Common use of Performance Share Program Clause in Contracts

Performance Share Program. The Company represents and warrants that a maximum of 300,000 shares of Common Stock have been issued to the NetLive Communications, Inc. Performance Share Program Trust (the "Trust") pursuant to the Plan and that 106,000 shares of Common Stock have been awarded under the Plan as of the date hereof. The Company agrees that it will not authorize the issuance to the Trust of more than the 300,000 shares of Common Stock previously issued to the Trust and the remaining 194,000 shares of Common Stock issued to the Trust and not already awarded to NetLive employees (the "Remaining Shares") shall not be awarded under the Plan except in connection with any compensation packages awarded in connection with the recruitment and hiring and retention from time to time of the Company's new Chief Executive Officer and other senior management excluding ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇ and ▇▇▇▇▇ ▇▇▇▇. The parties further agree that if all or at least 2/3 of the Remaining Shares are not so awarded by June 30, 1998, the Company will use its reasonable efforts to cause the Trust to return the unawarded Remaining Shares to the Company; provided that the unawarded Remaining Shares shall not be returned to the Company if such return cannot be done in accordance with all applicable laws or would have a material adverse tax effect.