Shares of Restricted Stock. If you satisfy the conditions described in this Award Agreement, the Plan and the Prospectus, as supplemented, the restrictions imposed on your Restricted Stock will be removed and you will own the underlying common shares. You also must arrange to pay any taxes due. When Your Restricted Stock Will Be Settled Normally, on [Vesting Date], the Committee (as defined in the Plan) will ascertain if you have satisfied the conditions imposed on your Restricted Stock. If you have not, your Restricted Stock will be forfeited. If you have, as soon as administratively practicable after [Vesting Date], these common shares will be distributed to you, free of any restrictions. Your Restricted Stock will be held in escrow until it is settled or forfeited. The restrictions imposed on your Restricted Stock normally will be met if you are actively employed by the Company or any Affiliate or Subsidiary (as defined in the Plan) on [Vesting Date] and all other conditions described in this Award Agreement, the Plan and the Prospectus, as supplemented, are met. Tax Treatment of Your Restricted Stock The federal income tax treatment of your Restricted Stock is discussed in the Plan’s Prospectus, as supplemented. ***** General Terms and Conditions You Will Forfeit Your Restricted Stock if Your Employment Ends Normally, your Restricted Stock will be settled on [Vesting Date]. However, the unvested portion of your Restricted Stock will be forfeited if you terminate employment before [Vesting Date]. You May Forfeit Your Restricted Stock if You Engage in Conduct That is Harmful to the Company (or any Affiliate or Subsidiary) You also will forfeit any outstanding Restricted Stock and must return to the Company all common shares and other amounts you have received through the Plan if, without our consent, you do any of the following within 180 days before and 730 days after terminating employment: [a] You serve (or agree to serve) as an officer, director, consultant or employee of any proprietorship, partnership, corporation or other entity or become the owner of a business or a member of a partnership that competes with any portion of the Company’s (or any Affiliate’s or Subsidiary’s) business with which you have been involved any time within five years before termination of employment or render any service (including, without limitation, advertising or business consulting) to entities that compete with any portion of the Company’s (or any Affiliate’s or Subsidiary’s) business with whi...
Shares of Restricted Stock granted to Participants under the Plan shall be subject to the following terms and conditions:
Shares of Restricted Stock. If you satisfy the conditions described in this Award Agreement, the Plan and the Prospectus, the restrictions imposed on your Restricted Stock will be removed and you will own the underlying common shares. You also must arrange to pay any taxes due on settlement. When Your Restricted Stock Will Be Settled Normally, on [Vesting Date], the Committee (as defined in the Plan) will ascertain if you have satisfied the conditions imposed on your Restricted Stock. If you have not, your Restricted Stock will be forfeited. If you have, as soon as administratively practicable after [Vesting Date], these common shares will be distributed to you, free of any restrictions. Your Restricted Stock will be held in escrow until it is settled or forfeited. The restrictions imposed on your Restricted Stock normally will be met if you are actively engaged to perform services for the Company or any Affiliate or Subsidiary (as defined in the Plan) on [Vesting Date] and all other conditions described in this Award Agreement, the Plan and the Prospectus are met. Tax Treatment of Your Restricted Stock The federal income tax treatment of your Restricted Stock is discussed in the Plan’s Prospectus. ***** General Terms and Conditions
Shares of Restricted Stock. You shall be entitled to receive all dividends payable with respect to any Shares of Restricted Stock issued in respect of Stock Units that vest if and to the extent dividends are paid on outstanding Shares, provided the applicable record date for the dividend occurs on or after the date the Restricted Stock is issued to you. Any such dividends shall be paid at the same time other stockholders of the Company receive the dividend.
Shares of Restricted Stock. [ ] ----------------------------------------- -------------------------------- SCHEDULED NUMBER OF SHARES VESTING DATES ("SHARES") ----------------------------------------- -------------------------------- ----------------------------------------- -------------------------------- August 22, 2004 (or if the common stock price closes at or above $4.25, whichever occurs first) ----------------------------------------- -------------------------------- ----------------------------------------- -------------------------------- August 22, 2005 (or if the common stock price closes at or above $5.10, whichever occurs first) ----------------------------------------- -------------------------------- Your signature below indicates your agreement and understanding that this grant is subject to all of the terms and conditions contained in this Agreement and the Plan. For example, important additional information on vesting and forfeiture of the Shares covered by this grant is contained in Paragraphs 3 and 4 of Appendix A. PLEASE BE SURE TO READ ALL OF APPENDIX A WHICH CONTAINS THE SPECIFIC TERMS AND CONDITIONS OF THIS AGREEMENT. YOU AGREE TO EXECUTE THIS AGREEMENT AS A CONDITION TO RECEIVING ANY SHARES. MILLENNIUM CELL INC. HOLDER By: _______________________________ ______________________________ Name: Name: Title: APPENDIX A TERMS AND CONDITIONS OF RESTRICTED STOCK
Shares of Restricted Stock which have not been released from the Repurchase Right pursuant to subsection (a) are referred to herein as "Unvested Shares."
Shares of Restricted Stock. The Company hereby grants to the Grantee the shares of Common Stock (the “Shares”) set forth in the Notice of Grant of Restricted Stock.
Shares of Restricted Stock. The Restricted Stock shall be fully paid and nonassessable and shall be represented by a certificate registered in the name of the Grantee and bearing a legend referring to the restrictions hereinafter set forth.
Shares of Restricted Stock are not subject to Section 409A of the Internal Revenue Code of 1986, as amended ("Section 409A"). Notwithstanding the forgoing or any provision of the Plan or this Award Agreement, if any provision of this Award Agreement or the Plan contravenes Section 409A or could cause the Participant to incur any tax, interest or penalties under Section 409A, the Committee may, in its sole discretion and without the Participant's consent, modify such provision to (i) comply with, or avoid being subject to, Section 409A, or to avoid the incurrence of any taxes, interest and penalties under Section 409A, and/or (ii) maintain, to the maximum extent practicable, the original intent and economic benefit to the Participant of the applicable provision without materially increasing the cost to the Company or contravening the provisions of Section 409A. This Section I(4) does not create an obligation on the part of the Company to modify the Plan or this Award Agreement and does not guarantee that the Restricted Shares will not be subject to taxes, interest and penalties under Section 409A.
Shares of Restricted Stock. With respect to 366,667 shares of the Restricted Stock, the risk of forfeiture shall terminate on September 11, 2013. With respect to the balance of 183,333 shares of Restricted Stock:
