RESTRICTED STOCK AGREEMENT APPENDIX A
TERMS AND CONDITIONS OF RETRICTED STOCK
1. Grant . The Company hereby grants to the Employee under the Plan for past services and as a separate
incentive in connection with his or her employment and not in lieu of any salary or other compensation for his or
her services an award of the number of shares of Restricted Stock set forth in the Notice of Grant to which this
Agreement is attached as Appendix A, at par value ($0.001 per share), subject to all of the terms and conditions
in this Agreement, the Notice of Grant and the Plan.
2. Shares Held by Transfer Agent in Book Form . Unless and until the shares of Restricted Stock shall
have vested, such shares shall be reflected by book entry by the Company’s transfer agent, and shall not be sold,
transferred or otherwise disposed of, and shall not be pledged or otherwise hypothecated. The Company shall
instruct the transfer agent for its Common Stock to note its records as to the restrictions on transfer set forth in
this Agreement and the Plan. The certificate or certificates or electronic entries representing such shares shall not
be delivered by the transfer agent to the Employee unless and until the shares have vested and all other terms and
conditions in this Agreement and the Notice of Grant have been satisfied.
3. Vesting Schedule . The shares of Restricted Stock awarded by this Agreement shall vest as set forth in
the Notice of Grant.
4. Forfeiture . The shares of Restricted Stock which have not vested at the time of the Employee’s
termination of service shall thereupon be forfeited and automatically transferred to and reacquired by the
Company at no cost to the Company. The Employee hereby appoints the Company’s Secretary with full power
of substitution, as the Employee’s true and lawful attorney-in-fact with irrevocable power and authority in the
name and on behalf of the Employee to take any action and execute all documents and instruments,