Delivery by the Escrow Agent. The Escrow Agent shall hold, deliver and otherwise deal with the Escrowed Property as follows:
Delivery by the Escrow Agent. Subject to the other terms of the Plan, the Award Agreement and this Escrow Agreement, the Executive shall become entitled to redelivery of the Shares in accordance with the following schedule: On or After This Date The Executive shall be Entitled to the Following Number of Shares October 1, 2003 33,333 October 1, 2004 33,333 October 1, 2005 33,334 The Executive acknowledges and agrees that if the Executive forfeits any shares under the Award Agreement, then all such forfeited Shares shall be returned to the Corporation and all rights of the Executive with respect to those Shares shall cease. The Escrow Agent shall deliver the certificates for the Shares to the Executive or to the Corporation in accordance with the written instructions of the Committee (as defined in the Plan) or an officer of the Corporation responsible for human resources matters (but in no event the Executive). Such instructions shall be issued in accordance with the provisions of the Plan, the Award Agreement and this Agreement. The Escrow Agent shall not be responsible for the propriety of any such instruction and will be fully protected in making or omitting to make any delivery in accordance with such instructions.
Delivery by the Escrow Agent. Subject to the other terms of the Award Agreement and this Escrow Agreement, the Executive shall become entitled to redelivery of the Shares in accordance with the following schedule: The Executive Shall be On or After Entitled to the Following This Date Number of Shares --------- ---------------- May 30, 2002 15,244 May 30, 2003 15,244 May 30, 2004 15,244 May 30, 2005 15,244 May 30, 2006 15,244 Executive acknowledges and agrees that if the Executive forfeits any shares under the Award Agreement), then all such Shares shall be returned to the Corporation and all rights of the Executive with respect to those Shares shall cease. The Escrow Agent shall deliver the certificates for the Shares to the Executive or to the Corporation in accordance with the written instructions of the officer of the Corporation responsible for human resources matters (but in no event the Executive). Such instructions shall be issued in accordance with the provisions of the Award Agreement and this Agreement. The Escrow Agent shall not be responsible for the propriety of any such instruction and will be fully protected in making or omitting to make any delivery in accordance with such instructions.
Delivery by the Escrow Agent a. Upon receipt by the Escrow Agent of a written notice from the Company that the Participant has fully satisfied the terms and provisions of the Plan and/or the Stock Purchase Agreement including, without limitation, the restrictions and representations incorporated in the Stock Purchase Agreement, or that the Participant is otherwise entitled to receive some or all of the Restricted Stock, the Escrow Agent shall deliver some or all of the Restricted Stock, as so directed, to the Participant. The Company shall simultaneously provide a copy of such notice to the Participant. b. Upon receipt by the Escrow Agent of a written notice from the Company together with an affidavit of an officer of the Company stating that the Participant has not fully satisfied the terms and provisions of the Plan and/or the Stock Purchase Agreement including, without limitation, the restrictions and representations incorporated in the Stock Purchase Agreement, the Escrow Agent shall deliver the Restricted Stock to the Company. The Company shall simultaneously provide a copy of such notice to the Participant. Upon receipt of the Restricted Stock, the Company shall make any required payment to Participant in respect of the Repurchase Price. c. In acting pursuant to the provisions of either subparagraphs a. or b. above, the Escrow Agent shall be entitled to rely fully upon the notice and/or the notice and affidavit received by it and the Escrow Agent shall not be required under any circumstances to make any further or additional inquiries or investigations before acting in accordance with the provisions of this paragraph. d. Upon acting in accordance with the provisions of this paragraph, the Escrow Agent shall be automatically relieved and released of all liability hereunder, except for its fraud or willful misconduct.
