Common use of Forfeiture; Transfer Restrictions Clause in Contracts

Forfeiture; Transfer Restrictions. (a) All Performance Shares that do not vest pursuant to Section 4, as well as any Unvested Dividends relating to the Performance Shares that do not vest, shall be forfeited, effective as of the date of the Certification. (b) If the Recipient’s employment with the Company terminates for any reason whatsoever prior to the date on which the Certification is made, then, effective upon the date of such termination, all of the Performance Shares, as well as any Unvested Dividends relating thereto, shall be forfeited. (c) Neither the Performance Shares, nor the Recipient’s interest in any of the Performance Shares or Unvested Dividends, may be encumbered, sold, assigned, transferred, pledged or otherwise disposed of at any time prior to the date of the Certification. In the event any such action is taken, all of the Performance Shares evidenced by this Agreement, as well as any Unvested Dividends relating thereto, shall thereupon automatically be forfeited, effective as of the date of such event. (d) All forfeited Shares shall be delivered promptly to Lydall by the Administrative Agent, and Lydall shall direct the transfer agent and registrar of the Common Stock to make appropriate entries upon its or their records. (e) The Plan Administrator shall make all determinations as to whether an event has occurred resulting in the forfeiture of Performance Shares and any related Unvested Dividends, and all such determinations of the Plan Administrator shall be final and conclusive. (f) The Performance Shares shall be subject to the forfeiture and recoupment provisions of Section 10(a) of the Plan.

Appears in 5 contracts

Samples: Performance Share Award Agreement (Lydall Inc /De/), Performance Share Award Agreement (Lydall Inc /De/), Performance Share Award Agreement (Lydall Inc /De/)

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Forfeiture; Transfer Restrictions. (a) All Performance Shares that do not vest pursuant to Section 4, as well as any Unvested Dividends relating to the Performance Shares that do not vest, shall be forfeited, effective as of the date of the Certification. (b) If the Recipient’s employment with the Company terminates for any reason whatsoever prior to the date on which the Certification is made, then, effective upon the date of such termination, all of the Performance Shares, as well as any Unvested Dividends relating thereto, shall be forfeited. (c) Neither the Performance Shares, nor the Recipient’s interest in any of the Performance Shares or Unvested Dividends, may be encumbered, sold, assigned, transferred, pledged or otherwise disposed of at any time prior to the date of the Certification. In the event any such action is taken, all of the Performance Shares evidenced by this Agreement, as well as any Unvested Dividends relating thereto, shall thereupon automatically be forfeited, effective as of the date of such event. (d) All forfeited Performance Shares shall be delivered promptly to Lydall by the Administrative Agent, and Lydall shall direct the transfer agent and registrar of the Common Stock to make appropriate entries upon its or their records. (e) The Plan Administrator shall make all determinations as to whether an event has occurred resulting in the forfeiture of Performance Shares and any related Unvested Dividends, and all such determinations of the Plan Administrator shall be final and conclusive. (f) The Performance Shares shall be subject to the forfeiture and recoupment provisions of Section 10(a) of the Plan.

Appears in 2 contracts

Samples: Performance Share Award Agreement (Lydall Inc /De/), Performance Share Award Agreement (Lydall Inc /De/)

Forfeiture; Transfer Restrictions. (a) All Performance Shares that do not vest pursuant to Section 4, as well as any Unvested Dividends relating to the Performance Shares that do not vest, shall be forfeited, effective as of the date of the Certification. (b) If the Recipient’s employment with the Company terminates for any reason whatsoever prior to during the date on which the Certification is madeRestriction Period, then, effective upon the date of such termination, all of the Performance non-vested Restricted Shares, as well as any Unvested Dividends relating thereto, shall be forfeited. (cb) Neither the Performance Restricted Shares, nor the Recipient’s interest in any of the Performance Restricted Shares or Unvested Dividends, may be encumbered, sold, assigned, transferred, pledged or otherwise disposed of at any time prior to the date end of the CertificationRestriction Period. In the event any such action is taken, all of the Performance Restricted Shares evidenced by this Agreement, as well as any Unvested Dividends relating thereto, shall thereupon automatically be forfeited, effective as of the date of such event. (dc) All forfeited Shares shall be delivered promptly to Lydall by the Administrative Agent, and Lydall shall direct the transfer agent and registrar of the Common Stock to make appropriate entries upon its or their records. (ed) The Plan Administrator shall make all determinations as to whether an event has occurred resulting in the forfeiture of Performance Restricted Shares and any related Unvested Dividends, and all such determinations of the Plan Administrator shall be final and conclusive. (fe) The Performance Restricted Shares shall be subject to the forfeiture and recoupment provisions of Section 10(a) of the Plan.

Appears in 1 contract

Samples: Restricted Share Award Agreement (Lydall Inc /De/)

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Forfeiture; Transfer Restrictions. (a) All Performance Shares that do not vest pursuant to Section 4, as well as any Unvested Dividends relating to the Performance Shares that do not vest, shall be forfeited, effective as of the date of the Certification. (b) If the Recipient’s employment service with the Company terminates for any reason whatsoever prior to during the date on which the Certification is madeRestriction Period, then, effective upon the date of such termination, all of the Performance non-vested Restricted Shares, as well as any Unvested Dividends relating thereto, shall be forfeited. (cb) Neither the Performance Restricted Shares, nor the Recipient’s interest in any of the Performance Restricted Shares or Unvested Dividends, may be encumbered, sold, assigned, transferred, pledged or otherwise disposed of at any time prior to the date end of the CertificationRestriction Period. In the event any such action is taken, all of the Performance Restricted Shares evidenced by this Agreement, as well as any Unvested Dividends relating thereto, shall thereupon automatically be forfeited, effective as of the date of such event. (dc) All forfeited Shares shall be delivered promptly to Lydall by the Administrative Agent, and Lydall shall direct the transfer agent and registrar of the Common Stock to make appropriate entries upon its or their records. (ed) The Plan Administrator shall make all determinations as to whether an event has occurred resulting in the forfeiture of Performance Restricted Shares and any related Unvested Dividends, and all such determinations of the Plan Administrator shall be final and conclusive. (fe) The Performance Restricted Shares shall be subject to the forfeiture and recoupment provisions of Section 10(a) of the Plan.

Appears in 1 contract

Samples: Restricted Share Award Agreement (Lydall Inc /De/)

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