Common use of Stock Option Grants Clause in Contracts

Stock Option Grants. Subject to this Section 3.4, the Company will grant to the Executive an option (the “Option”) to purchase 560,000 shares of the Company’s Common Stock, effective on the first date following the Effective Date on which the Company’s normal option grant policy would result in grants being effective. The exercise price per share for the Option will be equal to the fair market value of a share of the Common Stock on the date the Option is granted. The Option will be intended to qualify as an “incentive stock option” within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended (the “Code”), to the maximum extent possible within the limitations of the Code. The Option will vest as follows: 25% of the shares subject to the Option shall vest upon Executive’s completion of one year of active and continuous service to the Company following the Effective Date, and 1/48 of the shares subject to the Option shall vest in 36 equal monthly installments upon completion of each month of active and continuous service thereafter such that Executive shall be fully vested in the Option after four years of continuous service from the Effective Date. The vesting of each installment of the Option will occur only if such vesting date occurs during the Executive’s continued employment by the Company through the respective vesting date. The maximum term of the Option will be seven (7) years from the date of grant of the Option. The Option shall be granted under the Company’s 2006 Equity Incentive Plan (the “Plan”), a copy of which has been provided to the Executive, and shall be subject to such further terms and conditions as set forth in a written stock option agreement to be entered into by the Company and the Executive to evidence the Option (the “Option Agreement”). The Option Agreement shall provide that Executive shall vest in 100% of the then unvested shares subject to the Option in the event Executive’s employment is terminated by the Company without Cause or by Executive for Good Reason within 12 months following a Change of Control. The Option Agreement shall be in substantially the form as may be used by the Company to evidence stock option grants for other senior executives made under the Plan at the time of grant.

Stock Option Grants. Subject to this Section 3.42.3 and board compensation committee approval, the Company will grant to the Executive an initial option (the “Initial Option”) to purchase 560,000 750,000 shares of the Company’s common stock, $0.005 par value per share (“Common Stock, effective on the first date following the Effective Date on which the Company’s normal option grant policy would result in grants being effective”). The exercise price per share for the Initial Option will be equal to the fair market value of a share of the Common Stock on the date the Initial Option is granted. The Initial Option will be intended to qualify as an “incentive stock option” within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended (the “Code”), to the maximum extent possible within the limitations of the Code. The Initial Option will vest shall become vested as follows: to 25% of the total number of shares subject to of Common Stock on the Option first anniversary of the Award Date. The remaining 75% of the total number of shares of Common Stock shall vest upon Executive’s completion become vested in 36 substantially equal monthly installments, with the first installment vesting on the last day of one year of active and continuous service to the Company month following the Effective Date, and 1/48 month in which the first anniversary of the shares subject to Award Date occurs and an additional installment vesting on the Option shall vest in 36 equal monthly installments upon completion last day of each month of active and continuous service thereafter such that Executive shall be fully vested in the Option after four years of continuous service from the Effective Date35 consecutive months thereafter. The vesting of each installment of the Initial Option will occur only if such vesting date occurs during the Executive’s continued employment by the Company through the respective vesting date. The maximum term of the Option Initial Options will be seven ten (710) years from the date of grant thereof, subject to earlier termination upon the termination of the OptionExecutive’s employment with the Company, a change in control of the Company and similar events. The Initial Option shall be granted under the Company’s 2006 Equity NTN Buzztime, Inc. 2004 Performance Incentive Plan (the “Plan”), a copy of which has been provided to the Executive, and shall be subject to such further terms and conditions as set forth in a written stock option agreement to be entered into by the Company and the Executive to evidence the Option (the “Option Agreement”). The Option Agreement shall provide that Executive shall vest in 100% of the then unvested shares subject to the Option in the event Executive’s employment is terminated by the Company without Cause or by Executive for Good Reason within 12 months following a Change of Control. The Option Agreement shall be in substantially the form attached hereto as may be used by the Company to evidence stock option grants for other senior executives made under the Plan at the time of grant.Exhibit C.

Stock Option Grants. Subject Promptly after the Effective Date, and subject to this Section 3.4the approval of the Board or the Compensation Committee, the Executive shall be granted a stock option to purchase 90,000 shares of Common Stock of the Company will grant to the Executive an option (the “OptionInitial Option Grant”) to purchase 560,000 shares of the Company’s Common Stock, effective on the first date following the Effective Date on which the Company’s normal option grant policy would result in grants being effective. The with an exercise price per share for the Option will be equal to the then fair market value of a share of the Common Stock on the date the Stock. Such Initial Option is granted. The Option will Grant shall be intended deemed to qualify as be an “incentive stock option” within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended (the “Code”), to the maximum extent possible within the limitations of the Code. The Option will vest as follows: 25% of the shares permitted by law, and shall be governed by, and subject to the Option shall vest upon Executive’s completion of one year of active terms and continuous service to the Company following the Effective Dateconditions of, and 1/48 of the shares subject to the Option shall vest in 36 equal monthly installments upon completion of each month of active and continuous service thereafter such that Executive shall be fully vested in the Option after four years of continuous service from the Effective Date. The vesting of each installment of the Option will occur only if such vesting date occurs during the Executive’s continued employment by the Company through the respective vesting date. The maximum term of the Option will be seven (7) years from the date of grant of the Option. The Option shall be granted under the Company’s 2006 Equity 2017 Stock Option and Incentive Plan (the “Plan”)) and an incentive stock option agreement between the Company and the Executive. The incentive stock option agreement shall provide for a four (4) year vesting schedule. The shares subject to the Initial Option Grant shall become exercisable with respect to 25% of the shares (22,500 shares) upon completion of one year of service measured from the Effective Date and with respect to the remaining shares in 36 equal successive monthly installments upon the Executive’s completion of each month of service over the three-year period measured from the initial vesting date, a copy of which has been provided in each case, subject to the Executive’s continued employment with the Company. Notwithstanding the foregoing, and certain shares subject to the Initial Option Grant shall be subject to such further terms and conditions as set forth in accelerated vesting upon a written stock option agreement to be entered into by the Company and the Executive to evidence the Option (the “Option Agreement”). The Option Agreement shall provide that Executive shall vest in 100% of the then unvested shares subject to the Option in the event Executive’s employment is terminated by the Company termination without Cause or termination by Executive for Good Reason within 12 months to the extent described in Section 4(c) or following a Change of Controlin Control as provided for in Section 5. The Option Agreement shall be in substantially the form as may be used by the Company to evidence Additional stock option grants may be considered by the Board of Directors on an annual basis. Any additional stock option grants considered for other senior executives made under 2018 shall be pro-rated upon the Plan at the time of grantEffective Date.

Stock Option Grants. Subject to this Section 3.42.3, the Company will grant to the Executive an initial option (the “Initial Option”) to purchase 560,000 1,750,000 shares of the Company’s common stock, $0.005 par value per share (“Common Stock, effective on the first date following the Effective Date on which the Company’s normal option grant policy would result in grants being effective”). The exercise price per share for the Initial Option will be equal to the fair market value of a share of the Common Stock on the date the Initial Option is granted. In addition, subject to Executive's continuing employment on such dates and approval, in each case, by the compensation committee of the Company's board of directors, (i) the Company will grant to the Executive on or about the first anniversary date of the Effective Date an option (the “Anniversary Option”) to purchase 500,000 shares of Common Stock. The Initial Option and the Anniversary Option are collectively referred to as the “Options”. The exercise price per share for the Anniversary Option will be equal to the fair market value of a share of the Common Stock on the date such Option is granted. Each of the Options will be intended to qualify as an “incentive stock option” within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended (the “Code”), to the maximum extent possible within the limitations of the Code. The Option Each of the Options will vest as follows: 25% of the shares subject to the Option shall vest upon Executive’s completion of one year of active and continuous service to the Company following the Effective Date, and 1/48 of the shares subject to the Option shall vest in 36 forty-eight (48) substantially equal monthly installments upon completion over the four-year period following the date of each month of active and continuous service thereafter such that Executive shall be fully vested in the Option after four years of continuous service from the Effective Dategrant. The vesting of each installment of each of the Option Options will occur only if such vesting date occurs during the Executive’s continued employment by the Company through the respective vesting date. The maximum term of each of the Option Options will be seven ten (710) years from the date of grant thereof, subject to earlier termination upon the termination of the OptionExecutive’s employment with the Company, a change in control of the Company and similar events. The Initial Option shall be granted under the Company’s 2006 Equity NTN Buzztime, Inc. 2004 Performance Incentive Plan (the “Plan”), a copy of which has been provided to the Executive, and shall be subject to such further terms and conditions as set forth in a written stock option agreement to be entered into by the Company and the Executive to evidence the Option Options (the “Option Agreement”). The Option Agreement shall provide that Executive shall vest in 100% of the then unvested shares subject to the Option in the event Executive’s employment is terminated by the Company without Cause or by Executive for Good Reason within 12 months following a Change of Control. The Option Agreement shall be in substantially the form attached hereto as may Exhibit C. The Anniversary Option, if any, will be used granted under the Company's equity incentive plan(s) as then in effect and shall be subject to the terms and conditions of such plan(s) and to such further terms and conditions as set forth in a written stock option agreement to be entered into by the Company and the Executive to evidence stock option grants for other senior executives made under the Plan at the time of grantsuch Option.

Stock Option Grants. Subject to this Section 3.42.3, the Company will grant to the Executive an initial option (the “Initial Option”) to purchase 560,000 1,750,000 shares of the Company’s common stock, $0.005 par value per share (“Common Stock, effective on the first date following the Effective Date on which the Company’s normal option grant policy would result in grants being effective”). The exercise price per share for the Initial Option will be equal to the fair market value of a share of the Common Stock on the date the Initial Option is granted. In addition, subject to Executive's continuing employment on such dates and approval, in each case, by the compensation committee of the Company's board of directors, (i) the Company will grant to the Executive on or about the first anniversary date of the Effective Date an option (the “Anniversary Option”) to purchase 500,000 shares of Common Stock. The Initial Option and the Anniversary Option are collectively referred to as the “Options”. The exercise price per share for the Anniversary Option will be equal to the fair market value of a share of the Common Stock on the date such Option is granted. Each of the Options will be intended to qualify as an “incentive stock option” within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended (the “Code”), to the maximum extent possible within the limitations of the Code. The . Each of the Option will vest shall become vested as follows: to 25% of the total number of shares subject to of Common Stock on the Option first anniversary of the Award Date. The remaining 75% of the total number of shares of Common Stock shall vest upon Executive’s completion become vested in 36 substantially equal monthly installments, with the first installment vesting on the last day of one year of active and continuous service to the Company month following the Effective Date, and 1/48 month in which the first anniversary of the shares subject to Award Date occurs and an additional installment vesting on the Option shall vest in 36 equal monthly installments upon completion last day of each month of active and continuous service thereafter such that Executive shall be fully vested in the Option after four years of continuous service from the Effective Date35 consecutive months thereafter. The vesting of each installment of each of the Option Options will occur only if such vesting date occurs during the Executive’s continued employment by the Company through the respective vesting date. The maximum term of each of the Option Options will be seven ten (710) years from the date of grant thereof, subject to earlier termination upon the termination of the OptionExecutive’s employment with the Company, a change in control of the Company and similar events. The Initial Option shall be granted under the Company’s 2006 Equity NTN Buzztime, Inc. 2010 Performance Incentive Plan (the “Plan”), a copy of which has been provided to the Executive, and shall be contingent upon Shareholder approval of the Plan and subject to such further terms and conditions as set forth in a written stock option agreement to be entered into by the Company and the Executive to evidence the Option Options (the “Option Agreement”). The Option Agreement shall provide that Executive shall vest in 100% of the then unvested shares subject to the Option in the event Executive’s employment is terminated by the Company without Cause or by Executive for Good Reason within 12 months following a Change of Control. The Option Agreement shall be in substantially the form attached hereto as may Exhibit C. The Anniversary Option, if any, will be used granted under the Company's equity incentive plan(s) as then in effect and shall be subject to the terms and conditions of such plan(s) and to such further terms and conditions as set forth in a written stock option agreement to be entered into by the Company and the Executive to evidence stock option grants for other senior executives made under the Plan at the time of grantsuch Option.

Stock Option Grants. Subject to this Section 3.4, as of the Effective Date, the Company will grant to the Executive an option (the “Option”) to purchase 560,000 200,000 shares of the Company’s Common Stock, effective on the first date following the Effective Date on which the Company’s normal option grant policy would result in grants being effective. The exercise price per share for the Option will be equal to the fair market value of a share of the Common Stock on the date the Option is granted. The Option will be intended to qualify as an “incentive stock option” within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended (the “Code”), to the maximum extent possible within the limitations of the Code. The Option will vest as follows: 25% of the shares subject to the Option shall vest upon Executive’s completion of one year of active and continuous service to the Company following the Effective Date, and 1/48 of the shares subject to the Option shall vest in 36 equal monthly installments upon completion of each month of active and continuous service thereafter such that Executive shall be fully vested in the Option after four years of continuous service from the Effective Date. The vesting of each installment of the Option will occur only if such vesting date occurs during the Executive’s continued employment by the Company through the respective vesting date. The maximum term of the Option will be seven (7) years from the date of grant of the Option. The Option shall be granted under the Company’s 2006 Equity Incentive Plan (the “Plan”), a copy of which has been provided to the Executive, and shall be subject to such further terms and conditions as set forth in a written stock option agreement to be entered into by the Company and the Executive to evidence the Option (the “Option Agreement”). The Option Agreement shall provide that Executive shall vest in 100% of the then unvested shares subject to the Option in the event Executive’s employment is terminated by the Company without Cause or by Executive for Good Reason within 12 months following a Change of Control. The Option Agreement shall be in substantially the form as may be used by the Company to evidence stock option grants for other senior executives made under the Plan at the time of grant.

Stock Option Grants. Subject to this Section 3.42.3, the Company will grant to the Executive an initial option (the “"Initial Option”") to purchase 560,000 1,750,000 shares of the Company’s 's common stock, $0.005 par value per share ("Common Stock, effective on the first date following the Effective Date on which the Company’s normal option grant policy would result in grants being effective"). The exercise price per share for the Initial Option will be equal to the fair market value of a share of the Common Stock on the date the Initial Option is granted. In addition, subject to Executive's continuing employment on such dates and approval, in each case, by the compensation committee of the Company's board of directors, (i) the Company will grant to the Executive on or about the first anniversary date of the Effective Date an option (the "Anniversary Option") to purchase 500,000 shares of Common Stock. The Initial Option and the Anniversary Option are collectively referred to as the "Options". The exercise price per share for the Anniversary Option will be equal to the fair market value of a share of the Common Stock on the date such Option is granted. Each of the Options will be intended to qualify as an “"incentive stock option” " within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended (the “"Code”"), to the maximum extent possible within the limitations of the Code. The . Each of the Option will vest shall become vested as follows: to 25% of the total number of shares subject to of Common Stock on the Option first anniversary of the Award Date. The remaining 75% of the total number of shares of Common Stock shall vest upon Executive’s completion become vested in 36 substantially equal monthly installments, with the first installment vesting on the last day of one year of active and continuous service to the Company month following the Effective Date, and 1/48 month in which the first anniversary of the shares subject to Award Date occurs and an additional installment vesting on the Option shall vest in 36 equal monthly installments upon completion last day of each month of active and continuous service thereafter such that Executive shall be fully vested in the Option after four years of continuous service from the Effective Date35 consecutive months thereafter. The vesting of each installment of each of the Option Options will occur only if such vesting date occurs during the Executive’s 's continued employment by the Company through the respective vesting date. The maximum term of each of the Option Options will be seven ten (710) years from the date of grant thereof, subject to earlier termination upon the termination of the OptionExecutive's employment with the Company, a change in control of the Company and similar events. The Initial Option shall be granted under the Company’s 2006 Equity NTN Buzztime, Inc. 2010 Performance Incentive Plan (the “"Plan”"), a copy of which has been provided to the Executive, and shall be contingent upon Shareholder approval of the Plan and subject to such further terms and conditions as set forth in a written stock option agreement to be entered into by the Company and the Executive to evidence the Option Options (the “"Option Agreement”"). The Option Agreement shall provide that Executive shall vest in 100% of the then unvested shares subject to the Option in the event Executive’s employment is terminated by the Company without Cause or by Executive for Good Reason within 12 months following a Change of Control. The Option Agreement shall be in substantially the form attached hereto as may Exhibit C. The Anniversary Option, if any, will be used granted under the Company's equity incentive plan(s) as then in effect and shall be subject to the terms and conditions of such plan(s) and to such further terms and conditions as set forth in a written stock option agreement to be entered into by the Company and the Executive to evidence stock option grants for such Option. Upon the occurrence of a Change in Control, 50% of the then unvested portion of the Options shall accelerate and the remaining portion of unvested Options may be accelerated by the Board, in its discretion. For purposes hereof, a "Change in Control" means any of the following transactions if approved by the Board of Directors: (i) the consummation of a merger or consolidation of the Company or any direct or indirect subsidiary of the Company with any other senior executives made under corporation or entity regardless of which entity is the Plan at survivor, other than a merger or consolidation which would result in the time voting securities of grantthe Company outstanding immediately prior thereto continuing to represent (either by remaining outstanding or being converted into voting securities of the surviving entity) more than fifty percent (50%) of the combined voting power of the voting securities of the Company, such surviving entity or any parent thereof outstanding immediately after such merger or consolidation; or (ii) consummation of the sale or disposition by the Company of all or substantially all of the Company's assets.