The Restricted Stock will vest in full on [the third anniversary of the Grant Date]//[the day prior to the Company’s next annual meeting of shareholders]. If the Grantee’s service as a director of the Company ceases for any reason prior to the date the Restricted Stock vests, the Restricted Stock that has not yet vested as of the date of such cessation of service will be immediately forfeited without further consideration or any act or action by the Grantee; provided, however, if, prior to the date the Restricted Stock has vested, the Grantee’s service as a director of the Company ceases as a result of death or disability (as determined by the Committee), the Committee, in its sole discretion, shall have the right to immediately vest all or any portion of such Restricted Stock, subject to such terms as the Committee, in its sole discretion, deems appropriate.