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OFFICER NON-QUALIFIED STOCK OPTION AGREEMENT
OF
IRELAND INC.
A Nevada Corporation

THIS AGREEMENT is made between IRELAND INC. , a Nevada corporation (hereinafter referred to as the "Company"), and ROBERT D. McDOUGAL of 4320 Aspenwood Court, Reno, NV 89519 (hereinafter referred to as the “Optionee”), an officer of the Company, effective as of the 24th day of August, 2011 (the “Grant Date”).

1.          Options Granted. The Company hereby grants the Optionee non-qualified stock options to purchase an aggregate of Three Hundred Thousand (300,000) shares of the Company’s Common Stock at the exercise prices per share set below (the “Exercise Price”) for a term commencing on the vesting dates set out below (the “Vesting Date”) and expiring at 5:00 pm (Pacific Time) on the expiration dates set out below (the “Expiration Date”), subject to termination as set forth herein:

(a)

Options to purchase an aggregate of 150,000 shares of the Corporation’s common stock vesting on the dates and in the amounts, exercisable at the price of $0.75 per share, and expiring on the dates, each as set out below, subject to the Compensation Committee of the Company’s Board of Directors, or if there are no active members of the Compensation Committee, a majority of the Company’s Board of Directors not including the Optionee, determining that the Optionee has, from the Grant Date to the respective vesting dates set out below, reasonably fulfilled his duties and obligations as an officer of the Company, the options will vest on the following schedule:

 

Number of

Exercise Price

Vesting Date

Expiration Date

Options to Vest

Per Share

 

 

25,000

$0.75

The Grant Date

June 29, 2016

25,000

$0.75

December 31, 2011

December 30, 2016

25,000

$0.75

June 30, 2012

June 29, 2017

25,000

$0.75

December 31, 2012

December 30, 2017

25,000

$0.75

June 30, 2013

June 30, 2018

25,000

$0.75

December 31, 2013

December 30, 2018

 

(b)

Options to purchase an aggregate of 75,000 shares of the Corporation’s common stock at an exercise price of $0.75 per share, vesting on the dates and in the amounts, and expiring on the dates, each as set out below:

 

 

Number of Options

 

 

 

 

to Vest

Vesting Date

 

Expiration Date

 

75,000

The first date after the Grant Date that the closing price for the Corporation’s common stock (as quoted by the principal market or exchange on which such shares trades) exceeds $1.50 per share for 20 consecutive trading days.

 

The date that is 5 years after the vesting date.

 

(c)

Options to purchase an aggregate of 75,000 shares of the Corporation’s common stock at an exercise price of $0.75 per share, vesting upon the Board of Directors determining, by resolution, that the Corporation has, from the Grant Date, made adequate and sufficient progress on its technical and feasibility programs for the Corporation’s Columbus Mineral Project, and expiring on the date that is 5 years after the vesting date.

 


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No option may be exercised unless the option has vested. The vesting of all options will be cumulative. All options which have not vested will terminate on the date of termination of the options in accordance with this Agreement.

2.          Method of Exercise. The options may be exercised to the extent they have vested and become exercisable and not yet been forfeited or terminated by written notice delivered to the Company at its principal place of business, stating the number of shares for which the option is being exercised. The notice must be accompanied by a check or other methods of payment acceptable to the Plan Administrator for the amount of the purchase price, and comply with all the requiremen


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