Common use of RESTRICTIONS ON SALE OR OTHER TRANSFER Clause in Contracts

RESTRICTIONS ON SALE OR OTHER TRANSFER. Each share of stock awarded to Awardee pursuant to this Agreement shall be subject to acquisition by the Company and each share may not be sold or otherwise transferred except pursuant to the following provisions: (a) The shares shall be held in book entry form with the Company’s transfer agent until the restrictions set forth herein lapse in accordance with the provisions of Section 3 or until the shares are forfeited pursuant to paragraph (c) of this Section 2. A stock certificate or certificates representing the Restricted Shares shall be issued to the Awardee and registered in Awardee’s name promptly following the execution of this Agreement but shall be retained by the Company for Awardee’s account, and shall be delivered to Awardee upon vesting of the Restricted Shares in accordance with Section 3. (b) No Restricted Shares may be sold, transferred or otherwise alienated or hypothecated so long as such shares are subject to the restriction provided for in this Section 2 and the earliest sale date provided under Section 3(c) has occurred.. (c) If (i) the Employment Period under the employment agreement entered between Awardee and the Company, as amended (the “Employment Agreement”), is not extended beyond August 31, 2009, as contemplated by Section 2.01 thereof, and as of August 31, 2009, the shares covered by this Agreement have not yet become vested pursuant to the provisions of Section 3(b) hereof, or if, upon the later of (A) Awardee’s termination of employment with the Company and its subsidiaries and (B) his termination of service as a member of the Company’s Board of Directors for any reason other than those which result in a lapse of restrictions pursuant to Section 3, then any such shares as to which the restrictions have not yet lapsed pursuant to Section 3, shall be forfeited by Awardee and acquired by the Company at no cost to the Company on the date of such termination or non-extension, as applicable, and Awardee shall forthwith surrender and deliver to the Company any legended certificates evidencing such shares.

RESTRICTIONS ON SALE OR OTHER TRANSFER. Each share of stock awarded to Awardee Stock received pursuant to this each Restricted Stock Agreement shall be subject to acquisition by the Company Fluor Corporation, and each share may not be sold or otherwise transferred except pursuant to the following provisions: (a) The shares of Stock represented by the Restricted Stock Agreement shall be held in book entry form with the Company’s 's transfer agent until the restrictions set forth herein lapse in accordance with the provisions of conditions established by the Committee pursuant to Section 3 6.4 hereof, or until the shares of stock are forfeited pursuant to paragraph (c) of this Section 26.3. A stock certificate Notwithstanding the foregoing, the Awardee may request that, prior to the lapse of the restrictions or forfeiture of the shares, certificates representing the Restricted Shares shall evidencing such shares be issued in his name and delivered to him, and each such certificate shall bear the following legend: "The shares of Alpha Natural Resources, Inc. common stock evidenced by this certificate are subject to acquisition by Alpha Natural Resources, Inc., and such shares may not be sold or otherwise transferred except pursuant to the Awardee and registered in Awardee’s name promptly following the execution of this Agreement but shall be retained by the Company for Awardee’s account, and shall be delivered to Awardee upon vesting provisions of the Restricted Shares in accordance with Section 3Stock Agreement by and between Alpha Natural Resources, Inc. and the registered owner of such shares." (b) No Restricted Shares such shares may be sold, transferred or otherwise alienated or hypothecated so long as such shares are subject to the restriction provided for in this Section 2 and the earliest sale date provided under Section 3(c) has occurred..6.3. (c) If (i) Unless the Employment Period under the employment agreement entered between Awardee and the Company, as amended (the “Employment Agreement”), is not extended beyond August 31, 2009, as contemplated by Section 2.01 thereof, and as of August 31, 2009, the shares covered by this Agreement have not yet become vested pursuant to the provisions of Section 3(b) hereof, or ifCommittee in its discretion determines otherwise, upon the later of (A) an Awardee’s 's termination of employment with the Company and its subsidiaries and (B) his termination of service as a member for any reason, all of the Company’s Board of Directors for any reason other than those which result in a lapse of restrictions pursuant Awardee's Restricted Stock remaining subject to Section 3, then any such shares as to which the restrictions have not yet lapsed pursuant to Section 3, restriction shall be forfeited by Awardee and acquired by the Company at no cost to the Company on effective as of the date of such termination of employment. Upon the occurrence or non-extensionoccurrence of such other events as shall be determined by the Committee and specified in the Awardee's Restricted Stock Agreement relating to any such Restricted Stock, as applicable, and Awardee all of such Restricted Stock remaining subject to restriction shall forthwith surrender and deliver to be acquired by the Company any legended certificates evidencing upon the occurrence or non-occurrence of such sharesevent.

RESTRICTIONS ON SALE OR OTHER TRANSFER. Each share of stock RSU awarded to Awardee Grantee pursuant to this Agreement shall be subject to acquisition by forfeiture to the Company and each share RSU may not be sold or otherwise transferred except pursuant to the following provisions: (a) The shares RSUs shall be held in book entry form with by the Company’s transfer agent Company until (1) the restrictions set forth herein lapse in accordance with the provisions of Section 3 4, at which time the RSUs will be converted to Shares, or until (2) the shares RSUs are forfeited pursuant to paragraph (c) of this Section 2. A stock certificate or certificates representing the Restricted Shares shall be issued to the Awardee and registered in Awardee’s name promptly following the execution of this Agreement but shall be retained by the Company for Awardee’s account, and shall be delivered to Awardee upon vesting of the Restricted Shares in accordance with Section 34 hereof. (b) No Restricted Shares such RSUs may be sold, transferred or otherwise alienated or hypothecated so long as such shares RSUs are subject to the restriction restrictions provided for in this Section 2 and the earliest sale date provided under Section 3(c) has occurred..Agreement. (c) If [Grantee may not sell or otherwise transfer the Shares issued pursuant to this RSU Award until three (3) years after the vesting of the underlying RSUs (“Post-Vest Holding Period”). During the Post-Vest Holding Period, Grantee will be able to vote the Shares and receive any dividends issued, if any, with respect to the Shares; and the Shares must remain with the Company designated broker until the end of the Post-Vest Holding Period. Notwithstanding the foregoing, these restrictions shall immediately lapse upon Grantee’s death, Disability or Qualifying Termination within two years of a Change of Control].1 (d) The Company may impose such other restrictions, conditions or limitations as it determines appropriate as to the timing and manner of any re-sales by the Grantee or other subsequent transfers by the Grantee of any Shares of common stock issued as a result of the vesting of the RSUs, including without limitation (i) restrictions under an xxxxxxx xxxxxxx policy, (ii) restrictions designed to delay and/or coordinate the Employment Period under the employment agreement entered between Awardee timing and the Company, manner of sales by Grantee and other Share holders and (iii) restrictions as amended (the “Employment Agreement”), is not extended beyond August 31, 2009, as contemplated by Section 2.01 thereof, and as of August 31, 2009, the shares covered by this Agreement have not yet become vested pursuant to the provisions use of Section 3(b) hereof, a specified brokerage firm for such re-sales or if, upon the later of (A) Awardee’s termination of employment with the Company and its subsidiaries and (B) his termination of service as a member of the Company’s Board of Directors for any reason other than those which result in a lapse of restrictions pursuant to Section 3, then any such shares as to which the restrictions have not yet lapsed pursuant to Section 3, shall be forfeited by Awardee and acquired by the Company at no cost to the Company on the date of such termination or non-extension, as applicable, and Awardee shall forthwith surrender and deliver to the Company any legended certificates evidencing such sharestransfers.

RESTRICTIONS ON SALE OR OTHER TRANSFER. Each share of stock awarded to Awardee pursuant to this Agreement shall be subject to acquisition by the Company and each share may not be sold or otherwise transferred except pursuant to the following provisions: (a) The shares shall be held in book entry form with the Company’s transfer agent until the restrictions set forth herein lapse in accordance with the provisions of Section 3 or until the shares are forfeited pursuant to paragraph (c) of this Section 2. A stock certificate or certificates representing the Restricted Shares shall be issued to the Awardee and registered in Awardee’s name promptly following the execution of this Agreement but shall be retained by the Company for Awardee’s account, and shall be delivered to Awardee upon vesting of the Restricted Shares in accordance with Section 3. (b) No Restricted Shares may be sold, transferred or otherwise alienated or hypothecated so long as until such shares are subject to the restriction provided for in this Section 2 have become vested and the earliest sale date provided under Section 3(c) hereof has occurred... (c) If (i) the Employment Period under the employment agreement entered between Awardee and the Company, as amended (the “Employment Agreement”), is not extended beyond August 31, 2009, as contemplated by Section 2.01 thereof, and as of August 31, 2009, the shares covered by this Agreement have not yet become vested pursuant to the provisions of Section 3(b) hereof, or if, upon Upon the later of (Ai) Awardee’s termination of employment with the Company and its subsidiaries and (Bii) his termination of his service as a member of the Company’s Board of Directors for any reason other than those which result in a lapse of restrictions pursuant to Section 3, then any such shares as to which the restrictions have not yet lapsed pursuant to Section 3, 3 shall be forfeited by Awardee and acquired by the Company at no cost to the Company on the date of such termination or non-extension, as applicabletermination, and Awardee shall forthwith surrender and deliver to the Company any legended certificates evidencing such shares.

RESTRICTIONS ON SALE OR OTHER TRANSFER. Each share of stock Incentive Stock awarded to Awardee you pursuant to this Agreement shall be subject to acquisition by the Company and each share may not be sold or otherwise transferred except pursuant to the following provisions: (a) a. The shares shall be held in book entry form with the Company’s 's transfer agent until the restrictions set forth herein lapse in accordance with the provisions of Section 3 hereof or until the shares are forfeited pursuant to paragraph (c) of this Section 2. A Notwithstanding the foregoing, you may request that stock certificate or certificates representing the Restricted Shares shall evidencing such shares be issued in your name and delivered to you, with each such certificate bearing the following legend: The shares of Cadence Design Systems, Inc. common stock evidenced by this certificate may not be sold or otherwise transferred except pursuant to the Awardee and registered in Awardee’s name promptly following the execution of this Agreement but shall be retained by the Company for Awardee’s account, and shall be delivered to Awardee upon vesting provisions of the Restricted Shares in accordance with Section 3.Incentive Stock Agreement by and between Cadence Design Systems, Inc. and the registered owner of such shares. Additional information on the restrictions imposed under such Incentive Stock Agreement may be obtained from the Corporate Secretary of Cadence Design Systems, Inc. (b) b. No Restricted Shares such shares may be sold, transferred or otherwise alienated or hypothecated so long as such shares are subject to the restriction provided for in this Section 2 and the earliest sale date provided under Section 3(c) has occurred..2. (c) If (i) the Employment Period under the employment agreement entered between Awardee and the Company, as amended (the “Employment Agreement”), is not extended beyond August 31, 2009, as contemplated by Section 2.01 thereof, and as of August 31, 2009, the shares covered by this Agreement have not yet become vested pursuant to the provisions of Section 3(b) hereof, or if, upon the later of (A) Awardee’s c. Upon your termination of employment with the Company and or its subsidiaries and (B) his termination of service as a member of the Company’s Board of Directors for any reason other than those which result in a lapse of restrictions pursuant to Section 33 hereof, then any such shares as to which the foregoing restrictions have not yet lapsed to lapse pursuant to Section 3, 3 shall be forfeited by Awardee you and acquired by the Company at no cost to the Company on the date of such termination or non-extension, as applicableof employment, and Awardee you shall forthwith surrender and deliver to the Company any legended certificates evidencing such shares.

RESTRICTIONS ON SALE OR OTHER TRANSFER. Each share of stock RSU awarded to Awardee Grantee pursuant to this Agreement shall be subject to acquisition by forfeiture to the Company and each share RSU may not be sold or otherwise transferred except pursuant to the following provisions: (a) The shares RSUs shall be held in book entry form with by the Company’s transfer agent Company until (1) the restrictions set forth herein lapse RSUs vest in accordance with the provisions of Section 3 4, at which time the RSUs will be converted to Shares, or until (2) the shares RSUs are forfeited pursuant to paragraph (c) of this Section 2. A stock certificate or certificates representing the Restricted Shares shall be issued to the Awardee and registered in Awardee’s name promptly following the execution of this Agreement but shall be retained by the Company for Awardee’s account, and shall be delivered to Awardee upon vesting of the Restricted Shares in accordance with Section 3terms hereof. (b) No Restricted Shares RSUs may be sold, transferred or otherwise alienated or hypothecated so long as such shares RSUs are subject to the restriction restrictions provided for in this Section 2 and the earliest sale date provided under Section 3(c) has occurred..Agreement. (c) If Grantee may not sell or otherwise transfer the Shares issued pursuant to this RSU Award until three (3) years after the vesting of the underlying RSUs (“Post-Vest Holding Period”). During the Post-Vest Holding Period, Grantee will be able to vote the Shares and receive any dividends issued, if any, with respect to the Shares; and the Shares must remain with the Company designated broker until the end of the Post-Vest Holding Period. Notwithstanding the foregoing, these restrictions shall immediately lapse upon Grantee’s death, Disability or a Change of Control. (d) All of Grantee’s unvested RSUs shall be forfeited to, and be acquired at no cost by, the Company in the event that the Committee determines that any of the following circumstances has occurred: (i) Grantee has engaged in knowing and willful misconduct in connection with his service as a member of the Employment Period under Board; (ii) Grantee, without the employment agreement entered between Awardee and consent of the CompanyCommittee, as amended (the “Employment Agreement”), is not extended beyond August 31, 2009, as contemplated by Section 2.01 thereof, and as of August 31, 2009, the shares covered by this Agreement have not yet become vested pursuant to the provisions of Section 3(b) hereof, or if, upon the later of (A) Awardee’s termination of employment with the Company and its subsidiaries and (B) at any time during his termination period of service as a member of the Company’s Board, becomes a principal of, serves as a director of, or owns a material interest in, any business that directly or through a controlled subsidiary competes with the Company or any Subsidiary; or (iii) Grantee does not stand for re-election to, or voluntarily quits or resigns from, the Board of Directors for any reason other than those which result in a lapse of restrictions pursuant reason, except under circumstances that would cause such awards to vest under Section 3, then any such shares as to which the restrictions have not yet lapsed pursuant to Section 3, shall be forfeited by Awardee and acquired by the Company at no cost to the Company on the date of such termination or non-extension, as applicable, and Awardee shall forthwith surrender and deliver to the Company any legended certificates evidencing such shares4.