Nontransferability. Performance- Hurdled Restricted Stock Units may not be sold, transferred, pledged, assigned, or otherwise alienated or hypothecated other than by will or by the laws of descent and distribution. This Agreement shall bind and inure to the benefit of successors and assigns of the Company.

Except as provided by the Committee, the PIPR Units shall not be transferrable by the Member except as set forth in [Section 7.02(c)] of the Operating Agreement, and the Restricted Shares shall not be transferable by the Member by means of sale, assignment, exchange, encumbrance, pledge, hedge or otherwise, except # upon the death of the Member, a transfer by operation of law to the Member’s estate, direct descendants or spouse or # to an affiliate of the Company in exchange solely for affiliate equity interests. In the event of any transfer pursuant [Section 7.02(c)] of the Operating Agreement or any transfer pursuant to the preceding [clause (i) or (ii) of this Section 5(a)], any obligations of the Member to claim tax benefits or to refund amounts to the Company or [[Lazard Group:Organization]] shall be binding upon the relevant Transferee.

Nontransferability. This Award may not be transferred except as expressly permitted under [Section 6(a)(3)] of the Plan.

Nontransferability. Shares granted under any Restricted Stock Award may not be transferred, assigned or subject to any encumbrance, pledge, or charge unless and until # the vesting conditions applicable to the Award have been achieved, and # the other restrictions on transferability applicable to Common Stock set forth in the Plan, the Award Agreement or otherwise have been satisfied.

Each Award shall be exercisable only by such Participant to whom such Award was granted during the Participant’s lifetime, or, if permissible under applicable law, by the Participant’s legal

Nontransferability. These Performance Shares are personal to the Participant. The Performance Shares shall not be transferable or assignable, other than by will or the laws of descent and distribution, and any such purported transfer or assignment shall be null and void without the express consent of the Committee.

Nontransferability. Neither the Award nor the Restricted Stock Units may be transferred except as expressly permitted under [Section 6(a)(3)] of the Plan.

Nontransferability. Performance Share Units may not be sold, transferred, pledged, assigned, or otherwise alienated or hypothecated by the Grantee other than by will or by the laws of descent and distribution. This Agreement shall bind and inure to the benefit of successors and assignees of the Company.

Nontransferability. The Participant's interest in the Performance Units or any distribution with respect to such units may not be # sold, transferred, assigned, margined, encumbered, bequeathed, gifted, alienated, hypothecated, pledged, or otherwise disposed of, whether by operation of law, whether voluntarily or involuntarily or otherwise, other than by will or by the laws of descent and distribution, or # subject to execution, attachment, or similar process. Any attempted or purported transfer in contravention of this Section shall be null and void ab initio and of no force or effect whatsoever.

Nontransferability. During the lifetime of Participant, the accrued Option shall be exercisable only by Participant or by the Participant's guardian or other legal representative. The Option shall not be assignable or transferable by Participant, in whole or in part, other than by will or by the laws of descent and distribution.