Common use of Custody and Delivery of Shares Clause in Contracts

Custody and Delivery of Shares. Shares subject to this Award (and any related property received under Section 1 hereof) shall be issued in street name to an account of the Company and held in such account until the Shares have vested under Section 3 hereof. Participant may not receive or take possession of any unvested Shares subject to this Award, either through physical share certificates or through book-entry accounts held by, or in the name of, Participant. The Company may commingle the unvested Shares subject to this Award with other shares of restricted stock or other equity awards granted to other employees under the Plan. The Company shall not allow any transfers of unvested Shares subject to this Award from its account, other than transfers to another account of the Company. The Company may hold unvested Shares subject to this Award at any financial institution or other custodian that it from time to time chooses, in its sole discretion, and shall not be responsible to Participant for any losses or damages resulting from the choice of, or actions or omissions of, any financial institution or other custodian that holds unvested Shares on behalf of the Company. The Company shall deliver Shares subject to this Award that have vested pursuant to Section 3 below to Participant through book entry transfer to an account in Participant’s name at a financial institution, which may, but is not required to be, the institution or other custodian that holds the unvested Shares on behalf of the Company. Share certificates representing vested Shares shall not be issued by the Company until such Shares have been delivered to Participant’s account as specified above. Participant hereby authorizes the Company, and any financial institution or other custodian at which the Company establishes an account in which the Shares subject to this Award are held, to hold all unvested shares as discussed above, to transfer any vested shares to Participant’s account as discussed above and to transfer to the Company and cancel any Shares subject to this Award that are forfeited pursuant to Section 3 below. The Company shall pay all original issue or transfer taxes and all fees and expenses incident to the delivery of any Shares hereunder; provided that the Company shall not pay the expenses related to any sale of vested Shares subject to this Award, regardless of whether such sale is made to satisfy expenses or withholding or other taxes.

Appears in 3 contracts

Samples: Restricted Stock Award Agreement (Legg Mason Inc), Restricted Stock Award Agreement (Legg Mason Inc), Restricted Stock Award Agreement (Legg Mason Inc)

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Custody and Delivery of Shares. Shares subject to this Award (and any related property received under Section 1 hereof) shall will be issued in street name to an account of the Company and held in such account until the Shares have vested under Section 3 hereof. Participant may not receive or take possession of any unvested Shares subject to this Award, either through physical share certificates or through book-entry accounts held by, or in the name of, Participant. The Company may commingle the unvested Shares subject to this Award with other shares of restricted stock or other equity awards granted to other employees under the Plan. The Company shall will not allow any transfers of unvested Shares subject to this Award from its account, other than transfers to another account of the Company. The Company may hold unvested Shares subject to this Award at any financial institution or other custodian that it from time to time chooses, in its sole discretion, and shall will not be responsible to Participant for any losses or damages resulting from the choice of, or actions or omissions of, any financial institution or other custodian that holds unvested Shares on behalf of the Company. The Company shall will deliver Shares subject to this Award that have vested pursuant to Section 3 below to Participant through book entry transfer to an account in Participant’s 's name at a the financial institution, which may, but is not required to be, the institution or other custodian that holds the unvested Shares on behalf of the Company. Share certificates representing vested Shares shall will not be issued by the Company until such Shares have been delivered to Participant’s 's account as specified above. Participant hereby authorizes the Company, and any financial institution or other custodian at which the Company establishes an account in which the Shares subject to this Award are held, to hold all unvested shares as discussed above, to transfer any vested shares to Participant’s 's account as discussed above and to transfer to the Company and cancel any Shares subject to this Award that are forfeited pursuant to Section 3 below. The Company shall will pay all original issue or transfer taxes and all fees and expenses incident to the delivery of any Shares hereunder; provided that the Company shall will not pay the expenses related to any sale of vested Shares subject to this Award, regardless of whether such sale is made to satisfy expenses or withholding or other taxes.

Appears in 1 contract

Samples: Restricted Stock Agreement (Legg Mason Inc)

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