Common use of The Award is Conditional and is Subject to Forfeiture Clause in Contracts

The Award is Conditional and is Subject to Forfeiture. The only condition to unrestricted ownership of the shares awarded by this Restricted Stock Award Agreement that must be satisfied by the Participant is that the Participant must maintain continuous employment with Cortland Bancorp or a Related Entity for years after the effective date. Until the , 20 vesting date, the Restricted Stock awarded by this Restricted Stock Award Agreement will be held by Cortland Bancorp as escrow agent and will be unvested. If the Participant maintains continuous employment with Cortland Bancorp or a Related Entity until the , 20 vesting date, the Award will be fully vested and non-forfeitable on that date and the Participant will then possess all right, title, and interest in the shares. If the Participant does not maintain continuous employment with Cortland Bancorp or a Related Entity until the vesting date, whether because of voluntary or involuntary termination, termination because of disability, or death, the Award will be forfeited in its entirety by the Participant effective as of the date the Participant’s employment terminates, unless in its sole discretion the Plan Committee elects to accelerate the Participant’s vesting in and right to all or a portion of the Award when the Participant’s employment terminates. However, if a Change in Control occurs before the vesting date and if the Participant maintains continuous employment with Cortland Bancorp or a Related Entity through the date of the Change in Control, on the date of the Change in Control the Award will be fully vested and non-forfeitable and the Participant thereafter will possess all right, title, and interest in the shares.

The Award is Conditional and is Subject to Forfeiture. The only condition to unrestricted ownership of the shares awarded by this Restricted Stock Award Agreement that must be satisfied by the Participant is that the Participant must maintain continuous employment with Cortland Bancorp Middlefield or a Related Entity for years sixty (60) days after the effective date. Until the , 20 vesting date, end of that sixty day period the Restricted Stock awarded by this Restricted Stock Award Agreement will shall be held by Cortland Bancorp Middlefield as escrow agent and will shall be considered unvested. If the Participant maintains continuous employment with Cortland Bancorp Middlefield or a Related Entity until sixty days after the , 20 vesting dateeffective date of this Restricted Stock Award Agreement, the Award will be shall become fully vested and non-forfeitable on that date and the Participant will then thereafter shall possess all right, title, and interest in and to the shares. If the Participant does not maintain continuous employment with Cortland Bancorp Middlefield or a Related Entity until sixty days from the vesting dateeffective date of this Restricted Stock Award Agreement, whether because of voluntary or involuntary termination, termination because of disability, or death, the Award will shall be forfeited in its entirety by the Participant effective as of the date the Participant’s employment terminates, unless in its sole discretion the Plan Committee elects to accelerate the Participant’s vesting in and right to all or a portion of the Award when the Participant’s employment terminates. However, if a Change in Control occurs before prior to sixty days from the vesting effective date of this Restricted Stock Award Agreement and if the Participant maintains continuous employment with Cortland Bancorp Middlefield or a Related Entity through the date of the Change in Control, on the date of the Change in Control the Award will be shall become fully vested and non-forfeitable and the Participant thereafter will shall possess all right, title, and interest in and to the shares.

The Award is Conditional and is Subject to Forfeiture. The only condition to unrestricted ownership of the shares awarded by this Restricted Stock Award Agreement that must be satisfied by the Participant is that the Participant must maintain continuous employment service with Cortland Bancorp or a Related Entity for years after the effective date. Until the , 20 vesting date, the Restricted Stock awarded by this Restricted Stock Award Agreement will be held by Cortland Bancorp as escrow agent and will be unvested. If the Participant maintains continuous employment service with Cortland Bancorp or a Related Entity until the , 20 vesting date, the Award will be fully vested and non-forfeitable on that date and the Participant will then possess all right, title, and interest in the shares. If the Participant does not maintain continuous employment service with Cortland Bancorp or a Related Entity until the vesting date, whether because of voluntary or involuntary termination, termination because of disability, or death, the Award will be forfeited in its entirety by the Participant effective as of the date the Participant’s employment service terminates, unless in its sole discretion the Plan Committee board of directors elects to accelerate the Participant’s vesting in and right to all or a portion of the Award when the Participant’s employment service terminates. However, if a Change in Control occurs before the vesting date and if the Participant maintains continuous employment service with Cortland Bancorp or a Related Entity through the date of the Change in Control, on the date of the Change in Control the Award will be fully vested and non-forfeitable and the Participant thereafter will possess all right, title, and interest in the shares.