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Exhibit 10.13
Grant ID # XX-XXXX
KADANT INC.
EQUITY INCENTIVE PLAN
RESTRICTED STOCK AGREEMENT
[NAME]
Name of Recipient
15,000
Number of Restricted Shares of
Common Stock Awarded
February 27, 2007
Award Date
Kadant Inc. (the "Company") has selected you to receive the
restricted stock award identified above, subject to the provisions
of the Company’s amended and restated Equity Incentive Plan
(the "Plan") and the terms, conditions and restrictions contained
in this agreement (the "Agreement"). Please confirm your acceptance
of this Award, your agreement to the terms of the Plan and this
Agreement, your receipt of a copy of the Plan, and your receipt of
a memorandum regarding the tax treatment of awards of restricted
stock, by signing both copies of this Agreement. You should keep
one copy for your records and return the other copy promptly to the
Stock Option Manager of Kadant Inc., One Technology Park Drive,
Westford, Massachusetts 01886.
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KADANT INC.
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By:
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William A. Rainville
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Chairman and Chief Executive Officer
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Accepted and Agreed:
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Recipient
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KADANT INC.
EQUITY INCENTIVE PLAN
Restricted Stock Agreement
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1.
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Preamble. This Restricted Stock
Agreement contains the terms and conditions of an award of shares
of restricted stock of the Company (the "Restricted Shares") made
to the Recipient identified on the first page of this Agreement
pursuant to the Plan. Any consideration due to the Company on the
issuance of the Restricted Shares has been deemed to be satisfied
by past services rendered by the Recipient to the Company.
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2.
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Restrictions on Transfer . Unless and
until the Restricted Shares shall have vested as provided in
Paragraph 3 below, the Recipient agrees not to sell, transfer,
pledge or assign any of the Restricted Shares acquired under this
Agreement.
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3.
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Vesting . The term "vest" as used in
this Agreement means the lapsing of the restrictions that are
described in this Agreement with respect to the Restricted Shares.
The Restricted Shares shall vest in accordance with the schedule
set forth below, provided in each case that the Recipient is then,
and since the Award Date has continuously been, a member of the
Board of Directors of the Company.
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# of Shares
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Vesting Date
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March 31, 2007
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June 30, 2007
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September 29, 2007
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December 29, 2007
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Upon a "Change-in-Control" (as defined
herein)
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In the event that the Recipient ceases to be a
director of the Company prior to the Vesting Dates set forth above
for the Restricted Shares for any reason other than a "Change in
Control", then any Restricted Shares that have not previously
vested shall be immediately forfeited and returned to the
Company.
In the event of a "Change in Control", all Restricted Shares
that have not previously been forfeited shall immediately vest. A
"Change in Control" shall have the same meaning for the purposes of
this Agreement as set forth in Section 9 of the Plan, as the
same may be amended from time to time.
Notwithstanding the f
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