Common use of Equity Based Incentive Compensation Clause in Contracts

Equity Based Incentive Compensation. (a) On the Effective Date, and pursuant to the terms of The GSS Long Term Incentive Plan, if any (the “LTIP”), GSS shall xxxxx Xxxxxxx a 10-year option with respect to 10,200,000 shares of GSS common stock. One-fifth (1/5) of these options shall vest each year for five years, on the first five anniversaries of the Effective Date (e.g., the first 2,040,000 options will vest on July 1, 2010, and the last 2,040,000 options will vest on July 1, 2014). In accordance with the terms of the LTIP, the per share exercise price for these options will be equal to the fair market value of a share of GSS common stock on the Effective Date, as determined in good faith by the Board of Directors.

Equity Based Incentive Compensation. (a) On the Effective Date, and pursuant to the terms of The GSS Long Term Incentive Plan, if any (the “LTIP”), GSS shall xxxxx Xxxxxxx Xxxxxx a 10-year option with respect to 10,200,000 20,000,000 shares of GSS common stock. One-fifth (1/5) of these options shall vest each year for five years, on the first five anniversaries of the Effective Date (e.g., the first 2,040,000 4,000,000 options will vest on July 1, 2010, and the last 2,040,000 4,000,000 options will vest on July 1, 2014). In accordance with the terms of the LTIP, the per share exercise price for these options will be equal to the fair market value of a share of GSS common stock on the Effective Date, as determined in good faith by the Board of Directors.