RESTRICTIONS ON TRANSFERABILITY. Notwithstanding any provisions of the Plan to the contrary, no Shares of restricted stock granted hereunder may be sold, assigned, transferred, pledged or otherwise encumbered unless and until the shares proposed to be sold or transferred are vested.

Transferability. Except as otherwise provided in this [Article 7], and subject to any provisions ofadditional terms in the Plan to the contrary, nogrant thereof, Shares of restricted stockRestricted Stock granted hereunderherein may not be sold, assigned, transferred, pledgedpledged, assigned, or otherwise encumbered unless andalienated or hypothecated until the shares proposed to be sold or transferred arefully vested.

Non-Transferability. The shares of Restricted Stock are not transferable by the Participant except to Permitted Transferees in accordance with [Section 14(b)] of the Plan toPlan. Except as otherwise provided herein, no assignment or transfer of the contrary,Restricted Stock, or of the rights represented thereby, whether voluntary or involuntary, by operation of law or otherwise, shall vest in the assignee or transferee any interest or right herein whatsoever, but immediately upon such assignment or transfer the Restricted Stock shall terminate and become of no Shares of restricted stock granted hereunder may be sold, assigned, transferred, pledged or otherwise encumbered unless and until the shares proposed to be sold or transferred are vested.further effect.

Restriction upon Transfer. Shares awarded, and the Planright to the contrary, no Shares of restricted stock granted hereundervote such shares and to receive dividends thereon, may not be sold, assigned, transferred, pledgedexchanged, pledged, hypothecated or otherwise encumbered unlessencumbered, except as herein provided or as provided in any agreement entered into between the Company and a Participant in connection with the Plan, during the vesting period applicable to such shares. Notwithstanding the foregoing, and except as otherwise provided in the Plan, the Participant shall have all the other rights of a stockholder including, but not limited to, the right to receive dividends and the right to vote such shares, until such time as the Participant disposes of the shares proposedor forfeits the shares pursuant to be sold or transferred are vested.the agreement relating to the Restricted Stock Award.

Transferability. Except as provided in this [Article VII] and subject to the contrary, nolimitation in the next sentence, the Shares of restricted stockRestricted Stock granted hereunder may not be sold, assigned, transferred, pledgedpledged, assigned, or otherwise encumbered unless andalienated or hypothecated until the shares proposedtermination of the applicable Period of Restriction or upon earlier satisfaction of other conditions as specified by the Committee in its sole discretion and set forth in the Agreement. All rights with respect to the Restricted Stock granted to a Participant under the Plan shall be soldexercisable during his lifetime only by such Participant or transferred are vested.his guardian or legal representative.

TRANSFERABILITY. Notwithstanding any provisionsExcept as provided in this [Article 8], the Shares of Restricted Stock granted herein may not be sold, transferred, pledged, assigned, or otherwise alienated or hypothecated until the end of the Planapplicable Period of Restriction established by the Committee and specified in the Restricted Stock Award Agreement, or upon earlier satisfaction of any other conditions, as specified by the Committee in its sole discretion and set forth in the Restricted Stock Agreement. All rights with respect to the contrary, no Shares of restricted stockRestricted Stock granted hereunder mayto a Participant under the Plan shall be sold, assigned, transferred, pledgedavailable during his or otherwise encumbered unless and until the shares proposedher lifetime only to be sold or transferred are vested.such Participant.