Common use of Performance Option Award Clause in Contracts

Performance Option Award. The Company’s Board of Directors shall, within seven (7) days of the date of this Employment Agreement, approve the award to the Employee of the right to be issued by the Company an option under the Option Plan (as defined below) to purchase 833,334 shares of Common Stock (the “Performance Option”) and an equity incentive compensation plan pursuant to which the Performance Option may be issued to the Employee (the “Option Plan”); provided that, the Performance Option, the right to be issued the Performance Option and the award of both shall be effective and binding on the Company only upon and subject to Shareholder Ratification and stockholder approval of the Option Plan, and in no event shall the Performance Option be issued or exercisable until stockholder approval of the Option Plan. The Performance Option shall be subject to the terms and conditions of a Stock Option Agreement between the Employee and the Company (the “Option Agreement”) in the form attached hereto as Exhibit B, and such terms and conditions shall include the following: (A) the grant date of the right to be issued the Performance Option shall be the date on which the Company’s Board of Directors approves the award of the Performance Option (the “Option Grant Date”), (B) the exercise price under the Performance Option shall be the “fair market value” of Common Stock on the Option Grant Date (if “fair market value” is defined in the Option Plan), or such other exercise price as determined pursuant to the Option Plan, (C) the term of the Performance Option shall be ten (10) years, and (D) the Performance Option shall vest and become exercisable with respect to shares thereunder to the extent that the Company has achieved its Performance Objectives as set forth in Exhibit A (so long as the Employee is an employee of the Company on such date of vesting).

Performance Option Award. The Company’s Board of Directors shall, within seven (7) days of Contemporaneous with the date execution of this Employment Agreement, approve the award to the Employee of the right to be issued by the Company shall receive an option under the Option Plan EICP (as defined belowherein) to purchase 833,334 500,000 shares of Common Stock (the “Performance Option”) and an equity incentive compensation plan ), issued under the Company’s Equity Incentive Compensation Plan (the “EICP”), pursuant to which the Performance Option may be issued to the Employee (the “Option Plan”)Employee; provided that, the Performance Option, the right to be issued the vesting of Performance Option and the award of both shall be effective and binding on the Company only upon and subject to Shareholder Ratification and stockholder approval of as set forth in the Option PlanAgreement (as defined herein), and except that if Employee’s employment hereunder terminates or is terminated, in no event shall the Performance Option be issued vested or exercisable until stockholder approval except in accordance with conditions set forth in Section 7 of the Option Planthis Employment Agreement. The Performance Option shall be subject to the terms and conditions of this Employment Agreement and a Stock Option Agreement between the Employee and the Company (the “Option Agreement”) in the form attached hereto as Exhibit BA, and such terms and conditions shall include the following: (A) the grant date of the right to be issued the Performance Option shall be the date on which the Company’s Board of Directors approves the award of the Performance Option (the “Option Grant Date”), (B) the exercise price under the Performance Option shall be the “fair market value” of Common Stock on the Option Grant Date (if “fair market value” is defined in the Option Plan), or such other exercise price as determined by the Board, pursuant to the Option PlanEICP, (C) the term of the Performance Option shall be ten (10) years, and (D) the Performance Option shall vest and become exercisable with respect to shares thereunder to the extent that the Company has achieved its Performance Objectives as set forth in Appendix A to Exhibit A (so long as the Employee is an employee of the Company on such date of vesting).A.

Performance Option Award. The Company’s Board of Directors shall, within seven (7) days of the date of this Employment Agreement, approve the award to the Employee of the right to be issued by the Company an option under the Option Plan (as defined below) to purchase 833,334 shares of Common Stock (the “Performance Option”) and an equity incentive compensation plan pursuant to which the Performance Option may be issued to the Employee (the “Option Plan”); provided that, the Performance Option, the right to be issued the Performance Option and the award of both shall be effective and binding on the Company only upon and subject to Shareholder Ratification and stockholder approval of the Option Plan, and in no event shall the Performance Option be issued or exercisable until stockholder approval of the Option Plan. The Performance Option shall be subject to the terms and conditions of a Stock Option Agreement between the Employee and the Company (the “Option Agreement”) in the form attached hereto as Exhibit B, and such terms and conditions shall include the following: (A) the grant date of the right to be issued the Performance Option shall be the date on which the Company’s Board of Directors approves the award of the Performance Option (the “Option Grant Date”), (B) the exercise price under the Performance Option shall be the “fair market value” of Common Stock on the Option Grant Date (if “fair market value” is defined in the Option Plan), or such other exercise price as determined pursuant to the Option Plan, (C) the term of the Performance Option shall be ten (10) years, and (D) the Performance Option shall vest and become exercisable with respect to shares thereunder to the extent that the Company has achieved its Performance Objectives as set forth in Exhibit A (so long as the Employee is an employee of the Company on such date of vesting).. South Texas Oil Company Xxxxxxx Employment Agreement June 2008