Status of Restricted Stock Sample Clauses

Status of Restricted Stock. Grantee agrees that he will not sell or otherwise dispose of the Restricted Stock in any manner which would constitute a violation of any applicable federal or state securities laws.

Status of Restricted Stock. The Restricted Stock is intended to constitute property that is subject to a substantial risk of forfeiture during the Restricted Period, and subject to federal income tax in accordance with section 83 of the Internal Revenue Code of 1986, as amended (the “Code”). Section 83 generally provides that Grantee will recognize compensation income with respect to each installment of the Restricted Stock on the date such installment ceases to be subject to a substantial risk of forfeiture in an amount equal to the then fair market value of the shares for which restrictions have lapsed. Alternatively, Grantee may elect, pursuant to Section 83(b) of the Code, to recognize compensation income for all or any part of the Restricted Stock at the Date of Grant in an amount equal to the fair market value of the Restricted Stock subject to the election on the Date of Grant. Such election must be made within 30 days of the Date of Grant and Grantee shall immediately notify the Company if such an election is made. Grantee should consult his or her tax advisors to determine whether a Section 83(b) election is appropriate.

Status of Restricted Stock. The Restricted Stock is intended to constitute property that is subject to a substantial risk of forfeiture during the Restricted Period and subject to federal income tax in accordance with section 83 of the Internal Revenue Code of 1986, as amended (the “Code”). Section 83 generally provides that Grantee will recognize compensation income with respect to each installment of the Restricted Stock on such installment’s Vesting Date in an amount equal to the then fair market value of the shares for which restrictions have lapsed. Alternatively, Grantee may elect, pursuant to Section 83(b) of the Code, to recognize compensation income for all or any part of the Restricted Stock at the Date of Grant in an amount equal to the fair market value of the Restricted Stock subject to the election on the Date of Grant. Such election must be made within 30 days of the Date of Grant and Grantee shall immediately notify the Company if such an election is made. Grantee should consult his or her tax advisors to determine whether a Section 83(b) election is appropriate.

Status of Restricted Stock. The Non-Employee Director agrees that the Restricted Stock will not be sold or otherwise disposed of in any manner, which would constitute a violation of any applicable federal or state securities laws. Non-Employee Director also agrees (i) that the certificates representing the Restricted Stock may bear such legend or legends as the Company deems appropriate in order to assure compliance with applicable securities laws, (ii) that the Company may refuse to register the transfer of the Restricted Stock on the stock transfer records of the Company if such proposed transfer would be in the opinion of counsel satisfactory to the Company constitute a violation of any applicable securities law and (iii) that the Company may give related instructions to its transfer agent, if any, to stop registration of the transfer of the Restricted Stock.

Status of Restricted Stock. The shares of the Company's common stock which are the subject of the Restricted Stock have been registered with the Securities and Exchange Commission (the "SEC") under the Securities Act of 1933, as amended. If the participant is an officer or director subject to the reporting requirements of the Securities and Exchange Act of 1934, the participants Restricted Stock may only be sold in compliance with Rule 144 promulgated by the SEC. Please contact the Company's Human Resources Department regarding the transferability of the Restricted Stock. Please acknowledge your agreement to participate in the Plan and this Agreement and to abide by all of the governing terms and provisions by signing the following representation: AGREEMENT TO PARTICIPATE By signing a copy of this Agreement and returning it to the Human Resources Department of the Company, I acknowledge that I have read the Plan and this Agreement, and that I fully understand all of my rights under the Plan, as well as all of the terms and conditions which may limit my eligibility to receive Restricted Stock. Without limiting the generality of the preceding sentence, I understand that my right to acquire Restricted Stock is conditioned upon my continued employment with the Company. PARTICIPANT:

Status of Restricted Stock. (a) This grant of Restricted Stock is intended to be an employment inducement award made in accordance with NASDAQ Listing Rule 5635(c)(4) and is not intended to be an award made under any stock incentive plan adopted by the Company, including the Company’s 2006 Employee, Director and Consultant Stock Plan (the “Plan”). Notwithstanding the preceding sentence, this award of Restricted Stock shall be construed as if this award of Restricted Stock had been granted under the Plan in accordance with and consistent with, and subject to, the provisions of the Plan, a copy of which has been made available to the Executive, and the terms of which are incorporated into this Agreement, except as otherwise specifically stated herein. (b) The Executive agrees to be bound by the terms and conditions of this Agreement and any future amendments that are made in accordance with the amendment provisions of the Plan. Notwithstanding anything herein to the contrary, for the avoidance of doubt, in the event of any inconsistency between the Plan and this Agreement, the provisions of this Agreement shall govern, and in the event of any inconsistency between (i) this Agreement and/or the Plan and (ii) the Employment Agreement, the provisions of the Employment Agreement shall govern. Capitalized terms used in this Agreement that are not defined in this Agreement have the meanings as used or defined in the Plan. References in this Agreement to any specific Plan provision or Employment Agreement provision will not be construed as limiting the applicability of any other Plan or Employment Agreement provision provision.