0001206774-06-002384 Sample Contracts

FORM OF NON-STATUTORY STOCK OPTION AGREEMENT
Non-Statutory Stock Option Agreement • November 21st, 2006 • Northern Technologies International Corp • Converted paper & paperboard prods (no contaners/boxes) • Minnesota

THIS NON-STATUTORY STOCK OPTION AGREEMENT is entered into and effective as of this ____ day of ____________, ______ (the “Date of Grant”), by and between Northern Technologies International Corporation (the “Company”) and ----_________________ (the “Optionee”).

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FORM OF INCENTIVE STOCK OPTION AGREEMENT
Incentive Stock Option Agreement • November 21st, 2006 • Northern Technologies International Corp • Converted paper & paperboard prods (no contaners/boxes) • Minnesota

THIS INCENTIVE STOCK OPTION AGREEMENT is entered into and effective as of this ____ day of ____________, ______ (the “Date of Grant”), by and between Northern Technologies International Corporation (the “Company”) and ----_________________ (the “Optionee”).

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PROMISSORY NOTE MODIFICATION AGREEMENT
Promissory Note Modification Agreement • November 21st, 2006 • Northern Technologies International Corp • Converted paper & paperboard prods (no contaners/boxes)

THIS PROMISSORY NOTE MODIFICATION AGREEMENT (“Modification”) is made and entered into on August 24, 2006 but is effective as of August 24, 2006 by and among Northern Technologies International Corporation (collectively “Borrower”) and NATIONAL CITY BANK, A NATIONAL BANKING ASSOCIATION (“Bank”).

Sample 1
FORM OF RESTRICTED STOCK AWARD AGREEMENT
Restricted Stock Award Agreement • November 21st, 2006 • Northern Technologies International Corp • Converted paper & paperboard prods (no contaners/boxes) • Minnesota

THIS RESTRICTED STOCK AWARD AGREEMENT is entered into and effective as of this ____ day of ____________, ______ (the “Date of Grant”), by and between Northern Technologies International Corporation (the “Company”) and ----_________________ (the “Grantee”).

Sample 1
PROMISSORY NOTE MODIFICATION AGREEMENT
Promissory Note Modification Agreement • November 21st, 2006 • Northern Technologies International Corp • Converted paper & paperboard prods (no contaners/boxes)

THIS PROMISSORY NOTE MODIFICATION AGREEMENT (“Modification”) is dated as of January 30, 2006 but is effective as of January 30, 2006, by and between NORTHERN TECHNOLOGIES INTERNATIONAL CORPORATION (“Borrower” or, if more than one (1), collectively “Borrower”) and NATIONAL CITY BANK, a national banking association (“Bank”).

Sample 1
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