Restoration Hardware 2013 Annual Report Download - page 114

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Exhibit 10.17
FORM OF TIME-VESTED RESTRICTED STOCK UNIT AGREEMENT
RESTORATION HARDWARE HOLDINGS, INC. 2012 stock incentive PLAN
NOTICE OF Restricted Stock Unit AWARD
Grantee’s Name and Address:
You (the “Grantee”) have been granted an award of Restricted Stock Units (the “Award”), subject to the terms and conditions of this Notice of Restricted
Stock Unit Award (the “Notice”), the Restoration Hardware Holdings, Inc. 2012 Stock Incentive Plan, as amended from time to time (the “Plan”) and the
Restricted Stock Unit Agreement (the “Agreement”) attached hereto, as follows. Unless otherwise provided herein, the terms in this Notice shall have the same
meaning as those defined in the Plan.
Award Number
Date of Award
Vesting Commencement Date
Total Number of Restricted Stock Units Awarded (the “Units”)
Vesting Schedule:
Subject to the Grantee’s Continuous Service and other limitations set forth in this Notice, the Agreement and the Plan, the Units will “vest” in
accordance with the following schedule (the “Vesting Schedule”):
[Insert Vesting Schedule]
For purposes of this Notice and the Agreement, the term “vest” shall mean, with respect to any Units, that such Units are no longer subject to forfeiture
to the Company. If the Grantee would become vested in a fraction of a Unit, such Unit shall not vest until the Grantee becomes vested in the entire Unit.
Vesting shall cease upon the date the Grantee terminates Continuous Service for any reason, including death or Disability. In the event the Grantee
terminates Continuous Service for any reason, including death or Disability, any unvested Units held by the Grantee immediately upon such termination of
the Grantee’s Continuous Service shall be forfeited and deemed reconveyed to the Company and the Company shall thereafter be the legal and beneficial owner
of such reconveyed Units and shall have all rights and interest in or related thereto without further action by the Grantee.
IN WITNESS WHEREOF, the Company and the Grantee have executed this Notice and agree that the Award is to be governed by the terms and
conditions of this Notice, the Plan, and the Agreement.
RESTORATION HARDWARE HOLDINGS, INC.
a Delaware corporation
By:
Title:
Date: