0001144204-10-052514 Sample Contracts

THE EMPIRE SPORTS & ENTERTAINMENT HOLDINGS CO. FORM OF NONQUALIFIED STOCK OPTION AGREEMENT
Nonqualified Stock Option Agreement • October 5th, 2010 • Empire Sports & Entertainment Holdings Co. • Services-prepackaged software • Nevada

This NONQUALIFIED STOCK OPTION AGREEMENT (the “Option Agreement”), dated as of the ____ day of ___ 20__ (the “Grant Date”), is between The Empire Sports & Entertainment Holdings Co., a Nevada corporation (the “Company”), and _____________ (the “Optionee”), a director, officer or employees of, or consultant or advisor to, the Company or a Subsidiary of the Company (a “Related Corporation”), pursuant to The Empire Sports & Entertainment Holdings Co. 2010 Equity Incentive Plan (the “Plan”).

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EMPLOYMENT AGREEMENT
Employment Agreement • October 5th, 2010 • Empire Sports & Entertainment Holdings Co. • Services-prepackaged software • New York

This Employment Agreement (“Agreement”) is entered into as of the 19th day of May, 2010, by and between Shelly Finkel (“Executive”) and The Empire Sports & Entertainment, Co. (“Empire” or “Employer”).

SHARE EXCHANGE AGREEMENT
Share Exchange Agreement • October 5th, 2010 • Empire Sports & Entertainment Holdings Co. • Services-prepackaged software • New York

This SHARE EXCHANGE AGREEMENT (this “Agreement”), dated as of September 29, 2010, is by and among The Empire Sports & Entertainment Holdings Co., a Nevada corporation (the “Parent”), The Empire Sports & Entertainment, Co., a Nevada corporation (the “Company”), and the shareholders of the Company (each a “Shareholder” and collectively the “Shareholders”). Each of the parties to this Agreement is individually referred to herein as a “Party” and collectively as the “Parties.”

EMPLOYMENT AGREEMENT
Employment Agreement • October 5th, 2010 • Empire Sports & Entertainment Holdings Co. • Services-prepackaged software • New York

THIS EMPLOYMENT AGREEMENT is made and entered into as of this 17th day of September, 2010, by and between The Empire Sports & Entertainment, Co., a Nevada corporation with offices at 110 Greene Street, Suite 403, New York, New York 10012 (the “Corporation”), and Peter Levy, an individual residing at 26 Canterbury Road, Livingston, New Jersey 07039 (the “Executive”), under the following circumstances:

THE EMPIRE SPORTS & ENTERTAINMENT HOLDINGS CO. FORM OF INCENTIVE STOCK OPTION AGREEMENT
Equity Incentive Plan • October 5th, 2010 • Empire Sports & Entertainment Holdings Co. • Services-prepackaged software • Nevada

This INCENTIVE STOCK OPTION AGREEMENT (the “Option Agreement”), dated as of the __ day of ___________, 20__ (the “Grant Date”), is between The Empire Sports & Entertainment Holdings Co., a Nevada corporation (the “Company”), and _______ (the “Optionee”), a key employee of the Company or of a Subsidiary of the Company (a “Related Corporation”), pursuant to The Empire Sports & Entertainment Holdings Co. 2010 Equity Incentive Plan (the “Plan”).

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