Common use of Restrictions on Restricted Shares Clause in Contracts

Restrictions on Restricted Shares. The Grantee shall be treated as the beneficial owner of all of the Restricted Shares and shall have all the rights and privileges of a stockholder as to the Restricted Shares, including the right to vote and to receive any dividends and other distributions with respect to the Restricted Shares, except that the following restrictions shall apply to any Restricted Shares that are Unvested Shares: (a) The Grantee shall not be entitled to delivery of any certificates for Restricted Shares until the restrictions thereon have lapsed and such Restricted Shares have become Vested Shares in accordance with the Vesting Schedule without a forfeiture, and upon the satisfaction of all other applicable conditions. (b) The Grantee shall not sell, assign, transfer (by gift or otherwise), pledge, hypothecate or otherwise dispose of by operation of law or otherwise (“Transfer”), any Restricted Shares that are Unvested Shares, except as otherwise provided by this Agreement or the terms of the Plan. If any Transfer of Restricted Shares is made or attempted to be made contrary to the terms of this Agreement, such Transfer or attempted Transfer shall be null and void and ineffectual and shall cause such Restricted Shares to be forfeited, and the Company shall have the right to acquire for its own account, without the payment of any consideration therefor, such Restricted Shares from the owner thereof or his transferee, at any time before or after such prohibited Transfer. In addition to any other legal or equitable remedies it may have, the Company may enforce its rights to specific performance to the extent permitted by law and may exercise such other equitable remedies then available to it. The Company may refuse for any purpose to recognize any transferee who receives Restricted Shares contrary to the provisions of this Agreement as a stockholder of the Company and may retain and/or recover any and all dividends or other distributions on such Restricted Shares that were paid or payable subsequent to the date on which the prohibited Transfer was made or attempted. (c) The Grantee shall deliver to the Company any and all shares of Common Stock or other securities distributed as a dividend or distribution with respect to any Restricted Shares that do not become Vested Shares, upon a forfeiture of such Restricted Shares.

Appears in 3 contracts

Samples: Restricted Stock Agreement (Powersecure International, Inc.), Restricted Stock Agreement (Powersecure International, Inc.), Restricted Stock Agreement (Powersecure International, Inc.)

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Restrictions on Restricted Shares. The Grantee shall be treated as the beneficial owner of all of the Restricted Shares and shall have all the rights and privileges of a stockholder as to the Restricted Shares, including the right to vote and to receive any dividends and other distributions with respect to the Restricted Shares, except that the following restrictions shall apply to any Restricted Shares that are Unvested Shares: (a) The Grantee shall not be entitled to delivery of any certificates for Restricted Shares until the restrictions thereon have lapsed and such Restricted Shares have become Vested Shares in accordance with the Vesting Schedule without a forfeiture, and upon the satisfaction of all other applicable conditions. (b) The Grantee shall not sell, assign, transfer (by gift or otherwise), pledge, hypothecate or otherwise dispose of by operation of law or otherwise ("Transfer"), any Restricted Shares that are Unvested Shares, except as otherwise provided by this Agreement or the terms of the Plan. If any Transfer of Restricted Shares is made or attempted to be made contrary to the terms of this Agreement, such Transfer or attempted Transfer shall be null and void and ineffectual and shall cause such Restricted Shares to be forfeited, and the Company shall have the right to acquire for its own account, without the payment of any consideration therefor, such Restricted Shares from the owner thereof or his transferee, at any time before or after such prohibited Transfer. In addition to any other legal or equitable remedies it may have, the Company may enforce its rights to specific performance to the extent permitted by law and may exercise such other equitable remedies then available to it. The Company may refuse for any purpose to recognize any transferee who receives Restricted Shares contrary to the provisions of this Agreement as a stockholder of the Company and may retain and/or recover any and all dividends or other distributions on such Restricted Shares that were paid or payable subsequent to the date on which the prohibited Transfer was made or attempted. (c) The Grantee shall deliver to the Company any and all shares of Common Stock or other securities distributed as a dividend or distribution with respect to any Restricted Shares that do not become Vested Shares, upon a forfeiture of such Restricted Shares.

Appears in 1 contract

Samples: Restricted Stock Agreement (Metretek Technologies Inc)

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