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Exhibit
10.7
[Form for
Employees]
COMPUCREDIT
CORPORATION
RESTRICTED STOCK UNIT
AGREEMENT
PLAN: CompuCredit Corporation 2008
Equity Incentive Plan
NUMBER OF RESTRICTED STOCK UNITS:
EFFECTIVE DATE OF GRANT:
THIS RESTRICTED STOCK UNIT
AGREEMENT, made and entered into this
day of
, 20 , by and between
COMPUCREDIT CORPORATION, a Georgia corporation
(“CompuCredit”), and
(the “Grantee”);
W I T N E S S E T
H:
WHEREAS, the CompuCredit
Corporation 2008 Equity Incentive Plan (the “Plan”) has
been adopted by CompuCredit; and
WHEREAS, the Plan authorizes
the Compensation Committee (“Committee”) to cause
CompuCredit to enter into a written agreement with the Grantee
setting forth the form and the amount of any award and any
conditions and restrictions of the award imposed by the Plan and
this Agreement; and
WHEREAS, the Committee
desires to make an award to the Grantee consisting of Restricted
Stock Units.
NOW, THEREFORE, in
consideration of the mutual covenants contained herein, and other
good and valuable consideration, including that provided under any
non-compete or similar agreement, the receipt and sufficiency of
which are hereby acknowledged, CompuCredit and the Grantee hereby
agree as follows:
1. General
Definitions. Any capitalized terms herein shall have the
meanings set forth in the Plan, and, in addition, for purposes of
this Restricted Stock Unit Agreement, each of the following terms,
when used herein, shall have the meanings set forth
below:
(a) “Common
Stock” shall mean the common stock of CompuCredit, no par
value per share.
(b) “CompuCredit”
or “Company” shall mean CompuCredit
Corporation.
(c) “Disability”
shall mean (i) a determination that the Grantee is disabled
pursuant to the terms of any long-term disability insurance policy
which the Company has purchased and which covers Grantee;
(ii) a reasonable determination by a reputable,
independent, licensed medical
doctor selected by the Company that, due to a mental or physical
impairment or disability, Grantee has been incapable or unable to
fully perform the duties performed by him for the Company
immediately prior to such disability for a period of at least
180 days in the aggregate (although not necessarily
consecutively) within any consecutive 365 day period; or
(iii) the entry of an order by a court of competent
jurisdiction adjudicating Grantee incompetent to manage his person
or property.
(d) “Restricted Stock
Units” or “RSUs” shall mean the number of
Restricted Stock Units set forth on page 1 of this Restricted
Stock Unit Agreement.
(e) “Tax
Withholding” shall mean the minimum amount that CompuCredit
determines is required under applicable federal, state or local law
to be withheld and paid over to governmental taxing authorities by
reason of the delivery of shares of Common Stock pursuant to the
Restricted Stock Units.
(f) “Vesting
Date” shall mean the date that all conditions and
restrictions imposed upon the Restricted Stock Units granted in
accordance with this Restricted Stock Unit Agreement, including
vesting pursuant to Section 3, are completely satisfied and
the applicable Restricted Stock Units become vested, earned and
payable.
2. Grant of Units. Upon the terms
and subject to the conditions and limitations hereinafter set
forth, the Grantee has been awarded the Restricted Stock Units.
Each Restricted Stock Unit corresponds to one share of the Common
Stock of the Company. Until the Vesting Date, the Restricted Stock
Units represent an unsecured promise of the
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