0001553350-13-000100 Sample Contracts

NON-QUALIFIED STOCK OPTION AGREEMENT
Non-Qualified Stock Option Agreement • April 30th, 2013 • Ecosphere Technologies Inc • Construction, mining & materials handling machinery & equip • Delaware

THIS STOCK OPTION AGREEMENT (the “Agreement”) entered into as of _________ 201_ (the “Grant Date”) between Ecosphere Technologies, Inc. (the “Company”) and ____________ (the “Optionee”).

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EMPLOYEE NON-QUALIFIED STOCK OPTION AGREEMENT
Employee Non-Qualified Stock Option Agreement • April 30th, 2013 • Ecosphere Technologies Inc • Construction, mining & materials handling machinery & equip • Delaware

THIS STOCK OPTION AGREEMENT (the “Agreement”) entered into as of _______ __, 20__ (the “Grant Date”) between Ecosphere Technologies, Inc. (the “Company”) and ____________ (the “Optionee”).

RESTRICTED STOCK AGREEMENT ANNUAL GRANT
Restricted Stock Agreement • April 30th, 2013 • Ecosphere Technologies Inc • Construction, mining & materials handling machinery & equip • Delaware

This Restricted Stock Agreement (this “Agreement”) entered into as of ________ __, 20__, sets forth the terms and conditions of an award (this “Award”) of restricted stock granted by Ecosphere Technologies, Inc., a Delaware corporation (the “Company”), to _________________ (the “Recipient”). This Agreement is subject to the terms of, and is made under, the 2006 Equity Incentive Plan (the “Plan”) which is incorporated into this Agreement by reference.

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