Exhibit 10.2
Atlantic
Tele-Network, Inc.
Form of
Notice
of Grant of Restricted Stock and
Restricted Stock
Agreement
(Non-Employee
Directors)
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Administrator
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Participant
Name:
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10
Derby Square
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ID:
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Salem, MA 01970
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(978)
619-1300
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Atlantic
Tele-Network, Inc., a Delaware corporation (the
“Company”), hereby grants to the Participant named
above (“you”) the number of shares of Common Stock, par
value $0.01 per share (the “Shares”) of the Company set
forth below on the terms of this Notice of Grant of Restricted
Stock and Restricted Stock Agreement (this
“Agreement”), subject to your acceptance of this
Agreement and the provisions of the Atlantic
Tele-Network, Inc. 2008 Equity Incentive Plan, as amended from
time to time (the “Plan”). The Shares are subject
to the restrictions set forth herein and those set forth in the
Plan.
Date of grant:
Number of
shares:
Vesting: The
Shares will vest and become issuable according to the following
schedule (each date, a “scheduled vesting date”):
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on
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20 , as to
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shares,
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(representing 33.333%
of the Shares)
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on
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20 , as to ,
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additional shares,
and
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(representing 33.333%
of the Shares)
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on
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20 , as to
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additional
shares.
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(representing 33.334%
of the Shares)
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By your signature
below, you agree with the Company to the terms of this
Agreement.
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Atlantic
Tele-Network, Inc.
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By:
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Name:
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Title:
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Date
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Participant
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Date
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1
Terms of
Restricted Stock
1.
Plan Incorporated by Reference . The provisions of the Plan
are incorporated into and made a part of this Agreement by this
reference. Capitalized terms defined in the Plan and used and not
otherwise defined in this Agreement have the meanings given to them
in the Plan. The Committee administers the Plan, and its
determinations regarding the interpretation and operation of the
Plan and this Agreement are final and binding. The Board may in its
sole discretion at any time terminate or from time to time modify
and amend the Plan as provided therein. You may obtain a copy of
the Plan without charge upon request to the Company’s
Corporate Secretary.
2.
Vesting . The Shares will vest, while you are a director of
the Company, on the scheduled vesting dates stated in the vesting
schedule on the first page of this Agreement, subject to the
other terms hereof. Notwithstanding anything to the contrary
in the foregoing, all unvested Shares shall become 100% vested upon
your removal from the Board upon a change in control (as defined by
the Committee from time to time).
3.
Withholding Taxes . You are responsible for any income
or other tax liability attributable to the Shares. It is a
condition to the issuance of Shares under this Agreement that you
shall pay to the Company, or make provision satisfactory to the
Committee for payment of, any taxes required by law to be withheld
with respect to the Shares no later than the date of the event
creating the tax liability. The Company and its
Affiliates
