Unvested Restricted Stock. As of the date of this letter, I have been granted [___] shares of restricted stock (“Restricted Stock”) under the SFFS 2004 Incentive Stock Benefit Plan that have not yet vested. The Restricted Stock will continue to vest in accordance with its terms (including any acceleration provisions occasioned by the transactions contemplated by the Merger Agreement) and will be exchanged for the Merger Consideration on the terms and in the manner provided in the Merger Agreement.
Unvested Restricted Stock. The Company shall use its reasonable best efforts to cause each holder of shares of restricted Company Common Shares ("Restricted Stock") which are outstanding immediately prior to the Effective Time pursuant to any Company Stock Plan which shall not be or shall not become vested at the Effective Time ("Unvested Restricted Stock") to enter into a restricted stock exchange agreement ("Restricted Stock Exchange Agreement"), pursuant to which such Unvested Restricted Stock shall be cancelled in exchange for the number of shares of Parent Common Stock, decreased to the nearest whole share, having an aggregate market value at the Effective Time equal to the value of such Unvested Restricted Stock, as determined pursuant to the terms of such Restricted Stock Exchange Agreement. Parent shall pay cash to the holders of Unvested Restricted Stock in lieu of issuing fractional shares of Parent Common Stock unless, in the reasonable judgment of Parent based upon the advice of its independent public accountants, such payment would adversely affect the ability to account for the Merger as a pooling of interests in accordance with generally accepted accounting principles. Parent shall register under the Securities Act on an appropriate form all shares of Parent Common Stock issuable pursuant to the Restricted Stock Exchange Agreements.
Unvested Restricted Stock. As of the termination of Executive's employment with the Company on the Termination Date, any remaining awarded and unvested restricted stock, unvested mutual fund units or any other unvested incentive compensation of any kind, will be forfeited under the terms of the governing award.
Unvested Restricted Stock. Except as provided in Section 2 above, all unvested shares of restricted common stock of the Company held by Executive as of the Resignation Date shall be forfeited on the Resignation Date.
Unvested Restricted Stock. Pursuant to the Merger Agreement, at the Effective Time, any repurchase rights of DICE or other similar restrictions on unvested Shares of Restricted Stock shall lapse in full and will be of no further force or effect, and all unvested shares of Restricted Stock that are not validly tendered and accepted in the Offer will be fully vested as of the Effective Time and, as a result of the Merger, will be entitled to receive the Merger Consideration less any applicable tax withholding.
