plan and the Award Agreement. 10.3. Rights of Holders of Restricted Stock. Unless the Board Committee otherwise provides in an Award Agreement, holders of Restricted Stock shall have rights as stockholders the right to vote such Stock and the right to receive any dividends declared or paid with respect to such Stock. The Committee may provide that any dividends paid on Restricted Stock must be reinvested in shares of the Company, including voting and dividend rights, Stock, which may or may not be subject to the terms same restrictions applicable to such Restricted Stock. All distributions, if any, received by a Grantee with respect to Restricted Stock as a result of Section 17.12. any stock split, stock dividend, combination of shares, or other similar transaction shall be subject to the restrictions applicable to the original Award. 10.4. Rights of Holders of Restricted Stock Units. 10.4.1. Settlement of Restricted Stock Units. Restricted Units.Restricted Stock Units may be settled in cash or Stock, as determined by the Board Committee and set forth in the Award Agreement. The Award Agreement shall also set forth whether the 10.4.2. Voting and Dividend Rights.Holders of Restricted Stock Units shall be settled (i) within have no rights as stockholders of the time period specified Company. The Committee may provide in Section 17.9.1 for short term deferrals or (ii) otherwise within the requirements of Section 409A, in which case the an Award Agreement shall specify upon which events that the holder of such Restricted Stock Units shall be settled. 10.4.2. Voting and Dividend Rights. Unless otherwise stated entitled to receive, upon the Company's payment of a cash dividend on its outstanding Stock, a cash payment for each Restricted Stock Unit held equal to the per-share dividend paid on the Stock, which may be deemed reinvested in the applicable Award Agreement, holders of additional Restricted Stock Units shall not have rights as stockholders at a price per unit equal to the Fair Market Value of a share of Stock on the Company, including no voting or date that such dividend or dividend equivalents rights. is paid to shareholders. 10.4.3. Creditor's Rights. A Rights.A holder of Restricted Stock Units shall have no rights other than those of a general creditor of the Company. Restricted Stock Units represent an unfunded and unsecured obligation of the Company, subject to the terms and conditions of the applicable Award Agreement. 10.5. Purchase Termination of Restricted Stock. The Grantee shall be required, to Service. Unless the extent required by applicable law, to purchase Committee otherwise provides in an Award Agreement or in writing after the Restricted Stock from Award Agreement is issued, upon the Company at termination of a Purchase Price equal to the greater of (i) the aggregate par value of the shares of Stock represented by such Grantee's Service, any Restricted Stock or (ii) the Purchase Price, if any, specified in the related Award Agreement. If specified in the Award Agreement, the Purchase Price may Restricted Stock Units held by such Grantee that have not vested, or with respect to which all applicable restrictions and conditions have not lapsed, shall immediately be deemed paid by forfeited, and the Grantee shall have no further rights with respect to such Award. 10.6. Consideration.The Committee may grant Restricted Stock or Restricted Stock Units to a Grantee in respect of Services already rendered. The Purchase Price shall be payable rendered and other valid consideration, or in a form described lieu of, or in Section 11 or, in the discretion of the Board, in consideration for past Services rendered. 10.6. addition to, any cash compensation due to such Grantee.10.7. Delivery of Stock. Upon the expiration or termination of any restricted period and the satisfaction of any other conditions prescribed by the Board, Committee, the restrictions applicable to shares of Restricted Stock or Restricted Stock Units settled in Stock shall lapse, and, unless otherwise provided in the Award Agreement, subject to Section 3.3 hereof, a stock certificate for such shares shall be delivered, free of all such restrictions, to the Grantee or the Grantee's beneficiary or estate, as the case may be. Awards of Unrestricted Stock may be granted or sold as described in the preceding sentence in respect of Services rendered and other valid consideration, or in lieu of, or in addition to, any cash compensation due to such Grantee. The provisions of Section 10.4 shall apply to any awards of unrestricted stock units. View More
Terms and Conditions of Restricted Stock and Restricted Stock Units. Restrictions. Restrictions At the time of grant, the Board may, in its sole discretion, may establish a period of time (a "restricted period") "Restricted Period") and any additional restrictions including the satisfaction of corporate or individual performance objectives applicable to an Award of Restricted Stock or Restricted Stock Units in accordance with Section 12.1 and 12.2. RSUs. Each Award of Restricted Stock or Restricted Stock Units RSUs may be subject to a different restricted period ...Restricted Period and additional restrictions. Neither Restricted Stock nor Restricted Stock Units RSUs may be sold, transferred, assigned, pledged or otherwise encumbered or disposed of during the restricted period Restricted Period or prior to the satisfaction of any other applicable restrictions. 10.2. 10 9.2. Restricted Stock Certificates. Certificates The Company shall issue stock, Shares, in the name of each Grantee to whom Restricted Stock has been granted, stock certificates or other evidence of ownership representing the total number of shares Shares of Restricted Stock granted to the Grantee, as soon as reasonably practicable after the Grant Date. The Board may provide in an Award Agreement that either (i) the Secretary of the Company shall hold such certificates for the Grantee's benefit until such time as the Restricted Stock is forfeited to the Company or the restrictions lapse, or (ii) such certificates shall be delivered to the Grantee; provided, however, that such certificates shall bear a legend or legends that comply with the applicable securities laws and regulations and makes make appropriate reference to the restrictions imposed under the Plan and the Award Agreement. 10.3. 9.3. Rights of Holders of Restricted Stock. Stock Unless the Board otherwise provides provided in an the applicable Award Agreement, Agreement and subject to Section 16.11.3, holders of Restricted Stock shall have rights as stockholders of the Company, including voting and dividend rights, subject to the terms of Section 17.12. 10.4. rights. 9.4. Rights of Holders of Restricted Stock Units. 10.4.1. RSUs 9.4.1. Settlement of Restricted Stock Units. Restricted Stock Units RSUs RSUs may be settled in cash or Stock, Shares, as determined by the Board and set forth in the Award Agreement. The Award Agreement shall also set forth whether the Restricted Stock Units RSUs shall be settled (i) within the time period specified in for "short term deferrals" under Section 17.9.1 for short term deferrals 409A or (ii) otherwise within the requirements of Section 409A, in which case the Award Agreement shall specify upon which events such Restricted Stock Units RSUs shall be settled. 10.4.2. 9.4.2. Voting and Dividend Rights. Rights Unless otherwise stated provided in the applicable Award Agreement, Agreement and subject to Section 16.11.3, holders of Restricted Stock Units RSUs shall not have rights as stockholders of the Company, including no voting or dividend or dividend equivalents rights. 10.4.3. 9.4.3. Creditor's Rights. Rights A holder of Restricted Stock Units RSUs shall have no rights other than those of a general creditor of the Company. Restricted Stock Units RSUs represent an unfunded and unsecured obligation of the Company, subject to the terms and conditions of the applicable Award Agreement. 10.5. 9.5. Purchase of Restricted Stock. Stock The Grantee shall be required, to the extent required by applicable law, to purchase the Restricted Stock from the Company at a Purchase Price equal to the greater of (i) the aggregate par value of the shares of Stock Shares represented by such Restricted Stock or (ii) the Purchase Price, if any, specified in the related Award Agreement. If specified in the Award Agreement, the Purchase Price may be deemed paid by Services already rendered. The Purchase Price shall be payable in a form described in Section 11 10 or, in the discretion of if so determined by the Board, in consideration for past Services rendered. 10.6. 9.6. Delivery of Stock. Shares Upon the expiration or termination of any restricted period Restricted Period and the satisfaction of any other conditions prescribed by the Board, the restrictions applicable to shares Shares of Restricted Stock or Restricted Stock Units RSUs settled in Stock Shares shall lapse, and, unless otherwise provided in the applicable Award Agreement, a stock 11 certificate for such shares Shares shall be delivered, free of all such restrictions, to the Grantee or the Grantee's beneficiary or estate, as the case may be. View More
Terms and Conditions of Restricted Stock and Restricted Stock Units. Restrictions. Restrictions At the time of grant, the Board may, in its sole discretion, Committee may establish a period of time (a "restricted period") "Restricted Period") and any additional restrictions including the satisfaction of corporate or individual performance objectives applicable to an Award of Restricted Stock or Restricted Stock Units in accordance with Section 12.1 and 12.2. RSUs. Each Award of Restricted Stock or Restricted Stock Units RSUs may be subject to a different restrict...ed period Restricted Period and additional restrictions. Neither Restricted Stock nor Restricted Stock Units RSUs may be sold, transferred, assigned, pledged or otherwise encumbered or disposed of during the restricted period Restricted Period or prior to the satisfaction of any other applicable restrictions. 10.2. Restricted Stock Certificates. Certificates The Company shall issue stock, Shares, in the name of each Grantee to whom Restricted Stock has been granted, stock certificates or other evidence of ownership representing the total number of shares Shares of Restricted Stock granted to the Grantee, as soon as reasonably practicable after the Grant Date. The Board Committee may provide in an Award Agreement that either (i) the Secretary of the Company shall hold such certificates for the Grantee's benefit until such time as the Restricted Stock is forfeited to the Company or the restrictions lapse, or (ii) such certificates shall be delivered to the Grantee; provided, however, that such certificates shall bear a legend or legends that comply with the applicable securities laws and regulations and makes make appropriate reference to the restrictions imposed under the Plan and the Award Agreement. 9 10.3. Rights of Holders of Restricted Stock. Stock Unless the Board otherwise provides provided in an the applicable Award Agreement, Agreement and subject to Section 17.10, holders of Restricted Stock shall have rights as stockholders of the Company, Stockholders, including voting and dividend rights, subject to the terms of Section 17.12. rights. 10.4. Rights of Holders of Restricted Stock Units. RSUs 10.4.1. Settlement of Restricted Stock Units. Restricted Stock Units RSUs RSUs may be settled in cash or Stock, Shares, as determined by the Board Committee and set forth in the Award Agreement. The Award Agreement shall also set forth whether the Restricted Stock Units RSUs shall be settled (i) within the time period specified in for "short term deferrals" under Section 17.9.1 for short term deferrals 409A or (ii) otherwise within the requirements of Section 409A, in which case the Award Agreement shall specify upon which events such Restricted Stock Units RSUs shall be settled. 10.4.2. Voting and Dividend Rights. Rights Unless otherwise stated provided in the applicable Award Agreement, Agreement and subject to Section 17.10, holders of Restricted Stock Units RSUs shall not have rights as stockholders of the Company, Stockholders, including no voting or dividend or dividend equivalents rights. 10.4.3. Creditor's Rights. Rights A holder of Restricted Stock Units RSUs shall have no rights other than those of a general creditor of the Company. Restricted Stock Units RSUs represent an unfunded and unsecured obligation of the Company, subject to the terms and conditions of the applicable Award Agreement. 10.5. Purchase of Restricted Stock. Stock The Grantee shall be required, to the extent required by applicable law, to purchase the Restricted Stock from the Company at a Purchase Price equal to the greater of (i) the aggregate par value of the shares of Stock Shares represented by such Restricted Stock or (ii) the Purchase Price, if any, specified in the related Award Agreement. If specified in the Award Agreement, the Purchase Price may be deemed paid by Services already rendered. The Purchase Price shall be payable in a form described in Section 11 or, in if so determined by the discretion of the Board, Committee, in consideration for past Services rendered. 10.6. Delivery of Stock. Shares Upon the expiration or termination of any restricted period Restricted Period and the satisfaction of any other conditions prescribed by the Board, Committee, the restrictions applicable to shares Shares of Restricted Stock or Restricted Stock Units RSUs settled in Stock Shares shall lapse, and, unless otherwise provided in the applicable Award Agreement, a stock certificate for such shares Shares shall be delivered, free of all such restrictions, to the Grantee or the Grantee's beneficiary or estate, as the case may be. View More
Terms and Conditions of Restricted Stock and Restricted Stock Units. Restrictions. Restrictions At the time of grant, the Board may, in its sole discretion, Committee may establish a period of time (a "restricted period") " Restricted Period ") and any additional restrictions including the satisfaction of corporate or individual performance objectives applicable to an Award of Restricted Stock or Restricted Stock Units in accordance with Section 12.1 and 12.2. RSUs. Each Award of Restricted Stock or Restricted Stock Units RSUs may be subject to a different restri...cted period Restricted Period and additional restrictions. Neither Restricted Stock nor Restricted Stock Units RSUs may be sold, transferred, assigned, pledged or otherwise encumbered or disposed of during the restricted period Restricted Period or prior to the satisfaction of any other applicable restrictions. 10.2. Restricted Stock Certificates. Certificates The Company shall issue stock, Shares, in the name of each Grantee to whom Restricted Stock has been granted, stock certificates or other evidence of ownership representing the total number of shares Shares of Restricted Stock granted to the Grantee, as soon as reasonably practicable after the Grant Date. The Board Committee may provide in an Award Agreement that either (i) the Secretary of the Company shall hold such certificates for the Grantee's benefit until such time as the Restricted Stock is forfeited to the Company or the restrictions lapse, or (ii) such certificates shall be delivered to the Grantee; provided, however, provided , however , that such certificates shall bear a legend or legends that comply with the applicable securities laws and regulations and makes make appropriate reference to the restrictions imposed under the Plan and the Award Agreement. 10.3. Rights of Holders of Restricted Stock. Stock Unless the Board otherwise provides provided in an the applicable Award Agreement, Agreement and subject to Section 17.10 , holders of Restricted Stock shall have rights as stockholders of the Company, Stockholders, including voting and dividend rights, subject to the terms of Section 17.12. rights. 10.4. Rights of Holders of Restricted Stock Units. RSUs 10.4.1. Settlement of Restricted Stock Units. Restricted Stock Units RSUs RSUs may be settled in cash or Stock, Shares, as determined by the Board Committee and set forth in the Award Agreement. The Award Agreement shall also set forth whether the Restricted Stock Units RSUs shall be settled (i) within the time period specified in for "short term deferrals" under Section 17.9.1 for short term deferrals 409A or (ii) otherwise within the requirements of Section 409A, in which case the Award Agreement shall specify upon which events such Restricted Stock Units RSUs shall be settled. 10 10.4.2. Voting and Dividend Rights. Rights Unless otherwise stated provided in the applicable Award Agreement, Agreement and subject to Section 17.10 , holders of Restricted Stock Units RSUs shall not have rights as stockholders of the Company, Stockholders, including no voting or dividend or dividend equivalents rights. 10.4.3. Creditor's Rights. Rights A holder of Restricted Stock Units RSUs shall have no rights other than those of a general creditor of the Company. Restricted Stock Units RSUs represent an unfunded and unsecured obligation of the Company, subject to the terms and conditions of the applicable Award Agreement. 10.5. Purchase of Restricted Stock. Stock The Grantee shall be required, to the extent required by applicable law, to purchase the Restricted Stock from the Company at a Purchase Price equal to the greater of (i) the aggregate par value of the shares of Stock Shares represented by such Restricted Stock or (ii) the Purchase Price, if any, specified in the related Award Agreement. If specified in the Award Agreement, the Purchase Price may be deemed paid by Services already rendered. The Purchase Price shall be payable in a form described in Section 11 or, in if so determined by the discretion of the Board, Committee, in consideration for past Services rendered. 10.6. Delivery of Stock. Shares Upon the expiration or termination of any restricted period Restricted Period and the satisfaction of any other conditions prescribed by the Board, Committee, the restrictions applicable to shares Shares of Restricted Stock or Restricted Stock Units RSUs settled in Stock Shares shall lapse, and, unless otherwise provided in the applicable Award Agreement, a stock certificate for such shares Shares shall be delivered, free of all such restrictions, to the Grantee or the Grantee's beneficiary or estate, as the case may be. View More
Terms and Conditions of Restricted Stock and Restricted Stock Units. Restrictions. At the time of grant, the Board may, in its sole discretion, may establish a period of time (a "restricted period") "Restricted Period") and any additional restrictions including the satisfaction of corporate or individual performance objectives applicable to an Award of Restricted Stock or Restricted Stock Units in accordance with Section 12.1 and 12.2. RSUs. Each Award of Restricted Stock or Restricted Stock Units RSUs may be subject to a different restricted period Restricted Pe...riod and additional restrictions. Neither Restricted Stock nor Restricted Stock Units RSUs may be sold, transferred, assigned, pledged or otherwise encumbered or disposed of during the restricted period Restricted Period or prior to the satisfaction of any other applicable restrictions. 10.2. Restricted Stock Certificates. The Subject to Section 3.5, the Company shall issue stock, Shares, in the name of each Grantee to whom Restricted Stock has been granted, stock certificates or other evidence of ownership representing the total number of shares Shares of Restricted Stock granted to the Grantee, as soon as reasonably practicable after the Grant Date. The Board may provide in an Award Agreement that either (i) the Secretary of the Company shall hold such certificates for the Grantee's benefit until such time as the Restricted Stock is forfeited to the Company or the restrictions lapse, lapse or (ii) such certificates shall be delivered to the Grantee; provided, however, that such certificates shall bear a legend or legends that comply with the applicable securities laws and regulations and makes make appropriate reference to the restrictions imposed under the Plan and the Award Agreement. 10 10.3. Rights of Holders of Restricted Stock. Unless otherwise provided in the Board otherwise provides in an applicable Award Agreement, holders of Restricted Stock shall have rights as stockholders of the Company, Stockholders, including voting and dividend rights, subject to the terms of Section 17.12. rights. 10.4. Rights of Holders of Restricted Stock Units. RSUs. 10.4.1. Settlement of Restricted Stock Units. Restricted Stock Units RSUs. RSUs may be settled in cash or Stock, Shares, as determined by the Board and set forth in the Award Agreement. The Award Agreement shall also set forth whether the Restricted Stock Units RSUs shall be settled (i) within the time period specified in Section 17.9.1 17.9 for short term deferrals or (ii) otherwise within the requirements of Section 409A, in which case the Award Agreement shall specify upon which events such Restricted Stock Units RSUs shall be settled. 10.4.2. Voting and Dividend Rights. Unless otherwise stated provided in the applicable Award Agreement, holders of Restricted Stock Units RSUs shall not have rights as stockholders of the Company, Stockholders, including no voting or dividend or dividend equivalents rights. 10.4.3. Creditor's Rights. A holder of Restricted Stock Units RSUs shall have no rights other than those of a general creditor of the Company. Restricted Stock Units RSUs represent an unfunded and unsecured obligation of the Company, subject to the terms and conditions of the applicable Award Agreement. 10.5. Purchase of Restricted Stock. The Grantee shall be required, to the extent required by applicable law, to purchase the Restricted Stock from the Company at a Purchase Price equal to the greater of (i) the aggregate par value of the shares of Stock Shares represented by such Restricted Stock or (ii) the Purchase Price, if any, specified in the related Award Agreement. If specified in the Award Agreement, the Purchase Price may be deemed paid by Services already rendered. The Purchase Price shall be payable in a form described in Section 11 or, in the discretion of if so determined by the Board, in consideration for past Services rendered. 10.6. Delivery of Stock. Upon Shares. Subject to Section 3.5, upon the expiration or termination of any restricted period Restricted Period and the satisfaction of any other conditions prescribed by the Board, the restrictions applicable to shares Shares of Restricted Stock or Restricted Stock Units RSUs settled in Stock Shares shall lapse, and, unless otherwise provided in the applicable Award Agreement, a stock certificate for such shares Shares shall be delivered, free of all such restrictions, to the Grantee or the Grantee's beneficiary or estate, as the case may be. View More
Terms and Conditions of Restricted Stock and Restricted Stock Units. Restrictions. Restrictions At the time of grant, the Board may, in its sole discretion, may establish a period of time (a "restricted period") "Restricted Period") and any additional restrictions including the satisfaction of corporate or individual performance objectives applicable to an Award of Restricted Stock or Restricted Stock Units in accordance with Section 12.1 and 12.2. RSUs. Each Award of Restricted Stock or Restricted Stock Units RSUs may be subject to a different restricted period ...Restricted Period and additional restrictions. Neither Restricted Stock nor Restricted Stock Units RSUs may be sold, transferred, assigned, pledged or otherwise encumbered or disposed of during the restricted period Restricted Period or prior to the satisfaction of any other applicable restrictions. 10.2. Restricted Stock Certificates. Certificates The Company shall issue stock, Shares, in the name of each Grantee to whom Restricted Stock has been granted, stock certificates or other evidence of ownership representing the total number of shares Shares of Restricted Stock granted to the Grantee, as soon as reasonably practicable after the Grant Date. The Board may provide in an Award Agreement that either (i) the Secretary of the Company shall hold such certificates for the Grantee's benefit until such time as the Restricted Stock is forfeited to the Company or the restrictions lapse, or (ii) such certificates shall be delivered to the Grantee; provided, however, that such certificates shall bear a legend or legends that comply with the applicable securities laws and regulations and makes make appropriate reference to the restrictions imposed under the Plan and the Award Agreement. 10.3. Rights of Holders of Restricted Stock. Stock Unless the Board otherwise provides provided in an the applicable Award Agreement, Agreement and subject to Section 17.10, holders of Restricted Stock shall have rights as stockholders of the Company, Stockholders, including voting and dividend rights, subject to the terms of Section 17.12. rights. 13 10.4. Rights of Holders of Restricted Stock Units. RSUs 10.4.1. Settlement of Restricted Stock Units. Restricted Stock Units RSUs RSUs may be settled in cash or Stock, Shares, as determined by the Board and set forth in the Award Agreement. The Award Agreement shall also set forth whether the Restricted Stock Units RSUs shall be settled (i) within the time period specified in for "short term deferrals" under Section 17.9.1 for short term deferrals 409A or (ii) otherwise within the requirements of Section 409A, in which case the Award Agreement shall specify upon which events such Restricted Stock Units RSUs shall be settled. 10.4.2. Voting and Dividend Rights. Rights Unless otherwise stated provided in the applicable Award Agreement, Agreement and subject to Section 17.10, holders of Restricted Stock Units RSUs shall not have rights as stockholders of the Company, Stockholders, including no voting or dividend or dividend equivalents rights. 10.4.3. Creditor's Rights. Rights A holder of Restricted Stock Units RSUs shall have no rights other than those of a general creditor of the Company. Restricted Stock Units RSUs represent an unfunded and unsecured obligation of the Company, subject to the terms and conditions of the applicable Award Agreement. 10.5. Purchase of Restricted Stock. Stock The Grantee shall be required, to the extent required by applicable law, to purchase the Restricted Stock from the Company at a Purchase Price equal to the greater of (i) the aggregate par value of the shares of Stock Shares represented by such Restricted Stock or (ii) the Purchase Price, if any, specified in the related Award Agreement. If specified in the Award Agreement, the Purchase Price may be deemed paid by Services already rendered. The Purchase Price shall be payable in a form described in Section 11 or, in the discretion of if so determined by the Board, in consideration for past Services rendered. 10.6. Delivery of Stock. Shares Upon the expiration or termination of any restricted period Restricted Period and the satisfaction of any other conditions prescribed by the Board, the restrictions applicable to shares Shares of Restricted Stock or Restricted Stock Units RSUs settled in Stock Shares shall lapse, and, unless otherwise provided in the applicable Award Agreement, a stock certificate for such shares Shares shall be delivered, free of all such restrictions, to the Grantee or the Grantee's beneficiary or estate, as the case may be. View More
Terms and Conditions of Restricted Stock and Restricted Stock Units. Restrictions. Restrictions At the time of grant, the Board may, in its sole discretion, may establish a period of time (a "restricted period") "Restricted Period") and any additional restrictions including the satisfaction of corporate or individual performance objectives applicable to an Award of Restricted Stock or Restricted Stock Units in accordance with Section 12.1 and 12.2. RSUs. Each Award of Restricted Stock or Restricted Stock Units RSUs may be subject to a different restricted period ...Restricted Period and additional restrictions. Neither Restricted Stock nor Restricted Stock Units RSUs may be sold, transferred, assigned, pledged or otherwise encumbered or disposed of during the restricted period Restricted Period or prior to the satisfaction of any other applicable restrictions. 10.2. Restricted Stock Certificates. Certificates The Company shall issue stock, Shares, in the name of each Grantee to whom Restricted Stock has been granted, stock certificates or other evidence of ownership representing the total number of shares Shares of Restricted Stock granted to the Grantee, as soon as reasonably practicable after the Grant Date. The Board may provide in an Award Agreement that either (i) the Secretary of the Company shall hold such certificates for the Grantee's benefit until such time as the Restricted Stock is forfeited to the Company or the restrictions lapse, lapse or (ii) such certificates shall be delivered to the Grantee; provided, however, that such certificates shall bear a legend or legends that comply with the applicable securities laws and regulations and makes make appropriate reference to the restrictions imposed under the Plan and the Award Agreement. 10.3. Rights of Holders of Restricted Stock. Stock Unless otherwise provided in the Board otherwise provides in an applicable Award Agreement, holders of Restricted Stock shall have rights as stockholders of the Company, Stockholders, including voting and dividend rights, subject to the terms of Section 17.12. rights. 11 10.4. Rights of Holders of Restricted Stock Units. RSUs 10.4.1. Settlement of Restricted Stock Units. Restricted Stock Units RSUs RSUs may be settled in cash or Stock, Shares, as determined by the Board and set forth in the Award Agreement. The Award Agreement shall also set forth whether the Restricted Stock Units RSUs shall be settled (i) within the time period specified in Section 17.9.1 409A for short term deferrals or (ii) otherwise within the requirements of Section 409A, in which case the Award Agreement shall specify upon which events such Restricted Stock Units RSUs shall be settled. 10.4.2. Voting and Dividend Rights. Rights Unless otherwise stated provided in the applicable Award Agreement, holders of Restricted Stock Units RSUs shall not have rights as stockholders of the Company, Stockholders, including no voting or dividend or dividend equivalents rights. 10.4.3. Creditor's Rights. Rights A holder of Restricted Stock Units RSUs shall have no rights other than those of a general creditor of the Company. Restricted Stock Units RSUs represent an unfunded and unsecured obligation of the Company, subject to the terms and conditions of the applicable Award Agreement. 10.5. Purchase of Restricted Stock. Stock The Grantee shall be required, to the extent required by applicable law, to purchase the Restricted Stock from the Company at a Purchase Price equal to the greater of (i) the aggregate par value of the shares of Stock Shares represented by such Restricted Stock or (ii) the Purchase Price, if any, specified in the related Award Agreement. If specified in the Award Agreement, the Purchase Price may be deemed paid by Services services already rendered. The Purchase Price shall be payable in a form described in Section 11 or, in the discretion of if so determined by the Board, in consideration for past Services services rendered. 10.6. Delivery of Stock. Shares Upon the expiration or termination of any restricted period Restricted Period and the satisfaction of any other conditions prescribed by the Board, the restrictions applicable to shares Shares of Restricted Stock or Restricted Stock Units RSUs settled in Stock Shares shall lapse, and, unless otherwise provided in the applicable Award Agreement, a stock certificate for such shares Shares shall be delivered, free of all such restrictions, to the Grantee or the Grantee's beneficiary or estate, as the case may be. View More