Forfeiture Risk. If the undersigned ceases to be employed by the Company and its subsidiaries because of death or disability or for any reason other than as specified in Section 5 above, any then outstanding and unvested Shares acquired by the undersigned hereunder shall be automatically and immediately forfeited. With respect to any Shares that are forfeited under this Section 6, the undersigned hereby (i) appoints the Company as the attorney-in-fact of the undersigned to take such actions as may be necessary or appropriate to effectuate a transfer of the record ownership of any such shares that are unvested and forfeited hereunder, (ii) agrees to deliver to the Company, as a precondition to the issuance of any certificate or certificates with respect to unvested Shares hereunder, one or more stock powers, endorsed in blank, with respect to such Xxxxxx, and (iii) agrees to sign such other powers and take such other actions as the Company may reasonably request to accomplish the transfer or forfeiture of any unvested Shares that are forfeited hereunder.
Appears in 4 contracts
Samples: Restricted Stock Award Agreement (Combinatorx, Inc), Restricted Stock Award Agreement (Combinatorx, Inc), Restricted Stock Award Agreement (Combinatorx, Inc)
Forfeiture Risk. If the undersigned ceases to be employed by the Company and its subsidiaries because of death or disability or for any reason other than as specified in Section 5 or 6 above, any then outstanding and unvested Shares acquired by the undersigned hereunder shall be automatically and immediately forfeited. With respect to any Shares that are forfeited under this Section 67 or Section 5 above, the undersigned hereby (i) appoints the Company as the attorney-in-fact of the undersigned to take such actions as may be necessary or appropriate to effectuate a transfer of the record ownership of any such shares that are unvested and forfeited hereunder, (ii) agrees to deliver to the Company, as a precondition to the issuance of any certificate or certificates with respect to unvested Shares hereunder, one or more stock powers, endorsed in blank, with respect to such XxxxxxShares, and (iii) agrees to sign such other powers and take such other actions as the Company may reasonably request to accomplish the transfer or forfeiture of any unvested Shares that are forfeited hereunder.
Appears in 4 contracts
Samples: Restricted Stock Award Agreement (Combinatorx, Inc), Restricted Stock Award Agreement (Combinatorx, Inc), Restricted Stock Award Agreement (Combinatorx, Inc)
Forfeiture Risk. If the undersigned ceases to be employed by the Company and its subsidiaries because of death or disability or for any reason other than as specified in Section 5 or 6 above, any then outstanding and unvested Shares acquired by the undersigned hereunder shall be automatically and immediately forfeited. With respect to any Shares that are forfeited under this Section 67 or Section 5 above, the undersigned hereby (i) appoints the Company as the attorney-in-fact of the undersigned to take such actions as may be necessary or appropriate to effectuate a transfer of the record ownership of any such shares that are unvested and forfeited hereunder, (ii) agrees to deliver to the Company, as a precondition to the issuance of any certificate or certificates with respect to unvested Shares hereunder, one or more stock powers, endorsed in blank, with respect to such XxxxxxShares, and (iii) agrees to sign such other powers and take such other actions as the Company may reasonably request to accomplish the transfer or forfeiture of any unvested Shares that are forfeited hereunder.
Appears in 4 contracts
Samples: Restricted Stock Award Agreement (Sirtris Pharmaceuticals, Inc.), Restricted Stock Award Agreement (Sirtris Pharmaceuticals, Inc.), Restricted Stock Award Agreement (Sirtris Pharmaceuticals, Inc.)
Forfeiture Risk. If the undersigned ceases to be employed by Grantee’s Employment with the Company and its subsidiaries because of death or disability or ceases for any reason reason, other than as specified in Section 5 abovedeath, Disability, termination of employment by the Company without Cause, or resignation by Grantee for Good Reason, then any then and all outstanding and unvested Shares acquired by the undersigned Grantee hereunder shall be automatically and immediately forfeited. With respect to any Shares that are forfeited under this Section 6, the undersigned The Grantee hereby (i) appoints the Company as the attorney-in-fact of the undersigned Grantee to take such actions as may be necessary or appropriate to effectuate a transfer of the record ownership of any such shares Shares that are unvested and forfeited hereunder, (ii) agrees to deliver to the Company, as a precondition to the issuance of any certificate or certificates with respect to unvested Shares hereunder, one or more stock powers, endorsed in blank, with respect to such XxxxxxShares, and (iii) agrees to sign such other powers and take such other actions as the Company may reasonably request to accomplish the transfer or forfeiture of any unvested Shares that are forfeited hereunder.
Appears in 2 contracts
Samples: Senior Executive Restricted Stock Award Agreement, Stockholders Agreement (C C Media Holdings Inc)
Forfeiture Risk. If the undersigned ceases to be employed by Grantee’s Employment with the Company and its subsidiaries because of death or disability or ceases for any reason reason, other than as specified in Section 5 abovedeath, Disability, termination of employment by the Company without Cause, or resignation by Grantee for Good Reason, then any then and all outstanding and unvested Shares acquired by the undersigned Grantee hereunder shall be automatically and immediately forfeited. With respect to any Shares that are forfeited under this Section 6, the undersigned The Grantee hereby (i) appoints the Company as the attorney-in-fact of the undersigned Grantee to take such actions as may be necessary or appropriate to effectuate a transfer of the record ownership of any such shares that are unvested and forfeited hereunder, (ii) agrees to deliver to the Company, as a precondition to the issuance of any certificate or certificates with respect to unvested Shares hereunder, one or more stock powers, endorsed in blank, with respect to such XxxxxxShares, and (iii) agrees to sign such other powers and take such other actions as the Company may reasonably request to accomplish the transfer or forfeiture of any unvested Shares that are forfeited hereunder.
Appears in 2 contracts
Samples: Merger Agreement (C C Media Holdings Inc), Merger Agreement (BT Triple Crown Capital Holdings III, Inc.)
Forfeiture Risk. If the undersigned ceases to be employed by Grantee’s Employment with the Company and its subsidiaries because of death or disability or ceases for any reason reason, including death, then (subject to any contrary provision of this Agreement or any other than as specified in Section 5 above, written agreement between the Company and the Grantee with respect to vesting and termination of Shares granted under the Plan) any then and all outstanding and unvested Shares acquired by the undersigned Grantee hereunder shall be automatically and immediately forfeited. With respect to any Shares that are forfeited under this Section 6, the undersigned The Grantee hereby (i) appoints the Company as the attorney-in-fact of the undersigned Grantee to take such actions as may be necessary or appropriate to effectuate a transfer of the record ownership of any such shares that are unvested and forfeited hereunder, (ii) agrees to deliver to the Company, as a precondition to the issuance of any certificate or certificates with respect to unvested Shares hereunder, one or more stock powers, endorsed in blank, with respect to such XxxxxxShares, and (iii) agrees to sign such other powers and take such other actions as the Company may reasonably request to accomplish the transfer or forfeiture of any unvested Shares that are forfeited hereunder.
Appears in 1 contract
Samples: Restricted Stock Award and Special Bonus Agreement (West Corp)
Forfeiture Risk. If the undersigned ceases to be employed by serve as a consultant to the Company and its subsidiaries because of death or disability or for any reason other than as specified in Section 5 abovesubsidiaries, any then outstanding and unvested Shares acquired by the undersigned hereunder shall be automatically and immediately forfeited. With respect to any Shares that are forfeited under this Section 65, the undersigned hereby (i) appoints the Company as the attorney-in-fact of the undersigned to take such actions as may be necessary or appropriate to effectuate a transfer of the record ownership of any such shares that are unvested and forfeited hereunder, (ii) agrees to deliver to the Company, as a precondition to the issuance of any certificate or certificates with respect to unvested Shares hereunder, one or more stock powers, endorsed in blank, with respect to such XxxxxxShares, and (iii) agrees to sign such other powers and take such other actions as the Company may reasonably request to accomplish the transfer or forfeiture of any unvested Shares that are forfeited hereunder.
Appears in 1 contract
Samples: Restricted Stock Award Agreement (Sirtris Pharmaceuticals, Inc.)
Forfeiture Risk. If the undersigned ceases to be employed by the Company and its subsidiaries because of death or disability or for any reason other than as specified in Section 5 above, any then outstanding and unvested Shares acquired by the undersigned hereunder shall be automatically and immediately forfeited. With respect to any Shares that are forfeited under this Section 67 or Section 5 above, the undersigned hereby (i) appoints the Company as the attorney-in-fact of the undersigned to take such actions as may be necessary or appropriate to effectuate a transfer of the record ownership of any such shares that are unvested and forfeited hereunder, (ii) agrees to deliver to the Company, as a precondition to the issuance of any certificate or certificates with respect to unvested Shares hereunder, one or more stock powers, endorsed in blank, with respect to such XxxxxxShares, and (iii) agrees to sign such other powers and take such other actions as the Company may reasonably request to accomplish the transfer or forfeiture of any unvested Shares that are forfeited hereunder.
Appears in 1 contract
Samples: Restricted Stock Award Agreement (Combinatorx, Inc)
Forfeiture Risk. If the undersigned ceases to be employed engaged (as an employee or consultant) by the Company and its subsidiaries because of death or disability or for any reason other than as specified in Section 5 abovereason, including death, any then outstanding and unvested Shares acquired by the undersigned hereunder shall be automatically and immediately forfeited. With respect to any Shares that are forfeited under this Section 6For the avoidance of doubt, the conversion of the undersigned from the status of an employee to that of a consultant would not trigger forfeiture hereunder. The undersigned hereby (i) appoints the Company as the attorney-in-fact of the undersigned to take such actions as may be necessary or appropriate to effectuate a transfer of the record ownership of any such shares that are unvested and forfeited hereunder, (ii) agrees to deliver to the Company, as a precondition to the issuance of any certificate or certificates with respect to unvested Shares hereunder, one or more stock powers, endorsed in blank, with respect to such XxxxxxShares, and (iii) agrees to sign such other powers and take such other actions as the Company may reasonably request to accomplish the transfer or forfeiture of any unvested Shares that are forfeited hereunder.
Appears in 1 contract
Samples: Restricted Stock Award Agreement (Antigenics Inc /De/)
Forfeiture Risk. If the undersigned ceases to be employed by the Company and its subsidiaries because of death or disability or for any reason other than as specified in Section 5 above, any then outstanding and unvested Shares acquired by the undersigned hereunder shall be automatically and immediately forfeited. With respect to any Shares that are forfeited under this Section 6, the undersigned hereby (i) appoints the Company as the attorney-in-fact of the undersigned to take such actions as may be necessary or appropriate to effectuate a transfer of the record ownership of any such shares that are unvested and forfeited hereunder, (ii) agrees to deliver to the Company, as a precondition to the issuance of any certificate or certificates with respect to unvested Shares hereunder, one or more stock powers, endorsed in blank, with respect to such XxxxxxSxxxxx, and (iii) agrees to sign such other powers and take such other actions as the Company may reasonably request to accomplish the transfer or forfeiture of any unvested Shares that are forfeited hereunder.
Appears in 1 contract
Samples: Restricted Stock Award Agreement (Combinatorx, Inc)