Common use of Escrow and Delivery of Shares Clause in Contracts

Escrow and Delivery of Shares. 4.1 Certificates representing the shares of Restricted Stock shall be issued and held by the Company in escrow and shall remain in the custody of the Company until the earlier of (i) the final Lapse Date (May 15, 2011) or (ii) the date of the Executive’s termination of employment with respect to shares of Restricted Stock that would vest on such date pursuant to the terms of the Employment Agreement (the earlier of (i) and (ii), the “Release Date”); provided, that in connection with any Lapse Date, the Company shall deliver to the Executive a sufficient number of shares that have become vested on such Lapse Date with a value equal to the Withholding Tax requirements, if any (but in no event more than 45% of such vested shares) (the “Withholding Shares”). As soon as practicable after the Release Date, the shares of Restricted Stock that have become vested pursuant to Section 3 hereof that have not previously been delivered to the Executive shall be delivered to the Executive or the Executive’s estate, subject to the delivery of any documents which the Company in its discretion may require as a condition to the issuance of shares, and so long as the Executive has satisfied all applicable Withholding Tax requirements with respect to the Restricted Stock.

Escrow and Delivery of Shares. 4.1 Certificates representing the shares of Restricted Stock shall be issued and held by the Company in escrow and shall remain in the custody of the Company until the earlier earliest of (i) the final Lapse Date (May 15April 30, 20112009), (xx) or xxx xxxx xx xxx Xxecutive's termination of employment with the Company and its Affiliates (iiother than by resignation) and (iii) the date of the Executive’s termination of employment with respect to shares of Restricted Stock that would vest on such date pursuant to the terms vesting of the Employment Agreement shares upon an Acceleration Event as provided herein (the earlier earliest of (i), (ii) and (iiiii), the “"Release Date”"); provided, that in connection with any Lapse Date, the Company shall deliver to the Executive a sufficient number of shares that have become vested on such Lapse Date with a value equal to the Withholding Tax requirements, if any (but in no event more than 45% of such vested shares) (the “"Withholding Shares”"). As soon as practicable after the Release Date, the shares of Restricted Stock that have become vested pursuant to Section 3 hereof that have not previously been delivered to the Executive shall be delivered to the Executive or the Executive’s 's estate, subject to the delivery of any documents which the Company in its discretion may require as a condition to the issuance of shares, and so long as the Executive has satisfied all applicable Withholding Tax requirements with respect to the Restricted Stock.

Escrow and Delivery of Shares. 4.1 Certificates representing the shares of Restricted Stock shall be issued and held by the Company in escrow and shall remain in the custody of the Company until the earlier earliest of (i) the final Lapse Date (May 15April 30, 2011) or 2009, (ii) the date of the Executive’s termination of employment with respect to shares the Company and its Affiliates (other than by resignation) and (iii) the date of Restricted Stock that would vest on such date pursuant to the terms vesting of the Employment Agreement shares upon an Acceleration Event as provided herein (the earlier earliest of (i), (ii) and (iiiii), the “Release Date”); provided, that in connection with any Lapse Date, the Company shall deliver to the Executive a sufficient number of shares that have become vested on such Lapse Date with a value equal to the Withholding Tax requirements, if any (but in no event more than 45% of such vested shares) (the “Withholding Shares”). As soon as practicable after the Release Date, the shares of Restricted Stock that have become vested pursuant to Section 3 hereof that have not previously been delivered to the Executive shall be delivered to the Executive or the Executive’s estate, subject to the delivery of any documents which the Company in its discretion may require as a condition to the issuance of shares, and so long as the Executive has satisfied all applicable Withholding Tax requirements with respect to the Restricted Stock.