Delivery of Shares

Delivery of Shares. The Company shall deliver to you a number of Shares equal to the number of Units (if any) that vest pursuant to this Award Certificate (except that in the event of settlement following conversion of the Units into a cash account pursuant to Section 5(a), delivery shall be in cash), subject to withholding as provided in Section 6 below. Such delivery shall take place as soon as practicable, but in no event more than 15 days, after November 15, 20_ _ [three years after grant]. Notwithstanding the... foregoing but subject to Section 6(b), with respect to a Termination of Service that is a "separation from service" within the meaning of Section 409A of the Code ("Separation from Service") and that occurs during the two-year period following a Change of Control that qualifies as an event described in Section 409A(a)(2)(A)(v) of the Code and the regulations thereunder, such delivery shall take place as soon as practicable following the date of the applicable Termination of Service. Nothing in this Agreement, including Section 5, shall preclude the Company from settling upon a Change of Control the Units that are not replaced by a Replacement Award, to the extent effectuated in accordance with Treas. Regs. § 1.409A-3(j)(ix). View More