Grant of Restricted Awards. The Committee may make grants of Restricted Stock and/or Restricted Stock Units to Participants. Each Restricted Award shall be evidenced by an Award Agreement setting forth the number of shares of Restricted Stock or number of Restricted Stock Units granted and the terms and conditions to which the Restricted Award is subject. Restricted Awards may be granted by the Committee in its discretion with or without cash consideration.

Grant of Restricted Awards. The CommitteeStock. Restricted Stock may make grantsbe granted to Participants in such number, and upon such terms, and at any time and from time to time as shall be determined by the Committee, in its sole discretion. Each grant of Restricted Stock and/or Restricted Stock Units to Participants. Each Restricted Award shall be evidenced by an Award Agreement setting forth the number of shares of Restricted Stock or number of Restricted Stock Units granted and the terms and conditions to which the Restricted Award is subject. Restricted Awards may be granted by the Committee in its discretion with or without cash consideration.Agreement.

Grant of Restricted Awards. TheGrant. Whenever the Committee may make grants ofdeems it appropriate to grant a Restricted Stock and/or Restricted Stock Units to Participants. Each Restricted Award shall be evidenced byAward, an Award Agreement setting forthshall be given to the Participant stating the number of shares of Restricted Stock or numberfor which the Award is granted, the Date of Restricted Stock Units grantedGrant, and the terms and conditions to which the Restricted Award is subject. Certificates representing the shares shall be issued (or an equivalent book-entry notation shall be made in the records of the Company’s transfer agent) in the name of the Participant, subject to the restrictions imposed by the Plan and the Committee. Alternatively, the Committee may determine that the Restricted AwardsStock shall be held by the Company rather than delivered to the Participant pending the release of the applicable restrictions. A Restricted Stock Award may be grantedmade by the Committee in its discretion with or without cash consideration.

Grant of Restricted Awards. The Committee may make grants ofStock Units. Restricted Stock and/Units may be granted to Participants in such number, and upon such terms, and at any time and from time to time as shall be determined by the Committee, in its sole discretion. A grant of a Restricted Stock Unit or Restricted Stock Units shall not represent the grant of Shares but shall represent a promise to Participants.deliver a corresponding number of Shares or the value of each Share based upon the completion of service, performance conditions, or such other terms and conditions as specified in the applicable Award Agreement over the Period of Restriction. Each grant of Restricted AwardStock Units shall be evidenced by an Award Agreement setting forth the number of shares of Restricted Stock or number of Restricted Stock Units granted and the terms and conditions to which the Restricted Award is subject. Restricted Awards may be granted by the Committee in its discretion with or without cash consideration.Agreement.

GrantIssuance. The Committee is authorized to grant to Participants Awards of Restricted Awards. TheStock, which shall consist of Shares, and Restricted Stock Units which shall give the Participant the right to receive cash, Shares, other securities, other Awards or other property, in each case subject to the termination of the Restricted Period determined by the Committee. Notwithstanding the following terms, the Committee may make grantsimpose other terms that may be more or less favorable to the Company as it deems fit. In the absence of any such differing provisions, Awards of Restricted Stock and/orand Restricted Stock Units to Participants. Each Restricted Award shall be evidenced by an Award Agreement setting forthhave the number of shares of Restricted Stock or number of Restricted Stock Units granted and the terms and conditions to which the Restricted Award is subject. Restricted Awards may be granted by the Committee in its discretion with or without cash consideration.provisions described below.

Grant of Restricted Awards.Stock Units. The Committee (or, with respect to Directors, the Board) may make grantsgrant Awards of Restricted Stock and/or Restricted Stock Units to Participants. Each Restricted Awardwhich shall be evidenced by an Award Agreement setting forthbetween the number of shares of Restricted StockCompany and the Grantee. Each Agreement shall contain such restrictions, terms and conditions as the Committee or numberBoard may require. Awards of Restricted Stock Units granted andshall be subject to the following terms and conditions to which the Restricted Award is subject. Restricted Awards may be granted by the Committee in its discretion with or without cash consideration.provisions:

Grant of Restricted Awards. TheGrant. Whenever the Committee may make grants ofdeems it appropriate to grant a Restricted Stock and/or Restricted Stock Units to Participants. Each Restricted Award shall be evidenced byUnit Award, an Award Agreement setting forthshall be given to the number of shares of Restricted Stock orParticipant stating the number of Restricted Stock Units grantedin the Award, the Date of Grant, and the terms and conditions to which the Restricted Award is subject. No shares of Company Stock shall be issued at the time a Restricted Awards mayStock Unit is granted, and the Company will not be granted byrequired to set aside a fund for the Committee in its discretion with or without cash consideration.payment of any such

Grant of Restricted Stock Awards. A Restricted Stock Award may be granted to any Eligible Employee selected by the Committee. The Committee may make grantsrequire the payment by the Participant of a specified purchase price in connection with any Restricted Stock and/or Restricted Stock Units to Participants. Each Restricted Award shall be evidenced by an Award Agreement setting forth the number of shares of Restricted Stock or number of Restricted Stock Units granted and the terms and conditions to which the Restricted Award is subject. Restricted Awards may be granted by the Committee in its discretion with or without cash consideration.Award.

Grant of Restricted Awards. The Committee may make grantsis hereby authorized to grant Awards of Restricted Stock and/orand Restricted Stock Units to Participants. Each Restricted Award shall be evidenced by an Award Agreement setting forth the number of shares of Restricted Stock or number of Restricted Stock Units granted and the terms and conditions to which the Restricted Award is subject. Restricted Awards may be granted by the Committee in its discretion with or without cash consideration.

Grant of Restricted Awards. The Committee may make grantsGrants. Awards of Restricted Stock and/or Restricted Stock Units to Participants. Each Restricted Award shall be evidenced by an Award Agreement setting forth the number of shares of Restricted Stock or numberand of Restricted Stock Units granted and the terms and conditions to which the Restricted Award is subject. Restricted Awards may be issued hereunder to Participants either alone or in addition to other Awards granted under the Plan (a “Restricted Stock Award” or “Restricted Stock Unit Award” respectively), and such Restricted Stock Awards and Restricted Stock Unit Awards shall also be available as a form of payment of Performance Awards and other earned cash-based incentive compensation. A Restricted Stock Award or Restricted Stock Unit Award shall be subject to vesting restrictions imposed by the Committee in its discretion with or without cash consideration.covering a period of time