Sign-On Grant Clause Samples

Sign-On Grant a. Subject to any applicable blackout periods pertaining to trading in common shares of the RBA Pubco (as defined below) by “Insiders” (as defined under applicable securities laws and regulations), the Executive will receive a USD $300,000 sign-on grant in the form of RBA Pubco stock options (with the exact number of options being calculated as of the grant date using the Black-Scholes option pricing model), with such grant being made upon the later of the Commencement Date and the lifting of the applicable blackout period, and subject to the RBA Pubco’s normal governance policies, which w▇▇▇ ▇▇▇▇▇ vest on the third anniversary of the grant date, with a term of ten years (the “SOG Options”).

Sign-On Grant. Provided you sign this Agreement and begin employment with the Company on your Start Date, and specifically in exchange for your promise to comply with your obligations set forth in this Agreement, the Company will recommend that the Board or committee thereof grant you (a) 10,370 restricted stock units (the “Sign-On RSUs) with each unit representing the right to receive one share of the Company’s common stock and (b) 17,600 stock options to purchase shares of the Company’s common stock, with an exercise price equal to the fair market value on the date of the grant (“Sign-On Options”). Twenty-five (25%) of the Sign-On RSUs and Sign-On Options will vest on the one-year anniversary of the grant date, with the balance of the shares vesting quarterly over the following three (3) years, subject to your Continued Service (as defined in the Plan) with the Company through each vesting date. The Sign-On RSUs and Sign-On Options will be granted as soon as administratively feasible upon your Start Date.

Sign-On Grant a. Subject to any applicable blackout periods pertaining to trading in common shares of the Employer by “Insiders” (as defined under applicable securities laws and regulations), the Executive will receive a USD$5,000,000 sign-on grant upon the later of the Commencement Date and the lifting of the applicable blackout period, comprised as follows: i. 50% of the Sign-On Grant will be provided to the Executive through a grant of stock options, which will vest at a rate of 20% per year, starting on the first anniversary of the grant date, with a term often years (the “SOG Options”); and ii. 50% of the Sign-On Grant will be provided to the Executive through a grant of performance share units, which will become eligible for vesting at a rate of 25% per year starting on the second anniversary of the grant date, with the actual number of units to vest to be determined based on achievement of pre-established performance criteria (the “SOG PSUs”), including: (1) The actual number of units to vest will be determined by the Board of Directors of the Employer based on absolute Total Shareholder Return (“TSR”) performance over the applicable rolling two, three, four and five year periods. For example: Threshold 5 0 % Tare 15 % 100 % Maximum 20 % 200 % * Results interpolated between the points CAGR = Compound Annual Growth Rate (2) The TSR measure under the SOG PSUs reflects the compound annual return over the applicable performance period using values at the beginning and end of the performance period based on the prior 20-trading day average and based on reinvestment of any dividends paid on the common shares during the period into additional common shares. (3) Consideration will be given to enhancing the vesting from prior tranches based on subsequent performance experienced for later tranches. (4) If the Executive becomes a Canadian tax filer, the SOG PSUs may be provided in the form of performance deferred share units (“PDSUs”) to avoid adverse tax treatment. The PDSUs will defer payment (and taxes) until the Executive leaves the Employer (assuming units have vested in accordance with the provisions set out above).

Sign-On Grant a. In addition to the compensation set forth in section 4 above, and subject to any applicable blackout periods pertaining to trading in common shares of the Employer by "Insiders" (as defined under applicable securities laws and regulations), the Executive will receive a USD $100,000 sign-on grant in the form of stock options, the number of options being calculated as of the grant date using the Black-Scholes option pricing model, upon the later of the Commencement Date and the lifting of the applicable blackout period, and subject to the Employer's normal governance policies, which w▇▇▇ ▇▇▇▇▇ vest on the third anniversary of the grant date, with a term often years (the "SOG Options").

Sign-On Grant. Promptly following the Start Date, the Executive shall receive a restricted stock unit award covering 25,125 shares of the Company’s Class A Common Stock (the “Special Award”). The Special Award shall vest fifty percent (50%) on January 24, 2018 and fifty percent (50%) on January 24, 2019, subject to the Executive’s continued service to such date; provided, however, that full and automatic vesting of the Special Award shall occur in the event the Executive’s employment with the Company terminates on account of death or Disability (defined below), or the Executive is involuntarily terminated by the Company without Cause (defined below) or resigns for Good Reason (defined below).

Sign-On Grant. On the Effective Date, Executive shall be granted an additional stock option to purchase a total five hundred thousand (500,000) shares of Company Common Stock, with a per share exercise price equal to $18.375. This option shall be for a term of eighteen months, subject to automatic ongoing extensions which may be multiple, each of ninety (90) days in duration, upon notice to the Company by Executive that Executive has reasonably deemed it imprudent to exercise the option or sell shares covered thereby by virtue of such actions potentially giving rise to liability to litigation. The option shall vest as to 100% of the shares originally subject to the option one year from the Effective Date, conditioned upon Executive's continued employment with the Company as of such vesting date. The option shall be exercisable at any time, including by means of Executive entering into a fully recourse promissory note covering the aggregate exercise price, subject to Executive entering into a restricted stock purchase agreement with the Company with respect to any unvested shares. The shares covered by the stock option shall be registered on Form S-8 by the Company prior to the date of any vesting.

Sign-On Grant. As soon as reasonably practicable following the Effective Date, Employee shall be granted a one-time award of a number of restricted stock units (“Sign On RSUs”) with an equivalent value of $315,000 on the date of grant. The Sign On RSUs shall vest over three years and be subject to the terms and conditions of the EIP and Parent’s standard form of award agreement. The grant of the Equity Awards and the Sign On RSUs are subject to the approval of the compensation committee of the board of directors of Parent and the compensation committee determination of the value of such awards and the grant date shall be binding.

Sign-On Grant. In its sole discretion of, and subject to approval by the Board and compliance with any law or listing rule, as applicable, the Company may grant you an option to purchase 1,400,000 of the Company’s American Depositary Shares at the fair market value as determined by the Board as of the date of grant (the “Option”). The anticipated Option will be governed by the terms and conditions of the Company’s Long-Term Incentive Plan (the “Plan”) and the applicable grant agreement. Copies of the Plan and applicable grant agreement will be provided to you if and when the Option is granted to you, and will include the following vesting schedule: 25% of the total shares will vest on the one year anniversary of the vesting commencement date, and 1/36th of the total shares will vest monthly thereafter on the same day of the month as the vesting commencement date (or if there is no corresponding day, on the preceding day) as of each such date, and provided you remain in continuous employment at the Company through each such vesting date. In the event of any conflict between this Agreement or the Plan or the applicable grant agreement, the Plan and the applicable grant agreement will supersede this Agreement and control.

Sign-On Grant. Effective as of the Start Date, the Company shall grant the Executive restricted stock units (“RSUs”) with a value of $100,000 and nonqualified stock options (“Options”) with a value of $100,000, with each valued as of the Start Date in accordance with the Company’s standard procedures. The RSUs and the Options shall vest in four equal increments on each of the first four annual anniversaries of the Start Date, subject to the Executive’s continued employment with the Company through the applicable vesting date. The RSUs and the Options shall be granted pursuant to the Company’s 2007 Stock Incentive Plan and the standard forms of restricted stock unit agreement and stock option agreement thereunder (as modified to reflect this Section 3.5(A).