Conversion of RSUs and Issuance of Shares. ​ shall receive one Share for each vested RSU on the date that is as soon as administratively feasible, but not more than 90 days, following a Change in Control (provided such acceleration is permissible under Code Section 409A), ​’s death or other termination of service as a member of the Board and cessation of all contractual relationships as an independent contractor with ​ (or any other entity which would be treated as a single employer with ​ under Code Section 414(b) or 414(c)) which causes ​ to experience a “separation from service” within the meaning of Code Section 409A; provided, however, that in the event ​ determines that ​ is a “specified employee” under Code Section 409A (or successor provision) and that such distribution is subject to Code Section 409A(a)(2)(B), the issuance of ​’s Shares will be suspended until six months after ​’s separation from service, or if earlier, ​’s death. Until such time as ​’s RSUs have been converted into Shares pursuant to this [Section 7], the RSUs will not carry any of the rights of share ownership and will not be entitled to vote or receive dividends (other than the right to receive dividend equivalents).

Issuance of Conversion Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note in accordance with its terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.

Issuance of New RSUs. No later than fifteen (15) days following each Time Vesting Event, the Company shall issue to the Participant under the Plan and this Agreement a number of additional Return-based RSUs equal to the number of Shares required to be redeemed under [Section 3(a)] with respect to such Time Vesting Event. For example, in the example in [Section 3(a)], the number of additional Return-based RSUs to be so issued would be 513.35.

Conversion of Awards and Issuance of Shares. Subject to any limitations set forth in this Agreement (including [Sections 4, 8 and 10]0]0]) and the Plans, and subject to any deferral election made pursuant to [Section 3], one share of Company Common Stock shall be issued to the Director for each Award that vests (the “Shares”) on or as soon as practicable after (but in all events by a date which is within 30 days following) the earliest of the following release events: # the one-year anniversary of the Grant Date, # a Termination Event, and # the date of a Change in Control that qualifies as a “change in control event” for purposes of Treas. Reg. § 1.409A-3(i)(5) (each a “Release Event”). No fractional shares of Common Stock shall be issued under this Agreement. If the Director elects to defer settlement of a percentage of the Awards pursuant to [Section 3], such percentage of the Awards shall be settled in accordance with such deferral.

Issuance of Shares. No Shares shall be issued pursuant to the exercise of the Option unless such issuance and exercise complies with all relevant provisions of law and the requirements of any stock exchange or quotation service upon which the Shares are then listed and any exchange control restrictions. Assuming such compliance, for United States income tax purposes the Exercised Shares shall be considered transferred to Participant on the date the Option is exercised with respect to such Exercised Shares.

At or within a reasonable period of time (and not more than 30 days) following execution of this Agreement, the Company will issue, in book entry form, the Shares representing the Restricted Stock. As soon as administratively practicable following the date on which the Period of Restriction lapses, the Company will issue to the Participant or his or her Beneficiary the number of Shares of Restricted Stock specified in [Section 1]. In the event of the Participant’s death before the Shares are issued, such shares will be issued to the Participant’s Beneficiary or estate. Notwithstanding the foregoing provisions of this [Section 10], the Company will not be required to issue or deliver any Shares prior to # completing any registration or other qualification of the Shares, which the Company deems necessary or advisable under any federal or state law or under the rulings or regulations of the Securities and Exchange Commission or any other governmental regulatory body; and # obtaining any approval or other clearance from any federal or state governmental agency or body, which the Company determines to be necessary or advisable. The Company has no obligation to obtain the fulfillment of the conditions specified in the preceding sentence. As a further condition to the issuance of the Shares, the Company may require the making of any representation or warranty which the Company deems necessary or advisable under any applicable law or regulation. Under no circumstances shall the Company delay the issuance of shares pursuant to this Section to a date that is later than 2-1/2 months after the end of the calendar year in which the Period of Restriction lapses, unless issuance of the shares would violate federal securities law or other applicable law, in which case the Company shall issue such shares as soon as administratively feasible (and not more than 30 days) after such issuance would no longer violate such laws.

Issuance of Shares. After receiving a proper notice of exercise, the Corporation shall cause to be issued a certificate or certificates for the shares of Common Stock as to which this Option has been exercised, registered in the name of the person exercising this Option (or in the names of such person and such person’s spouse as community property or as joint tenants with right of survivorship).

Issuance of Shares. Provided that the Exercise Agreement and payment are in form and substance satisfactory to the Company, the Company shall issue the shares of Common Stock registered in the name of the Participant, the Participant’s authorized assignee, or the Participant’s legal representative which shall be evidenced by stock certificates representing the shares with the appropriate legends affixed thereto, appropriate entry on the books of the Company or of a duly authorized transfer agent, or other appropriate means as determined by the Company.

Issuance of Shares. Shares may be issued upon exercise of an Option from authorized but unissued Common Stock, from shares held in the treasury of the Company, or from any other proper source.

Issuance of Shares. Subject to the terms and conditions of the Plan and this Agreement, the number of Shares to be issued to the Grantee shall be determined based on the Company’s Performance Achievement Percentage (as calculated pursuant to [Schedule A] hereto) during the Company’s 2016, 2017 and 2018 fiscal years (the “Performance Period”) using the following table: