Common use of Rights and Restrictions as a Shareholder Clause in Contracts

Rights and Restrictions as a Shareholder. During the Employee’s continued full time employment with the Company or its subsidiaries Employee shall have full voting rights, dividend rights and other rights as a shareholder with respect to all vested (but not unvested) Award Shares. So long as the Company retains custody of the certificates for the Award Shares, Employee shall not (i) sell, offer to sell, transfer, pledge or hypothecate any record or beneficial interest in the Award Shares, other than to the Company as provided in this Agreement or (ii) grant any proxies or voting rights with respect to the Award Shares, except to the Company. The Employee hereby grants an irrevocable proxy to the chief executive officer and the chief financial officer of the Company (the act of one of them being sufficient), which is coupled with an interest as described in Minnesota Statutes § 302.449, to vote all unvested Award Shares, in the sole discretion of such officer (subject to direction by the Board of Directors of the Company) on any and all matters put to a vote of the shareholders of the Company. Upon vesting of the Award Shares pursuant to Section 2 above, Employee (or the person or persons then entitled to the Award Shares or any portion thereof pursuant to Section 2(d) above) shall have full voting rights, dividend rights and other rights as a shareholder with respect to such Award Shares.

Rights and Restrictions as a Shareholder. During the Employee’s continued full time employment with the Company or its subsidiaries Employee shall have full voting rights, dividend rights and other rights as a shareholder with respect to all vested (but not unvested) Award Shares. So long as the Company retains custody of the certificates for the Award Shares, Employee shall not (i) sell, offer to sell, transfer, pledge or hypothecate any record or beneficial interest in the Award Shares, other than to the Company as provided in this Agreement or (ii) grant any proxies or voting rights with respect to the Award Shares, except to the Company. The Employee hereby grants an irrevocable proxy to the chief executive operating officer and the chief financial officer of the Company (the act of one of them being sufficient), which is coupled with an interest as described in Minnesota Statutes § 302.449, to vote all unvested Award Shares, in the sole discretion of such officer (subject to direction by the Board of Directors of the Company) , on any and all matters put to a vote of the shareholders of the Company. Upon vesting of the Award Shares pursuant to Section 2 above, Employee (or or, in the event of the death of Employee, the person or persons then entitled to the Award Shares or any portion thereof pursuant to Section 2(d) abovethereof) shall have full voting rights, dividend rights and other rights as a shareholder with respect to such Award Shares.

Rights and Restrictions as a Shareholder. During the Employee’s continued full time employment with the Company or its subsidiaries Employee shall have full voting rights, dividend rights and other rights as a shareholder with respect to all vested (but not unvested) Award Shares. So long as the Company retains custody of the certificates for the Award Shares, Employee shall not (i) sell, offer to sell, transfer, pledge or hypothecate any record or beneficial interest in the Award Shares, other than to the Company as provided in this Agreement or (ii) grant any proxies or voting rights with respect to the Award Shares, except to the Company. The Employee hereby grants an irrevocable proxy to the chief executive officer and the chief financial officer of the Company (the act of one of them being sufficient), which is coupled with an interest as described in Minnesota Statutes § 302.449, to vote all unvested Award Shares, in the sole discretion of such officer (subject to direction by the Board of Directors of the Company) on any and all matters put to a vote of the shareholders of the Company. Upon vesting of the Award Shares pursuant to Section 2 above, Employee (or the person or persons then entitled to the Award Shares or any portion thereof pursuant to Section 2(d) aboveShares) shall have full voting rights, dividend rights and other rights as a shareholder with respect to such Award Shares.