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ENCORE CAPITAL GROUP , I NC. RESTRICTED STOCK UNIT GRANT NOTICE

Equity Incentive Plan Agreement

ENCORE CAPITAL GROUP , I NC. RESTRICTED STOCK UNIT GRANT NOTICE | Document Parties: ENCORE CAPITAL GROUP INC You are currently viewing:
This Equity Incentive Plan Agreement involves

ENCORE CAPITAL GROUP INC

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Title: ENCORE CAPITAL GROUP , I NC. RESTRICTED STOCK UNIT GRANT NOTICE
Date: 7/30/2009
Industry: Misc. Financial Services     Sector: Financial

ENCORE CAPITAL GROUP , I NC. RESTRICTED STOCK UNIT GRANT NOTICE, Parties: encore capital group inc
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Exhibit 10.2

E NCORE C APITAL G ROUP , I NC .

R ESTRICTED S TOCK U NIT G RANT N OTICE

(2005 S TOCK I NCENTIVE P LAN , AS A MENDED )

Encore Capital Group, Inc. (the “Company” ), pursuant to its 2005 Stock Incentive Plan, as amended (the “Plan” ), hereby awards to Participant a Restricted Stock Unit award for the number of shares of the Company’s Stock set forth below (the “Award” ). The Award is subject to all of the terms and conditions as set forth herein and in the Plan and the Restricted Stock Unit Agreement, both of which are attached hereto and incorporated herein in their entirety. Capitalized terms not otherwise defined herein shall have the meanings set forth in the Plan or the Restricted Stock Unit Agreement. In the event of any conflict between the terms in the Award and the Plan, the terms of the Plan shall control.

 

Participant:

 

  

 

  

Date of Grant:

 

  

 

  

Vesting Commencement Date:

 

  

See Vesting Schedule below

  

Number of Shares Subject to Award:

 

  

 

  

Consideration:

 

  

Participant’s Services

  

 

Vesting Schedule:

     % of the shares will vest on                      ;      % will vest on                      . In addition, the vesting of the shares may accelerate upon certain events described in the Restricted Stock Unit Agreement. Notwithstanding the foregoing, vesting shall terminate upon the Participant’s termination of Continuous Service.

 

Issuance Schedule:

The shares will be issued in accordance with the issuance schedule set forth in Section 6 of the Restricted Stock Unit Agreement.

Additional Terms/Acknowledgements: Participant acknowledges receipt of, and understands and agrees to, this Restricted Stock Unit Grant Notice, the Restricted Stock Unit Agreement and the Plan. Participant further acknowledges that as of the Date of Grant, this Restricted Stock Unit Grant Notice, the Restricted Stock Unit Agreement and the Plan set forth the entire understanding between Participant and the Company regarding the Award and supersede all prior oral and written agreements on that subject.

Participant further agrees that the Company may deliver by e-mail all documents relating to the Plan or this Award (including without limitation, prospectuses required by the Securities and Exchange Commission) and all other documents that the Company is required to deliver to its security holders (including without limitation, annual reports and proxy statements). Participant also agrees that the Company may deliver these documents by posting them on a website maintained by the Company or by a third party under contract with the Company. If the Company posts these documents on a website, it will notify Participant by e-mail.

 

E NCORE C APITAL G ROUP , INC .:

 

P ARTICIPANT :

By:

  

 

 

 

 

  

J. Brandon Black

 

 

 

Title:

  

President and Chief Executive Officer

 

 

Date:

 

 

Date:

  

 

 

 

 

A TTACHMENTS : Restricted Stock Unit Agreement, 2005 Stock Incentive Plan, as Amended


A TTACHMENT I

E NCORE C APITAL G ROUP , I NC .

2005 S TOCK I NCENTIVE P LAN , AS A MENDED

R ESTRICTED S TOCK U NIT A GREEMENT – COC E XECUTIVE

Pursuant to the Restricted Stock Unit Grant Notice (“ Grant Notice ”) and this Restricted Stock Unit Agreement and in consideration of your services, Encore Capital Group, Inc. (the “ Company ”) has awarded you a restricted stock unit award (the “ Award ”) under its 2005 Stock Incentive Plan, as amended (the “ Plan ”) for the number of shares of the Company’s Stock as indicated in the Grant Notice. Your Award is granted to you effective as of the Date of Grant set forth in the Grant Notice for this Award. Defined terms not explicitly defined in this Restricted Stock Unit Agreement shall have the same meanings given to them in the Plan. In the event of any conflict between the terms in this Restricted Stock Unit Agreement and the Plan, the terms of the Plan shall control.

In consideration of the mutual covenants herein contained and other good and valuable consideration, the receipt of which is hereby acknowledged, the parties hereto do hereby agree that the details of your Award are as follows:

1. V ESTING .

(a) In General. Subject to the limitations contained herein, your Award will vest in accordance with the vesting schedule provided in the Grant Notice, provided that vesting will cease upon the termination of your Continuous Service. For purposes of this Award, “Continuous Service” means that your service with the Company or an Affiliate, whether as an employee, director or consultant, is not interrupted or terminated. A change in the capacity in which you render service to the Company or an Affiliate as an employee, consultant or director or a change in the entity for which you render such service, provided that there is no interruption or termination of your service with the Company or an Affiliate, shall not terminate your Continuous Service. For example, a change in status from an employee of the Company to a consultant to an Affiliate or to a director shall not constitute an interruption of Continuous Service. To the extent permitted by law, the Board or its compensation committee or any officer designated by the Board or its compensation committee, in that party’s sole discretion, may determine whether Continuous Service shall be considered interrupted in the case of any leave of absence approved by that party, including sick leave, military leave or any other personal leave. Notwithstanding the foregoing, a leave of absence shall be treated as Continuous Service for purposes of vesting to such extent as may be provided in the Company’s leave of absence policy, in the written terms of any leave of absence agreement or policy applicable to you, or as otherwise required by law.

(b) Vesting Acceleration. Notwithstanding the foregoing, upon a Change of Control during your Continuous Service, or in the event that your Continuous Service is terminated due to your death or Disability, then your Award will immediately vest in full.

 

2


2. N UMBER OF S HARES . The number of shares subject to your Award may be adjusted from time to time for capitalization adjustments, as provided in the Plan.

3. S ECURITIES L AW C OMPLIANCE . You may not be issued any shares under your Award unless the shares are either: (i) then registered under the Securities Act; or (ii) the Company has determined that such issuance would be exempt from the registration r


 
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