Common use of Ongoing Grants Clause in Contracts

Ongoing Grants. Beginning in 2016 and with respect to each subsequent year of the Term, Executive shall be granted a combination of restricted stock units in respect of the Company’s Class A common stock (“RSUs”), performance share units in respect of the Company’s Class A common stock (“PSUs”) and nonqualified stock options in respect of the Company’s Class A common stock (“Options”) (valued in accordance with Black-Scholes or similar binomial option-pricing model), such awards having an aggregate fair value, each year, equal to $1,000,000 (based on the fair market value of the Company’s Class A common stock on the date of grant). The equity award each year shall be divided among the three types of awards as follows: RSUs - 30%; PSUs - 40% and Options - 30%. The exercise price for each grant of Options shall be the fair market value of the Company’s common stock as of the date of their grant. Each grant of Options and RSUs shall vest in equal annual installments over four (4) years. The Compensation Committee of the Board of Directors of the Company shall establish the PSU performance criteria, including the performance period relating to the grant. The RSUs, PSUs and Options shall be subject to such other terms as set forth in the applicable grant agreement and in the underlying equity plan as adopted by the Company. Executive acknowledges that on February 14, 2017, the Company granted Executive the RSUs, PSUs and Options required under this Agreement in respect of the 2017 calendar year.

Ongoing Grants. Beginning in 2016 and with respect to each subsequent year of the Term, Executive shall be granted a combination of restricted stock units in respect of the Company’s Class A common stock (“RSUs”), performance share units in respect of the Company’s Class A common stock (“PSUs”) and nonqualified stock options in respect of the Company’s Class A common stock (“Options”) (valued in accordance with Black-Scholes or similar binomial option-pricing model), such awards having an aggregate fair value, each year, equal to $1,000,000 (based on the fair market value of the Company’s Class A common stock on the date of grant). The equity award each year shall be divided among the three types of awards as follows: RSUs - – 30%; PSUs - – 40% and Options - – 30%. The exercise price for each grant of Options shall be the fair market value of the Company’s common stock as of the date of their grant. Each grant of Options and RSUs shall vest in equal annual installments over four (4) years. The Compensation Committee of the Board of Directors of the Company shall establish the PSU performance criteria, including the performance period relating to the grant. The RSUs, PSUs and Options shall be subject to such other terms as set forth in the applicable grant agreement and in the underlying equity plan as adopted by the Company. Executive acknowledges that on February 148, 20172016, the Company granted Executive the RSUs, PSUs RSUs and Options required under this Agreement in respect of the 2017 2016 calendar year, and the PSUs required in respect of the 2016 calendar year will be granted to Executive after the Stockholder Approval (as defined below) is obtained.