RESTRICTED SHARE GRANT UNDER THE BANK OF HAWAII CORPORATION 2004 STOCK AND INCENTIVE COMPENSATION PLAN SERVICE-BASED RESTRICTED SHARE AGREEMENTRestricted Stock Units Agreement |
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Exhibit 10.15 RESTRICTED SHARE GRANT UNDER THE BANK | OF HAWAII CORPORATION | Hawaii Corporation | Restricted Shares. The Company. RealDealDocs™ contains millions of easily searchable legal documents and clauses from top law firms. Search for free - click here. |
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Exhibit 10.15 This Agreement dated ("Agreement"), between Bank of Hawaii Corporation, a Delaware corporation ("Company"), with its registered office at 130 Merchant Street, Honolulu, Hawaii 96813 and ("Grantee"), an employee of the Company or subsidiary of the Company. 1. Grant of Restricted Shares. The Company hereby grants to Grantee, effective as of ("Grant Date"), shares ("Restricted Shares") of the Company's common stock ("Company Stock" or "Shares"). This grant of Restricted Shares shall be subject to the applicable terms and conditions set forth below and is being made pursuant to the Bank of Hawaii Corporation 2004 Stock and Incentive Compensation ("Plan") in accordance with the authority and direction of the Human Resources and Compensation Committee ("Committee") of the Company's Board of Directors. 2. Restrictions During Restriction Period . a. Service Restriction . Unless otherwise provided in this Agreement, each Restricted Share shall be forfeited and transferred to the Company upon Grantee's termination of employment for any reason, whether voluntary or involuntary, as an employee of the Company or its subsidiary prior to the expiration of the "Restriction Period" (as defined below) for such Restricted Share. For this purpose, Grantee's employment shall not be treated as terminated in the case of a transfer of employment within the Company and its subsidiaries or in the case of sick leave and other approved leaves of absence. b. Transfer Restriction. During the Restriction Period for a particular Restricted Share, such Restricted Share shall not be sold, assigned, pledged, or otherwise transferred, voluntarily or involuntarily, by Grantee. In the event of any attempt by Grantee to transfer the Restricted Shares, the Committee may terminate and cause the forfeiture of the Restricted Shares by notice to Grantee. c. Restriction Period. For purposes of this Agreement and with respect to any particular Restricted Share granted under this Agreement, the term "Restriction Period" shall mean a period which commences on the Grant Date and terminates on designated dates. Specifically, with respect to the first % of the Restricted Shares granted under this Agreement, the Restriction Period shall terminate on . Thereafter, with respect to the remaining % of the Restricted Shares granted under this Agreement, the Restriction Period shall terminate on . Accordingly, on , the Restriction Period shall have been terminated for % of the Restricted Shares. d. Other Termination of Restriction Period. Notwithstanding Section 2.c above, the Restriction Period shall terminate upon the earlier of (i) the death of Grantee; (ii) the termination of service of Grantee due to "permanent and total disability" as may be determined under the Plan; or (iii) the occurrence of a "Change in Control" of the Company (as described in Section 2.8 of the Plan). e. Lapse of Restrictions. The restrictions set forth above in this Sections 2.a and 2.b shall lapse and no longer apply as to any Restricted Shares upon the termination of the Restriction Period as to such Shares. 3. Issuance of Shares; Registration; Withholding Taxes. As part of the grant under this Agreement, certificates for the Restricted Shares shall be issued in Grantee's name and shall be held by the Company until all restrictions lapse or such shares are forfeited as provided herein. A certificate or certificates representing the Restricted Shares as to which the Restriction Period has terminated shall be delivered to Grantee upon such termination. The Company may postpone the issuance or delivery of the Shares until (a) the completion of registration or other qualification of such Shares or transaction under any state or federal law, rule or regulation, or any listing on any securities exchange, as the Company shall determine to be necessary or desirable; (b) the receipt by the Company of such written representations or other documentation as the Company deems necessary to establish compliance with all applicable laws, |
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