Crucial 2014 Annual Report Download - page 127

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12
stockholder with respect to the Restricted Stock, and the Participant shall have none of the rights of a stockholder
with respect to Restricted Stock Units until such time as Shares of Stock are paid in settlement of the Restricted
Stock Units.
10.3. FORFEITURE. Except as otherwise determined by the Committee at the time of the grant of the
Award or thereafter, upon termination of Continuous Status as a Participant during the applicable restriction period
or upon failure to satisfy a performance goal during the applicable restriction period, Restricted Stock or Restricted
Stock Units that are at that time subject to restrictions shall be forfeited; provided, however, that the Committee
may provide in any Award Certificate, subject to the terms and conditions of the Plan, that restrictions or forfeiture
conditions relating to Restricted Stock or Restricted Stock Units will be waived in whole or in part in the event of
terminations resulting from specified causes, including, but not limited to, death, Disability, or for the convenience
or in the best interests of the Company.
10.4. DELIVERY OF RESTRICTED STOCK. Shares of Restricted Stock shall be delivered to the
Participant at the time of grant either by book-entry registration or by delivering to the Participant, or a custodian or
escrow agent (including, without limitation, the Company or one or more of its employees) designated by the
Committee, a stock certificate or certificates registered in the name of the Participant. If physical certificates
representing shares of Restricted Stock are registered in the name of the Participant, such certificates must bear an
appropriate legend referring to the terms, conditions, and restrictions applicable to such Restricted Stock.
10.5. DIVIDENDS ON RESTRICTED STOCK. In the case of Restricted Stock, the Committee may
provide that ordinary cash dividends declared on the Shares before they are vested (i) will be forfeited, (ii) will be
deemed to have been reinvested in additional Shares or otherwise reinvested (subject to Share availability under
Section 5.1 hereof), or (iii) in the case of Restricted Stock that is not subject to performance-based vesting, will be
paid or distributed to the Participant as accrued (in which case, such dividends must be paid or distributed no later
than the 15th day of the 3rd month following the later of (A) the calendar year in which the corresponding
dividends were paid to stockholders, or (B) the first calendar year in which the Participant’s right to such dividends
is no longer subject to a substantial risk of forfeiture). Unless otherwise provided by the Committee, dividends
accrued on Shares of Restricted Stock before they are vested shall, as provided in the Award Certificate, either (i) be
reinvested in the form of additional Shares, which shall be subject to the same vesting provisions as provided for the
host Award, or (ii) be credited by the Company to an account for the Participant and accumulated without interest
until the date upon which the host Award becomes vested, and any dividends accrued with respect to forfeited
Restricted Stock will be reconveyed to the Company without further consideration or any act or action by the
Participant. In no event shall dividends with respect to Restricted Stock that is subject to performance-based
vesting be paid or distributed until the performance-based vesting provisions of such Restricted Stock lapse.
ARTICLE 11
DEFERRED STOCK UNITS
11.1. GRANT OF DEFERRED STOCK UNITS. The Committee is authorized to grant Deferred Stock
Units to Participants subject to such terms and conditions as may be selected by the Committee. Deferred Stock
Units shall entitle the Participant to receive Shares of Stock (or the equivalent value in cash or other property if so
determined by the Committee) at a future time as determined by the Committee, or as determined by the Participant
within guidelines established by the Committee in the case of voluntary deferral elections. An Award of Deferred
Stock Units shall be evidenced by an Award Certificate setting forth the terms and conditions applicable to the
Award.