WHITE MOUNTAIN TITANIUM CORPORATION STOCK OPTION PLAN OPTION AGREEMENT
WHITE MOUNTAIN TITANIUM CORPORATION
STOCK OPTION PLAN
THESE SECURlTIES HAVE NOT BEEN REGISTERED WITH THE UNITED STATES SECURlTIES AND EXCHANGE COMMISSION BECAUSE THEY ARE BELIEVED TO BE EXEMPT FROM REGISTRATION UNDER SECTION 4(2) AND/OR 4(6) OF THE SECURITIES ACT OF 1933. THESE SECURlTIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION. NEITHER THE SECURlTIES AND EXCHANGE COMMISSION NOR ANY OTHER AUTHORITY HAS PASSED UPON OR ENDORSED THE MERITS OF THE OFFERING OR THE ACCURACY OR ADEQUACY OF THE INFORMATION PROVIDED TO THE INVESTORS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. INVESTORS MUST RELY ON THEIR OWN EXAMINATION OF THE COMPANY, AND THE RISKS,MERITS AND TERMS OF THIS OFFERlNG IN MAKrNG AN rNVESTMENT DECISION. THE SECURlTIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURlTIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED OR HYPOTHECATED EXCEPT IN ACCORDANCE WITH THE PROVISIONS OF REGULATION S PROMULGA XXX UNDER THE SECURITIES ACT, PURSUANT TO REGTSTRATION UNDER THE SECURlTIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM REGISTRATION. HEDGING TRANSACTIONS INVOLVING THE SECURITIES REPRESENTED HEREBY MAY NOT BE CONDUCTED UNLESS IN COMPLIANCE WITH THE SECURITIES ACT. THIS CERTIFICATE MUST BE SURRENDERED TO THE COMPANY OR ITS TRANSFER AGENT AS A CONDITION PRECEDENT TO THE SALE, PLEDGE, HYPOTHECATION OR ANY OTHER TRANSFER OF ANY INTEREST IN ANY OF THE SECURlTIES REPRESENTED BY THIS CERTIFICATE. WITHOUT COMPLIANCE WITH ALL APPLlCABLE CANADIAN SECURlTJES LEGISLATION, THE SECURITIES REPRESENTED BY THIS AGREEMENT AND ANY SECURITIES ISSUED UPON EXERCISE THEREOF MA Y NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED IN CANADA OR TO OR FOR THE BENEFIT OF A CANADIAN RESIDENT.
This Option Agreement is entered into between WHITE MOUNTAIN TITANIUM CORPORATION (the "Company") and the Optionee named below pursuantto the Company Stock Option Plan (the "Plan"), a copy of which is attached hereto, and confirms that:
1. on August 31, 2007 (the "Grant Date");
2. Xxxxxx X. Xxxxxx (the "Optionee");
3. was granted the option (the "Option") to purchase 100,000 Common Shares (the"Option Shares") of the Company;
4. for the price (the "Option Price") of $0.50 per share;
5. which shall be exercisable ("Vested") Immediately;
6. terminating on August 31, 2012 (the "Expiry Date");
all on the terms and subject to the conditions set out in the Plan. For greater certainty,once Option Shares have become Vested, they continue to be exercisable until the termination or cancellation thereof as provided in this Option Agreement and the Plan.
By signing this Option Agreement, the Optionee acknowledges that the Optionee has read and understands the Plan and agrees lO the terms and conditions of the Plan and this Option Agreement.
IN WITNESS WHEREOF the parties hereto have executed this Option Agreement to be effective as of the 30th day of October, 2007.
| OPTIONEE: | WHITE MOUNTAIN TITANIUM CORPORATION | ||
| Xxxxxx X. Xxxxxx | |||
| /s/ Xxxxxx X.Xxxxxx | /s/ Xxxxxxx X. Xxxxxxxxx | ||
| Signature | Xxxxxxx X. Kurthanjek |
Attached: Stock Option Plan
