Stock Incentive Compensation. The Company agrees to grant the Employee a number of shares of the Company’s restricted Class B Common Stock equal to one percent (1%) of the Company’s currently issued and outstanding shares of capital stock (after adjustment for a forthcoming recapitalization), subject to the terms of the Company’s Stock Option and Incentive Plan (the “Plan”). Provided that the Employee shall remain employed by the Company on such dates, the restrictions on such shares shall lapse in equal installments as to one-third of the shares included in such grant, as follows: (i) one hundred eighty (180) days following consummation of an initial public offering of the Company with a pre-money valuation of not less than one hundred fifty million Dollars ($150,000,000), following which the Company’s Class B Common Stock is listed on a national securities exchange or quoted on the Nasdaq Stock Market (a “Qualified IPO”); (ii) on the first anniversary of the closing of such initial public offering; and (iii) on the second anniversary of the closing of such initial public offering. The restricted shares whose restrictions lapse pursuant to clause (i) of this Section 6(b) shall be referred to as the “First Tranche Shares.” Notwithstanding the above, in the event that a Qualified IPO is consummated during the Term, then the above restrictions, if still in effect, shall immediately lapse upon expiration of the Term (but not upon termination of this Agreement under circumstances other than expiration of the term, except as provided below). The grant of shares pursuant to this clause (b) shall be the same grant, and shall satisfy in full the Company’s obligations in respect of, the grant of restricted shares of the Company referred to in the second paragraph of that certain letter (the “Letter”), dated April 8, 2005, from IDT Corporation to the Employee regarding the terms of the Employee’s employment by the Company, which grant was to take place after acceptance of the Letter by the Employee.
Stock Incentive Compensation. Mr. Xxxxx xhall be entitled to the stock incentive compensation set forth on Exhibit A.
Stock Incentive Compensation. Executive shall participate in the Company’s 2007 Stock Incentive Plan (the “Plan”) on the terms and in an amount determined by the Board in the Board’s sole discretion. Any such participation, including any previous grants of stock options under the Plan, shall be, at all times, governed by the applicable terms and requirements of the Plan and subject to all laws, rules, regulations and approvals in any applicable jurisdiction including, but not limited to, the United States and the People’s Republic of China.
