Restricted Stock Agreements. The Release shall also contain, at a minimum, the following language: The Executive acknowledges that he has been given twenty-one (21) days to consider the terms of this Release and that the Company advised him to consult with an attorney of his own choosing prior to signing this Release. The Executive may revoke this Release for a period of seven (7) days after the execution of the Release and the Release shall not be effective or enforceable until the expiration of this seven (7) day revocation period. At the same time, the Company shall execute and deliver a Release to the Executive as follows: The Company hereby fully, forever, irrevocably and unconditionally releases, remises and discharges the Executive from any and all claims which it ever had or now has against the Executive, other than for intentional harmful acts.
Restricted Stock Agreements. Upon the execution and delivery by the Company, on the one hand, and each of the executives of the Company listed on Section 5.1.34 of the Company Disclosure Letter, on the other hand, of an agreement substantially in the form set forth in Section 5.1.34 of the Company Disclosure Letter (individually, a “Restricted Stock Agreement”, and collectively, the “Restricted Stock Agreements”), as contemplated by Section 7.21 hereof, each such Restricted Stock Agreement will be duly and validly executed and delivered by each party thereto and will constitute a legal, valid and binding obligation of each party thereto, enforceable against each party thereto in accordance with its terms, except as may be limited by bankruptcy, insolvency, moratorium or other similar laws effecting or relating to enforcement of creditors’ rights generally or by general principles of equity. When so executed and delivered, the Restricted Stock Agreements will eliminate certain restricted stock awards in an aggregate amount of $7,395,050 which would otherwise be payable to the executives of the Company listed on Section 5.1.34 of the Company Disclosure Letter if the Merger is consummated.”
Restricted Stock Agreements. The Company shall use reasonable best efforts to cause each Restricted Stock Agreement to be duly and validly executed by the Company and the relevant executive of the Company listed on Section 5.1.34 of the Company Disclosure Letter as promptly as practicable. The Company shall deliver a copy of each executed Restricted Stock Agreement to AFI promptly after its execution.”
7. Amendment to Section 8.3(f). Section 8.3(f) of the Merger Agreement is hereby amended and restated to read in its entirety as follows:
Restricted Stock Agreements. All Awards (Options and Restricted Stock) issued under the Plan which have not fully vested (i.e., continue to have restrictions that have not lapsed) shall automatically fully vest (i.e., all restrictions shall lapse) upon a change in control event as follows:
Restricted Stock Agreements. The Founders and Common Stockholders who are parties to Restricted Stock Agreements and Restricted Stock Purchase Agreements with the Company hereby agree that to the extent any provisions of such agreements conflict with the provisions of this Agreement, the provisions of this Agreement shall govern.
Restricted Stock Agreements. Restricted Stock Agreements for the 11 ASIX employees listed on Schedule 1.6, in the form of Exhibit G, as consideration for such employees' continued employment for ASIX;
Restricted Stock Agreements. The Restricted Stock Agreements shall have been executed by the parties thereto.
Restricted Stock Agreements. Each of Xxxxx Xxxxxxx (J.R.) Xxxxx and Xxxxxxxx Xxxxxxxx will have entered into Restricted Stock Agreements.
Restricted Stock Agreements. 16 2.17 Proprietary Invention Agreements............................17 ARTICLE III
Restricted Stock Agreements. All participants --------------------------- in Savings Restricted Stock Plan whose awards for shares of Company Common Stock pursuant thereto which as of immediately prior to the Effective Time shall not be deemed earned and non- forfeitable shall have entered into the written surrender agreement contemplated in Section 4.13(g) hereto.
