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.
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Participant:
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Date of
Grant:
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Vesting Commencement Date:
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See Vesting
Schedule below
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Number of Shares Subject to Award:
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Consideration:
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Participant’s Services
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Vesting Schedule:
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% 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.
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Issuance Schedule:
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The shares will
be issued in accordance with the issuance schedule set forth in
Section 6 of the Restricted Stock Unit Agreement.
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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.
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E
NCORE C APITAL G ROUP , INC .:
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P
ARTICIPANT
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By:
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J. Brandon
Black
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Title:
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President and Chief Executive
Officer
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Date:
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Date:
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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.
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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