Exhibit 10.2
TECUMSEH PRODUCTS COMPANY
LONG-TERM INCENTIVE EQUITY AWARD PLAN
AWARD AGREEMENT
(RESTRICTED STOCK)
Agreement made effective ____________, 20__ (the "Grant Date") between
Tecumseh Products Company, a Michigan corporation (the "Company"), and
________________________ (the "Employee").
This Agreement confirms the grant of Restricted Stock pursuant to and
subject to all the terms and conditions of the Tecumseh Products Company
Long-Term Incentive Equity Award Plan, as amended and restated on August 7, 2007
and as it may be further amended or restated in the future in accordance with
its terms (the "Plan"). In this Agreement capitalized terms that are used
without separate definition have the meanings given to them in the Plan.
The Restricted Stock granted and its vesting date are as follows:
Restricted Stock: _________ shares of Class A Common Stock
Vesting Date: _________, 20__ [third anniversary of Grant Date]
The Restricted Stock granted under this Award Agreement will vest on the
Vesting Date unless a Termination of Employment occurs before the Vesting Date.
The Employee's rights in unvested Restricted Stock will lapse, and the
Restricted Stock will be forfeited and surrendered to the Company without
consideration, upon the Employee's Termination of Employment before the Vesting
Date unless otherwise expressly provided in an Employment Contract, in which
event the terms of the Employment Contract will be given effect.
Until the Restricted Stock vests or is forfeited:
1. The Restricted Stock cannot be sold, transferred, pledged, or
hypothecated in any manner, and any attempt to do so will be of no force or
effect.
2. The Employee will be entitled to exercise all voting rights with
respect to the Restricted Stock, if any, and will be entitled to receive
(free of any restrictions) regular quarterly cash dividends, if any, paid
on the Restricted Stock, but any other dividends or distributions with
respect to the Restricted Stock will be subject to the same restrictions as
the Restricted Stock itself, including forfeiture if the Restricted Stock
itself is forfeited.
The Employee's signature below indicates the Employee's acknowledgement
that the Employee has received and read a copy of the Plan. The terms and
provisions of the Plan. In the event of a conflict between any term or provision
contained in this Agreement and a term or provision of the Plan, the applicable
terms and provisions of the Plan will govern and prevail.
TECUMSEH PRODUCTS COMPANY EMPLOYEE:
By:
--------------------------------- ----------------------------------------
[Name] [Name]
[Title]