Exhibit 10.33
RESTRICTED STOCK AGREEMENT
UNDER
JACK HENRY & ASSOCIATES, INC. RESTRICTED STOCK PLAN
THIS
AGREEMENT, made as of the 10th day of September, 2007 by and
between Jack Henry & Associates, Inc., a Delaware corporation
(hereinafter called the "Company"), and
_________________________________ (hereinafter called the
"Awardee");
WITNESSETH
THAT:
WHEREAS,
the Board of Directors of the Company ("Board") has adopted the
Jack Henry & Associates, Inc. Restricted Stock Plan ("Plan")
pursuant to which restricted stock of the Company may be granted to
employees of the Company; and
WHEREAS,
the Company desires to make a restricted stock award to the Awardee
for ________________ (__________) shares of its Common Stock
("Award") under the terms hereinafter set forth;
NOW,
THEREFORE, in consideration of the premises, and of the mutual
agreements hereinafter set forth, it is covenanted and agreed as
follows:
1.
Award Subject to Plan . This Award is made under and is
expressly subject to all the terms and provisions of the Plan, a
copy of which Awardee acknowledges has been given to Awardee, and
which terms are incorporated herein by reference. Awardee agrees to
be bound by all the terms and provisions of the Plan. Terms not
defined herein shall have the meaning ascribed thereto in the
Plan.
2.
Grant of Award . Pursuant to action of the Board of
Directors, which action was taken on September 10, 2007 ("Date of
Award"), the Company awards to the Awardee _________________
(_________) shares of the common stock of the Company, of the par
value of $.01 per share ("Common Stock"); provided, however, that
the shares hereby awarded ("Restricted Stock") are nontransferable
by the Awardee until vested as set forth in Section 3, below and
are subject to the risk of forfeiture described below. Prior to the
time shares become transferable, the shares of Restricted Stock
shall bear a legend indicating their nontransferability, and, if
the Awardee terminates employment with the Company prior to the
time a restriction lapses, the Awardee shall forfeit any shares of
Restricted Stock which are still subject to the restrictions at the
time of termination of such employment.
3.
Vesting . During the period ending September 10, 2008, all
shares of Restricted Stock granted hereby will be subject to
forfeiture and nontransferable by the Awardee. In the event of
Awardee's termination of employment prior to September 10, 2008,
except as provided in this Section 3 and in Section 4 below, the
Awardee shall forfeit all the shares of Restricted Stock.
Shares
shall vest hereunder and restrictions shall lapse according to the
following schedule. Percentage shall be applied to the share amount
set forth in Section 2 by rounding down to the nearest whole
share.
(a)
If the Awardee is and has been continuously in the service of the
Company since the Date of Award, one-ninth (11.11%) of the shares
of Restricted Stock shall become fully vested and nonforfeitable on
September 10, 2008, an
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