Delivery of Restricted Shares. As soon as practicable after the Grant Date, the Company will cause its transfer agent to either maintain a book entry account in your name reflecting the issuance of the Restricted Shares, or issue one or more stock certificates in your name evidencing the Restricted Shares. Any such stock certificate will be deposited with the Company or its designee, and bear an appropriate legend referring to the restricted nature of the Restricted Stock evidenced thereby. Any book-entry that reflects the issuance of such Restricted Shares will be subject to stop transfer instructions as provided in [Sections 9(b) and 9(c)])]. Your right to receive this Restricted Stock Award is conditioned upon your execution and delivery to the Company of any instruments of assignment that may be necessary to permit transfer to the Company of all or a portion of the Restricted Shares if such Restricted Shares are forfeited in whole or in part.

The Restricted Stock shall be registered in the name of Grantee as of the respective Grant Date for such Shares of Restricted Shares. As soon as practicable after the Grant Date, theStock. The Company will cause its transfer agent to either maintainmay issue stock certificates or evidence Grantee’s interest by using a restricted book entry account in your name reflectingwith the issuanceCompany’s transfer agent. Physical possession or custody of the Restricted Shares, or issue one or moreany stock certificates in your name evidencingthat are issued shall be retained by the Company until such time as the Shares of Restricted Shares. AnyStock are vested. The Company reserves the right to place a legend on such stock certificate will be deposited withcertificate(s) restricting the Company or its designee,transferability of such certificates and bear an appropriate legend referring to the restricted natureterms and conditions (including forfeiture) of this Agreement and the Restricted Stock evidenced thereby. Any book-entry that reflects the issuance of such Restricted Shares will be subject to stop transfer instructions as provided in [Sections 9(b) and 9(c)])]. Your right to receive this Restricted Stock Award is conditioned upon your execution and delivery to the Company of any instruments of assignment that may be necessary to permit transfer to the Company of all or a portion of the Restricted Shares if such Restricted Shares are forfeited in whole or in part.Plan.

Stock Certificates. The Company will cause its transfer agent to either maintainset up a book entry Restricted Shares account in your name reflectingfor the issuance ofRecipient with the Company's transfer agent for the Restricted Shares, or issue one or more stockShares as soon as practicable. The Company will distribute share certificates in your name evidencing the Restricted Shares. Any such stock certificate will be deposited with the Company or its designee, and bear an appropriate legend referring to the restricted nature ofRecipient or, if applicable, his or her beneficiary, when the Restricted Stock evidenced thereby. Any book-entry that reflects the issuancebecomes vested in accordance with [Section 3] of such Restricted Shares will be subject to stop transfer instructions as provided in [Sections 9(b) and 9(c)])]. Your right to receive this Restricted Stock Award is conditioned upon your execution and delivery to the Company of any instruments of assignment that may be necessary to permit transfer to the Company of all or a portion of the Restricted Shares if such Restricted Shares are forfeited in whole or in part.Agreement.

The Restricted Stock shall be registered in Grantee's name as of the respective Grant Date for such Shares of Restricted Shares. As soon as practicable after the Grant Date, theStock. The Company will cause its transfer agent to either maintainmay issue stock certificates or evidence Grantee’s interest by using a restricted book entry account in your name reflectingwith the issuanceCompany’s transfer agent. Physical possession or custody of the Restricted Shares, or issue one or moreany stock certificates in your name evidencingthat are issued shall be retained by the Restricted Shares. AnyCompany until such time as the Shares are vested. The Company reserves the right to place a legend on such stock certificate will be deposited withcertificate(s) restricting the Company or its designee,transferability of such certificates and bear an appropriate legend referring to the restricted natureterms and conditions (including forfeiture) of this Agreement and the Restricted Stock evidenced thereby. Any book-entry that reflects the issuance of such Restricted Shares will be subject to stop transfer instructions as provided in [Sections 9(b) and 9(c)])]. Your right to receive this Restricted Stock Award is conditioned upon your execution and delivery to the Company of any instruments of assignment that may be necessary to permit transfer to the Company of all or a portion of the Restricted Shares if such Restricted Shares are forfeited in whole or in part.Plan.

Delivery of Shares. The Company shall implement the grant of a Restricted Shares. As soon as practicable afterStock Award by book-entry issuance of Shares to the Grant Date,Participant in an account maintained by the Company will causeat its transfer agentagent. Unless otherwise determined by the Committee and provided in the Award Agreement, the grantee shall have all rights of a shareholder with respect to either maintain a book entry accountthe shares of Restricted Stock, including the right to receive dividends and the right to vote such Shares, provided, that, except as otherwise determined by the Committee and provided in your name reflecting the issuanceAward Agreement, all of the Restricted Shares, or issueShares shall be forfeited and all rights of the grantee to such Shares shall terminate, without further obligation on the part of the Company, unless the grantee remains in the continuous employment of one or more stock certificatesEmployers for the entire Restricted Period in your name evidencing the Restricted Shares. Anyrelation to which such stock certificate will be deposited with the Company or its designee,Shares were granted and bear an appropriate legend referringunless any other restrictive conditions relating to the restricted nature of the Restricted Stock evidenced thereby.Award are met. Any book-entry that reflects the issuance of suchdividends (including cash dividends) granted with respect to Restricted Shares willStock shall be subject to stop transfer instructions as provided in [Sections 9(b) and 9(c)])]. Your right to receive this Restricted Stock Award is conditioned upon your execution and deliverythe same restrictions that apply to the Company of any instruments of assignment that may be necessary to permit transfer to the Company of all or a portion of the Restricted Shares if such Restricted Shares are forfeited in whole or in part.underlying Shares.

Issuance of Restricted Shares. As soonUntil the Restricted Shares vest as practicable afterprovided in [Section 4] of this Agreement, the Grant Date, the CompanyRestricted Shares will cause its transfer agent tobe evidenced either maintainby a book book-entry account in your name reflectingwith the issuance of the Restricted Shares,Company’s transfer agent or issueby one or more stock certificates issued in your name evidencing the Restricted Shares.name. Any such stock certificatecertificate(s) will be deposited with the Company or its designee,designee and will bear an appropriate legend referring to the restricted nature of the Restricted Stock evidenced thereby. Any book-entry that reflects the issuance of such Restricted Shares will be subject to stop transfer instructions as provided in [Sections 9(b) and 9(c)])]. Your right to receive this Restricted Stock Award is conditioned upon your execution and delivery to the Company of any instruments of assignment that may be necessary to permit transfer to the Company of all or a portion of the Restricted Shares if such Restricted Shares are forfeited in whole or in part.following legend:

Any such stock certificatebook-entry will be deposited with the Company or its designee,accompanied by a similar legend and bear an appropriate legend referring to the restricted nature of the Restricted Stock evidenced thereby. Any book-entry that reflects the issuance of such Restricted Shares willshall be subject to stop such stop-transfer instructionsorders and other restrictions as provided in [Sections 9(b) and 9(c)])].the Company may deem advisable. Your right to receive this Restricted Stock Award is conditioned upon your execution and delivery to the Company of any instrumentsinstructions of assignment that may be necessary to permit transfer to the Company of all or a portion of the Restricted Shares if such Restricted Shares are forfeited in whole or in part.

Manner In Which Shares Will Be Held. All shares of Restricted Shares. As soon as practicable afterStock awarded to Participant hereunder shall be issued in book-entry form and held by the Grant Date, the Company will cause its transfer agent to either maintain a book entry account in your name reflecting the issuance of the Restricted Shares, or issue one or more stock certificates in your name evidencing the Restricted Shares. Any such stock certificate will be deposited with the CompanyCompany, or its designee, in such form, and as such, no stock certificates evidencing such shares will be issued or held with respect to such Restricted Stock. Certain terms, conditions and restrictions applicable to such Restricted Stock will be noted in the records of the Company’s transfer agent and in the book-entry system. At the Company’s discretion, and subject to the provisions of this Paragraph 4, stock certificates evidencing the shares of Restricted Stock awarded under this Agreement may be issued and registered in the name of Participant. In such event, such certificates shall be delivered to and held in custody by the Company, or its designee, until the restrictions thereon shall have lapsed or any conditions to the vesting of such Award, or a portion thereof, have been satisfied, and such certificates shall bear an appropriate legend referring to the restricted nature of the Restricted Stock evidenced thereby. Any book-entry that reflects the issuance ofterms, conditions and restrictions applicable to such Restricted Shares will be subject to stop transfer instructions as provided in [Sections 9(b) and 9(c)])]. Your right to receive this Restricted Stock Award is conditioned upon your execution and delivery to the Company of any instruments of assignment that may be necessary to permit transfer to the Company of all or a portion of the Restricted Shares if such Restricted Shares are forfeited in whole or in part.Award.