EX-10.60



 EXHIBIT 10.60 
 FRISCH’S RESTAURANTS, INC. 
 2003 STOCK OPTION AND INCENTIVE PLAN

 RESTRICTED STOCK AGREEMENT 
 (for employees) 
 This Restricted Stock Agreement (the
“Agreement”) is dated as of                     , 20     (the “Grant Date”), and is entered
into between Frisch’s Restaurants, Inc., an Ohio corporation (the “Company”), and                      (“Employee”).
Capitalized terms not defined herein have the meaning given such terms in the Company’s 2003 Stock Option and Incentive Plan (the “Plan”). 
 1. Grant. Subject to the terms and conditions of this Agreement and of the Plan, which are incorporated herein by reference, the Company hereby grants to Employee
             shares of Restricted Stock (the “Shares”) at a Grant Price of              per share in
consideration for services to be performed by Employee on behalf of the Company. 
 2. Vesting. Unless earlier vested,
forfeited or modified in accordance with the terms and conditions of the Plan, Employee’s right to the Shares shall become nonforfeitable on
                    , 20     (the “Scheduled Vesting Date”). 

3. Stock Certificates. A certificate for the Shares, registered in Employee’s name, shall be issued and delivered to the
Secretary of the Company and held by him/her in custody and shall not be delivered to Employee until such Shares have fully vested in accordance with Section 2 above. The stock certificate will contain a legend evidencing the vesting condition
of Section 2 above and the transferability restriction of Section 7 below. 
 4. Effect of Termination of
Service. In the event of Employee’s termination of service before the Scheduled Vesting Date, Employee shall forfeit any and all rights he/she may have to the Shares unless vesting is accelerated pursuant to Section 11.1 or another
provision of the Plan. 
 5. Taxes. Employee agrees to make arrangements satisfactory to the Company to satisfy any
obligations for the payment of federal, state and local withholding taxes and any other tax liabilities resulting from this grant or vesting of the Shares. Employee acknowledges that he/she has been advised that he/she may elect to be taxed for U.S.
federal income tax purposes in accordance with Section 83(b) of the Internal Revenue Code and advised of the consequences that may result from such an election. Any election under Section 83(b) must be filed with both the Internal Revenue
Service and the Company on or before                     , 20     (i.e., within 30 days from the Grant Date).

 6. Rights as Shareholder. Except to the extent limited by the terms of this Agreement or the Plan, Employee shall have
all rights of a shareholder prior to the vesting of the Shares, including the right to vote the Shares and receive all dividends and other distributions paid or made with respect thereto. 

7. Holding Period/Transferability. Employee agrees that the Shares granted pursuant to this Agreement may not be sold,
transferred, assigned or made subject to any encumbrance, pledge or charge until such time as Employee’s service terminates, except that, after the Shares have vested, Employee may sell the minimum number of Shares (rounded down








 
to a whole number) that is sufficient to satisfy any obligations for the payment of federal, state and local withholding taxes and any other tax liabilities resulting from this grant or vesting
of the Shares. 
 8. No Right to Continue as an Employee. Nothing in this Agreement will confer upon Employee any right
to continue as an employee for any period of time or at any particular rate of compensation. 
 9. Severability. If any
part of this Agreement is declared by any court or government authority to be unlawful or invalid, such unlawfulness or invalidity shall not invalidate any portion of this Agreement not declared to be unlawful or invalid. Any Section of this
Agreement so declared to be unlawful or invalid shall, if possible, be construed in a manner that will give effect to the terms of such Section to the fullest extent possible while remaining lawful and valid. 

10. Construction. The Shares are being issued pursuant to the Plan and are subject to the terms and condition of the Plan, as it
may be amended from time to time. In the event there is any conflict between the provisions of this Agreement and the provisions of the Plan, the provisions of the Plan shall control. Subject to the provisions of the Plan, the Committee may modify
this Agreement. Any amendment to the Plan shall be deemed to be an amendment to this Agreement to the extent that the amendment is applicable hereto. Notwithstanding the foregoing, no amendment of the Plan or this Agreement shall materially impair
Employee’s rights under this Agreement with respect to the Shares without the consent of Employee unless such amendment is otherwise required by law or integrally related to a requirement of law. A copy of the Plan and the prospectus for the
Plan have been given to Employee. 
 11. Entire Understanding. This Agreement embodies the entire understanding and
agreement of the parties in relation to the subject matter hereof, and no promise, condition, representation or warranty, expressed or implied, not stated herein or in the Plan, shall bind either party. 

IN WITNESS WHEREOF, the parties have executed and delivered this Agreement effective as of the Grant Date. 

 

					
	 EMPLOYEE
	 		 	FRISCH’S RESTAURANTS, INC.
			
	  
	 		 	  

	 (Name)
	 		 	(Name)
		 		 	(Title)


  
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