NET LNNX, INC.
INCENTIVE STOCK OPTION AGREEMENT
UNDER THE 1996 STOCK PLAN
THIS AGREEMENT is made as of January 31, 1997, between Net Lnnx, Inc. a
Pennsylvania corporation (the "Company"), and Xxxxxx X. Xxxxxxx (the
"Optionee").
THE PARTIES AGREE AS FOLLOWS:
1. Option Grant. The Company hereby grants to the Optionee an
option (the "Option") to purchase the number of shares of the Company's common
stock (the "Shares"), for an exercise price per share (the "Option Price") and
based upon a Grant Date, all as set forth below:
Shares under option: 100,000
Option Price per Share: $0.875
Grant Date: January 31, 1997
The Option will be subject to all of the terms and conditions set forth herein
and in the Company's 1996 Stock Plan (the "Plan"), a copy of which is attached
hereto and incorporated by reference. The Option granted hereunder will be an
incentive stock option within the meaning of Section 422 of the Internal
Revenue Code of 1986, as amended.
2. Stockholder Rights. No rights or privileges of a stockholder in
the Company are conferred by reason of the granting of the Option. Optionee
will not become a stockholder in the Company with respect to the Shares unless
and until the Option has been properly exercised and the Option Price fully
paid as to the portion of the Option exercised.
3. Termination. Subject to earlier termination as provided in
the Plan, this Option will expire, unless previously exercised in full, on
January 31, 1999, which date is on or prior to the tenth anniversary of the
Grant Date.
4. Terms of the Plan. The Optionee understands that the Plan
includes important terms and conditions that apply to this Option. Those
terms include (without limitation): important conditions to the right of the
Optionee to exercise the Option; important restrictions on the ability of the
Optionee to transfer the Option or to transfer Shares received upon exercise
of the Option; and early termination of the Option following the occurrence of
certain events, including the Optionee no longer being an employee, director,
consultant or independent contractor to or of the Company or its subsidiaries.
The Optionee acknowledges that he or she has read the Plan, agrees to be bound
by its terms, and makes each of the representations required to be made by the
Optionee under it.
5. Miscellaneous. This Agreement (together with the Plan) sets forth
the complete agreement of the parties concerning the subject matter hereof,
superseding all prior agreements,
negotiations and understandings. This Agreement will be governed by the
substantive law of the State of Florida, and may be executed in counterparts.
The parties hereby have entered into this Agreement as of the date set
forth above.
NET LNNX, INC.
/S/Xxxxxx X. Xxxxx, Xx.
By: Xxxxxx X. Xxxxx, Xx., President
"Optionee"
/s/Xxxxxx X. Xxxxxxx
Xxxxxx X. Xxxxxxx
000 X.X. Xxxxxxx Xxxxxxx
Xxxx Xx. Xxxxx, XX 00000
