Exhibit 10.1
Form Agreement
Time and Performance Vesting
QC HOLDINGS, INC.
RESTRICTED STOCK AWARD
AGREEMENT
THIS RESTRICTED STOCK AWARD
AGREEMENT (this “Agreement” ), dated as of
, 200 (the “Grant Date”), is
made between QC Holdings, Inc., a Kansas corporation (the
“Company” ), and
, an employee of the Company or a subsidiary of the Company (
“Participant” ).
RECITALS:
1. The Company has adopted the 2004 Equity
Inventive Plan (the “Plan” ), which was approved
by the stockholders of the Company on July 7, 2004.
2. The Plan provides, among other things, for the
grant of restricted stock awards by the Compensation Committee of
the Board of Directors of the Company (the
“Committee” ) to eligible employees of the
Company or any subsidiary in accordance with the terms and
provisions of the Plan.
3. The Committee considers Participant to be an
employee who is eligible for a grant of restricted stock pursuant
to the Plan, and has determined that it is in the interests of the
Company to grant restricted stock to Participant, subject to the
terms and conditions set forth in this Agreement and the
Plan.
4. Participant wishes to accept this award of
restricted stock, subject to the terms and conditions set forth in
this Agreement and the Plan.
AGREEMENTS:
NOW, THEREFORE, the parties agree as
follows:
1. Incorporation of the
Plan. Participant
acknowledges receipt of a copy of the Plan and agrees to be bound
by all of the terms and provisions of the Plan. The Plan is
incorporated in this Agreement by reference, and all terms,
conditions and provisions contained in the Plan are deemed to be
contained in this Agreement. Any conflict between the terms of this
Agreement and the terms of the Plan will be resolved by the
Committee, whose determination will be final and binding on all
parties. In general, and except as otherwise determined by the
Committee, the provisions of the Plan will supersede the provisions
of this Agreement to the extent of any conflict between the Plan
and this Agreement. Capitalized terms used in this Agreement have
the meanings given those terms in the Plan unless otherwise defined
in this Agreement or unless the context requires
otherwise.
2. Restricted Stock
Award. The Committee
awards to Participant
[
] shares of Common Stock of the Company, par value $0.01 per share
( “Common Stock” ), subject to the terms,
conditions and restrictions set forth in this Agreement and the
Plan (the “Restricted Stock” ).
3. Restrictions.
The Restricted Stock is restricted
in that Participant may not sell, assign, margin, transfer,
encumber, convey, give, alienate, hypothecate, pledge or otherwise
dispose of any shares of Restricted Stock, except a transfer by
will or the laws of descent and distribution, until the
restrictions
are removed or expire as described in
Section 4 . Any attempt to sell, assign, margin,
transfer, encumber, convey, give, alienate, hypothecate, pledge or
otherwise dispose of the shares of Restricted Stock, while
restricted, will be void and ineffective, will give no right to any
purported transferee, and may, at the discretion of the Committee,
result in forfeiture of those shares of Restricted
Stock.
4. Vesting.
Throughout the time Participant
remains continuously employed by the Company or a Subsidiary,
shares of Restricted Stock awarded under this Agreement will vest (
“Time Vested Shares” ) in accordance with the
following table:
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Number of Time Vested
Shares
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, 20
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Vested Shares
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, 20
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additional Vested Shares
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, 20
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additional Vested Shares
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, 20
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additional Vested Shares
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If Participant remains continuously
employed by the Company or a Subsidiary through [*insert
performance vesting period
*],
shares of Restricted Stock awarded under this Agreement will vest (
“Performance Vested Shares” ) in accordance with
the following terms:
[*Insert applicable terms for
performance-based vesting*]
The Time Vested Shares and the
Performance Vested Shares are collectively referred to as the
“Vested Shares.”
The shares of Restricted Stock that
have not vested (“Unvested Shares”) will remain subject
to forfeiture.
5. Issuance of
Shares.
(a) Unvested Shares . The
Company will cause the Restricted Stock to be issued in the name of
Participant, either by book-entry registration or issuance of a
stock certificate or certificates evidencing the Restricted Stock,
which certificate or certificates will be held by the Secretary of
the Company, the stock transfer agent or brokerage service selected
by the Secretary of the Company to provide those services for the
Plan. The shares of Restricted Stock will be restricted from
transfer and may be subject to an appropriate stop-tran