Common use of Acceptance and Acknowledgment Clause in Contracts

Acceptance and Acknowledgment. If the Company requests that your acceptance of this Agreement be evidenced other than electronically, please complete and sign the following: I, a resident of (state, or country if other than U.S.), accept and agree to the terms of the Restricted Stock Unit Award described in this Agreement and in the Plan, acknowledge receipt of a copy of this Agreement, the Plan and the applicable Plan Summary, and acknowledge that I have read them carefully and that I fully understand their contents. Dated:_____________ ____________________________ ____________________________ Taxpayer I.D. Number <<Participant>> Address:_____________________ ____________________________ ____________________________ XXXXXX.XXX, INC. By: _______________________________________ Name: _____________________________________ Title: ______________________________________ APPENDIX TO THE XXXXXX.XXX, INC. GLOBAL RESTRICTED STOCK UNIT AWARD AGREEMENT **** UNITED STATES Code Section 409A. For U.S. taxpayers, it is the intent that the grant of the Award as set forth in this Agreement shall qualify for exemption from or comply with the requirements of Section 409A of the Code, and any ambiguities herein will be interpreted to so qualify or comply. The Company reserves the right, to the extent the Company deems necessary or advisable in its sole discretion, to unilaterally amend or modify this Agreement as may be necessary to ensure that all payments provided for under this Agreement are made in a manner that qualifies for exemption from or complies with Section 409A of the Code; provided, however, that the Company makes no representation that the grant, vesting, or settlement of the Award will be exempt from or comply with Section 409A of the Code and makes no undertaking to preclude Section 409A of the Code from applying to the grant, vesting or settlement of the Award granted pursuant to this Agreement. The Company will have no liability to you or any other party if the Award, the delivery of Shares upon settlement of the Award or other payment hereunder that is intended to be exempt from, or compliant with, Section 409A of the Code, is not so exempt or compliant, or for any action taken by the Company with respect thereto.

Acceptance and Acknowledgment. If the Company requests that your acceptance of this Agreement be evidenced other than electronically, please complete and sign the following: I, a resident of _________________ (state, or country if other than U.S.), accept and agree to the terms of the Restricted Stock Unit Award described in this Agreement and in the Plan, acknowledge receipt of a copy of this Agreement, the Plan and the applicable Plan Summary, and acknowledge that I have read them carefully and that I fully understand their contents. Dated:_____________ ____________________________ ____________________________ Taxpayer I.D. Number <<Participant>> Address:_____________________ ____________________________ ____________________________ XXXXXX.XXX, INC. By: _______________________________________ Name: _____________________________________ Title: ______________________________________ APPENDIX TO THE XXXXXX.XXX, INC. GLOBAL RESTRICTED STOCK UNIT AWARD AGREEMENT **** UNITED STATES Code Section 409A. For U.S. taxpayers, it is the intent that the grant of the Award as set forth in this Agreement shall qualify for exemption from or comply with the requirements of Section 409A of the Code, and any ambiguities herein will be interpreted to so qualify or comply. The Company reserves the right, to the extent the Company deems necessary or advisable in its sole discretion, to unilaterally amend or modify this Agreement as may be necessary to ensure that all payments provided for under this Agreement are made in a manner that qualifies for exemption from or complies with Section 409A of the Code; provided, however, that the Company makes no representation that the grant, vesting, or settlement of the Award will be exempt from or comply with Section 409A of the Code and makes no undertaking to preclude Section 409A of the Code from applying to the grant, vesting or settlement of the Award granted pursuant to this Agreement. The Company will have no liability to you or any other party if the Award, the delivery of Shares upon settlement of the Award or other payment hereunder that is intended to be exempt from, or compliant with, Section 409A of the Code, is not so exempt or compliant, or for any action taken by the Company with respect thereto.

Acceptance and Acknowledgment. If the Company requests that your acceptance of this Agreement be evidenced other than electronically, please complete and sign the following: I, a resident of (state, or country if other than U.S.), accept and agree to the terms State of the Restricted Stock Unit Award described in this Agreement and in the Plan, acknowledge receipt of a copy of this Agreement, the Plan and the applicable Plan Summary, and acknowledge that I have read them carefully and that I fully understand their contents. Dated:_____________ , accept the nonqualified stock option described above and acknowledge receipt of a copy of this Agreement and the Plan. I have read and understood the Agreement. Dated: ____________________________ ____________________________ Taxpayer I.D. Number <<Participant>> Address:_____________________ [[Name]] Address____________________________ ____________________________ XXXXXX.XXX, INC. By: ________ ___________________________________ Name: __Taxpayer I.D. Number ___________________________________ TitleBy his or her signature below, the spouse of the Optionee, if such Optionee is legally married as of the date of his or her execution of this Agreement, acknowledges that he or she has read this Agreement and is familiar with the terms and provisions thereof, and agrees to be bound by all the terms and conditions of this Agreement. Dated: _________________ __________________________________ APPENDIX TO THE XXXXXX.XXXSpouse's Signature __________________________________ Printed Name By his or her signature below, INC. GLOBAL RESTRICTED STOCK UNIT AWARD AGREEMENT **** UNITED STATES Code Section 409A. For U.S. taxpayers, it the Optionee represents that he or she is the intent that the grant not legally married as of the Award as set forth in this Agreement shall qualify for exemption from or comply with the requirements date of Section 409A execution of the Code, and any ambiguities herein will be interpreted to so qualify or comply. The Company reserves the right, to the extent the Company deems necessary or advisable in its sole discretion, to unilaterally amend or modify this Agreement as may be necessary to ensure that all payments provided for under this Agreement are made in a manner that qualifies for exemption from or complies with Section 409A of the Code; provided, however, that the Company makes no representation that the grant, vesting, or settlement of the Award will be exempt from or comply with Section 409A of the Code and makes no undertaking to preclude Section 409A of the Code from applying to the grant, vesting or settlement of the Award granted pursuant to this Agreement. The Company will have no liability to you or any other party if the AwardDated: _________________ __________________________________ Optionee's Signature NOTICE OF EXERCISE OF NONQUALIFIED STOCK OPTION To: WESTOWER CORPORATION I, the delivery of Shares upon settlement a resident of the Award or other payment hereunder that is intended State of _____________, hereby exercise my nonqualified stock option granted by the Board of Directors of Westower Corporation (the "Company") on ____________, 19__, subject to be exempt from, or compliant with, Section 409A all the terms and provisions of the Code, is not so exempt or compliant, or for any action taken by Nonqualified Stock Option Letter Agreement and notify the Company of my desire to purchase _______ shares of Common Stock of the Company (the "Securities") at the exercise price of $[[Price]] per share which were offered to me pursuant to said option. I hereby represent and warrant that (1) I have been furnished with respect thereto.a copy of the Plan and all information which I deem necessary to evaluate the merits and risks of the purchase of the Securities; (2) I have had the opportunity to ask questions and receive answers concerning the information received about the Securities and the Company; and (3) I have been given the opportunity to obtain any additional information I deem necessary to verify the accuracy of any information obtained concerning the Securities and the Company. Dated: ________________________ _________________________________ [[Name]] Address__________________________ _______________________________ _________________________________ Taxpayer I.D. Number _________________________________

Acceptance and Acknowledgment. If the Company requests that your acceptance of this Agreement be evidenced other than electronically, please complete and sign the following: I, a resident of (state, or country if other than U.S.), accept and agree to the terms State of the Restricted Stock Unit Award described in this Agreement and in the Plan, acknowledge receipt of a copy of this Agreement, the Plan and the applicable Plan Summary, and acknowledge that I have read them carefully and that I fully understand their contents. Dated:_____________ ____________________________ , accept the non-qualified stock option described above and in Sunrise Television Corp.'s 2002 Stock Option Plan (the "Plan") and acknowledge receipt of a copy of this Letter Agreement and the Plan, and agree to be bound by the same. I have read and understand the Plan. ------------------------ --------------------------- Social Security Number Employee Signature --------------------------- Print Name Date: ---------------------- Address -------------------- -------------------- -------------------- NOTICE OF EXERCISE OF NON-QUALIFIED STOCK OPTION To: STC Broadcasting, Inc. I, a resident of the State of ____________________________ Taxpayer I.D. Number <<Participant>> Address:___________, hereby exercise my non-qualified stock option granted by STC Broadcasting, Inc. (the "Company") subject to all the terms and provisions thereof and of the 2002 Stock Option Plan referred to therein, and notify the Company of my desire to purchase __________ __________________shares of Common Stock (the "Securities") of Sunrise Television Corp. ("Sunrise") at the exercise price of $__________ ____________________________ XXXXXX.XXXper share, INCwhich were offered to me pursuant to my non-qualified stock option. By: _______________________________________ Name: _____________________________________ Title: ______________________________________ APPENDIX TO THE XXXXXX.XXX, INC. GLOBAL RESTRICTED STOCK UNIT AWARD AGREEMENT **** UNITED STATES Code Section 409A. For U.S. taxpayers, it is the intent I hereby represent and warrant that the grant I have (1) been furnished with a copy of the Award as set forth in this Agreement shall qualify for exemption from or comply with Plan and all information that I deem necessary to evaluate the requirements of Section 409A merits and risks of the Code, purchase of the Securities; (2) had the opportunity to ask questions and receive answers concerning the information that I have received regarding the Securities and Sunrise; and (3) been given the opportunity to obtain any ambiguities herein will be interpreted to so qualify or comply. The Company reserves the right, to the extent the Company deems necessary or advisable in its sole discretion, to unilaterally amend or modify this Agreement as may be additional information I deem necessary to ensure that all payments provided for under this Agreement are made in a manner that qualifies for exemption from or complies with Section 409A verify the accuracy of any information obtained concerning the Code; providedSecurities and Sunrise. ------------------------ --------------------------- Social Security Number Employee Signature --------------------------- Print Name Date: ---------------------- Address -------------------- -------------------- -------------------- --------------------------- For: STC Broadcasting, however, that the Company makes no representation that the grant, vesting, or settlement of the Award will be exempt from or comply with Section 409A of the Code and makes no undertaking to preclude Section 409A of the Code from applying to the grant, vesting or settlement of the Award granted pursuant to this Agreement. The Company will have no liability to you or any other party if the Award, the delivery of Shares upon settlement of the Award or other payment hereunder that is intended to be exempt from, or compliant with, Section 409A of the Code, is not so exempt or compliant, or for any action taken by the Company with respect thereto.Inc.

Acceptance and Acknowledgment. If the Company requests that your acceptance of this Agreement be evidenced other than electronically, please complete and sign the following: I, a resident of (state, or country if other than U.S.), The parties accept and agree to the terms of the Restricted Stock Unit Award described in this Agreement and in the Plan, acknowledge receipt of a copy of this Agreement, the Plan and the applicable Plan Summary, and acknowledge that I have each has read them carefully and that I fully understand their contents. Dated:_____________ ____________________________ ____________________________ Taxpayer I.D. Number <<Participant>> Address:_____________________ ____________________________ ____________________________ XXXXXX.XXXRUMBLEON, INC. GRANTEE By: _______________________________________ /s/ Txxxxx X. Xxxxxx By: Signed Electronically Name: _____________________________________ Txxxxx X. Xxxxxx Name: WXXXXXX XXXXXXX Title: ______________________________________ CAO Date: Date: APPENDIX TO THE XXXXXX.XXXRUMBLEON, INC. GLOBAL RESTRICTED STOCK UNIT AWARD AGREEMENT ************ UNITED STATES Code Section 409A. For U.S. taxpayers, it It is the intent intended that the grant of the Award as set forth in all compensation payable pursuant to this Agreement shall qualify for exemption are exempt from or or, alternatively, comply with the requirements of Section 409A of (and any legally binding guidance promulgated under Section 409A, including, without limitation, the CodeFinal Treasury Regulations) (“Code Section 409A”), and any ambiguities herein this Agreement will be interpreted to so qualify or complyinterpreted, administered and operated accordingly. The Company reserves the right, to the extent the Company deems necessary or advisable in its sole discretion, to unilaterally amend or modify this Agreement as may be necessary to ensure that all payments provided for under this Agreement are made in a manner that qualifies for exemption from or complies with Section 409A of the Code; provided, however, that the Company makes no representation that the grant, vesting, or settlement of the Award will be exempt from or comply with Section 409A of the Code and makes no undertaking to preclude Section 409A of the Code from applying to the grant, vesting or settlement of the Award granted pursuant to this Agreement. The Company In the event that any provision of this Agreement is inconsistent with Code Section 409A or such guidance, then the applicable provisions of Code Section 409A shall supersede such inconsistent provision. Notwithstanding the foregoing, in no event will any of Company, its parent, or their respective subsidiaries, affiliates, or officers, directors, employees, or agents have no any liability to you or any other party if the Award, the delivery of Shares upon settlement for failure of the Award or other payment hereunder that is intended form of this Agreement to be exempt from, from or compliant with, comply with Code Section 409A and none of the Codeforegoing guarantees that the form of this Agreement is exempt from or complies with Code Section 409A. For all purposes under Code Section 409A, is Gxxxxxx’s right to receive any payments pursuant to this Agreement shall be treated as a right to receive a separate and distinct payment, and any payments to be made in installments shall be deemed to be a series of separate payments. Whenever a payment under this Agreement specifies a payment period with reference to a number of days, the actual date of payment within the specified period shall be within the sole discretion of Company. A termination of employment under this Agreement shall mean a “separation from service” under Code Section 409A. Notwithstanding any provisions of the Agreement to the contrary, to the extent the that Code Section 409A would cause an adverse tax consequence to the Grantee, a Change in Control shall not so exempt be deemed to occur for purposes of this Agreement unless the Change in Control meets the definition ascribed to the phrase “Change in the Ownership or compliantEffective Control of a Corporation or in the Ownership of a Substantial Portion of the Assets of a Corporation” under Treasury Department Regulation 1.409A-3(i)(5), as revised from time to time in either subsequent regulations or for any action taken by the Company with respect theretoother guidance.

Acceptance and Acknowledgment. If the Company requests that your acceptance of this Agreement be evidenced other than electronically, please complete and sign the following: I, a resident of (state, or country if other than U.S.), The parties accept and agree to the terms of the Restricted Stock Unit Award described in this Agreement and in the Plan, acknowledge receipt of a copy of this Agreement, Agreement and the Plan and the applicable Plan Summary, and acknowledge that I have each has read them carefully and that I fully understand their contents. Dated:_____________ ____________________________ ____________________________ Taxpayer I.D. Number <<Participant>> Address:_____________________ ____________________________ ____________________________ XXXXXX.XXXRUMBLEON, INC. GRANTEE By: _______________________________________ /s/ Xxxxxx X. Xxxxx By: /s/ Xxxxxxx X. Xxxxxxx Name: _____________________________________ Xxxxxx X. Xxxxx Name: Xxxxxxx X. Xxxxxxx Title: ______________________________________ Executive Chairman of the Board Date: December 13, 2023 Date: December 13, 2023 APPENDIX TO THE XXXXXX.XXXRUMBLEON, INC. GLOBAL RESTRICTED STOCK UNIT OPTION AWARD AGREEMENT ************ UNITED STATES Code Section 409A. For U.S. taxpayers, it It is the intent intended that the grant of the Award as set forth in all compensation payable pursuant to this Agreement shall qualify for exemption are exempt from or or, alternatively, comply with the requirements of Section 409A of (and any legally binding guidance promulgated under Section 409A, including, without limitation, the CodeFinal Treasury Regulations) (“Code Section 409A”), and any ambiguities herein this Agreement will be interpreted to so qualify or complyinterpreted, administered and operated accordingly. The Company reserves the right, to the extent the Company deems necessary or advisable in its sole discretion, to unilaterally amend or modify this Agreement as may be necessary to ensure that all payments provided for under this Agreement are made in a manner that qualifies for exemption from or complies with Section 409A of the Code; provided, however, that the Company makes no representation that the grant, vesting, or settlement of the Award will be exempt from or comply with Section 409A of the Code and makes no undertaking to preclude Section 409A of the Code from applying to the grant, vesting or settlement of the Award granted pursuant to this Agreement. The Company In the event that any provision of this Agreement is inconsistent with Code Section 409A or such guidance, then the applicable provisions of Code Section 409A shall supersede such inconsistent provision. Notwithstanding the foregoing, in no event will any of Company, its parent, or their respective subsidiaries, affiliates, or officers, directors, employees, or agents have no any liability for failure of the form of this Agreement to you be exempt from or comply with Code Section 409A and none of the foregoing guarantees that the form of this Agreement is exempt from or complies with Code Section 409A. For all purposes under Code Section 409A, Xxxxxxx’s right to receive any other party if the Awardpayments pursuant to this Agreement shall be treated as a right to receive a separate and distinct payment, and any payments to be made in installments shall be deemed to be a series of separate payments. Whenever a payment under this Agreement specifies a payment period with reference to a number of days, the delivery actual date of Shares upon settlement payment within the specified period shall be within the sole discretion of Company. A termination of employment under this Agreement shall mean a “separation from service” under Code Section 409A. Notwithstanding any provisions of the Agreement to the contrary, to the extent the that Code Section 409A would cause an adverse tax consequence to the Grantee, a Change in Control shall not be deemed to occur for purposes of this Agreement unless the Change in Control meets the definition ascribed to the phrase “Change in the Ownership or Effective Control of a Corporation or in the Ownership of a Substantial Portion of the Assets of a Corporation” under Treasury Department Regulation 1.409A-3(i)(5), as revised from time to time in either subsequent regulations or other guidance. Appendix: Vesting Conditions The number of Options in the applicable tranche of the Award or other payment hereunder (set forth in the left column of the table below) and the number of Options in any tranche that has a minimum closing stock price below the price that is intended to be exempt frommet, shall vest on the date the closing stock price of Common Stock as reported on reliable, publicly available sources (e.g. Yahoo Finance, Marketwatch, etc.) has remained at or compliant with, Section 409A above the minimum closing stock price set forth in the right column of the Codetable below for at least thirty (30) consecutive trading days, is not so exempt subject to your continuous employment with the Company or compliant, or a subsidiary through such date and such date occurring no later than the fifth (5th) anniversary of the Effective Date (the “Vesting Conditions”). If the Vesting Conditions for any action taken by tranche are not met on or prior to the Company with respect thereto.fifth (5th) anniversary of the grant date, the Options in such tranche shall automatically terminate and be forfeited on such date. Any Options that meet the Vesting Conditions and vest must be exercised on or prior to the Option Termination Date. Number of Options That Would Vest Minimum Closing Stock Price for 30 Consecutive Trading Days 125,000 Options $12.00 175,000 Options $17.00 200,000 Options $22.00 225,000 Options $35.00

Acceptance and Acknowledgment. If the Company requests that your acceptance of this Agreement be evidenced other than electronically, please complete and sign the following: I, a resident of (state, or country if other than U.S.), The parties accept and agree to the terms of the Restricted Stock Unit Award described in this Agreement and in the Plan, acknowledge receipt of a copy of this Agreement, the Plan and the applicable Plan Summary, and acknowledge that I have each has read them carefully and that I fully understand their contents. Dated:_____________ ____________________________ ____________________________ Taxpayer I.D. Number <<Participant>> Address:_____________________ ____________________________ ____________________________ XXXXXX.XXXRUMBLEON, INC. GRANTEE By: _______________________________________ /s/ Txxxxx X. Xxxxxx By: Signed Electronically Name: _____________________________________ Txxxxx X. Xxxxxx Name: MXXX XXXXX Title: ______________________________________ CAO Date: Date: APPENDIX TO THE XXXXXX.XXXRUMBLEON, INC. GLOBAL RESTRICTED STOCK UNIT AWARD AGREEMENT ************ UNITED STATES Code Section 409A. For U.S. taxpayers, it It is the intent intended that the grant of the Award as set forth in all compensation payable pursuant to this Agreement shall qualify for exemption are exempt from or or, alternatively, comply with the requirements of Section 409A of (and any legally binding guidance promulgated under Section 409A, including, without limitation, the CodeFinal Treasury Regulations) ("Code Section 409A"), and any ambiguities herein this Agreement will be interpreted to so qualify or complyinterpreted, administered and operated accordingly. The Company reserves the right, to the extent the Company deems necessary or advisable in its sole discretion, to unilaterally amend or modify this Agreement as may be necessary to ensure that all payments provided for under this Agreement are made in a manner that qualifies for exemption from or complies with Section 409A of the Code; provided, however, that the Company makes no representation that the grant, vesting, or settlement of the Award will be exempt from or comply with Section 409A of the Code and makes no undertaking to preclude Section 409A of the Code from applying to the grant, vesting or settlement of the Award granted pursuant to this Agreement. The Company In the event that any provision of this Agreement is inconsistent with Code Section 409A or such guidance, then the applicable provisions of Code Section 409A shall supersede such inconsistent provision. Notwithstanding the foregoing, in no event will any of Company, its parent, or their respective subsidiaries, affiliates, or officers, directors, employees, or agents have no any liability to you or any other party if the Award, the delivery of Shares upon settlement for failure of the Award or other payment hereunder that is intended form of this Agreement to be exempt from, from or compliant with, comply with Code Section 409A and none of the Codeforegoing guarantees that the form of this Agreement is exempt from or complies with Code Section 409A. For all purposes under Code Section 409A, is Gxxxxxx's right to receive any payments pursuant to this Agreement shall be treated as a right to receive a separate and distinct payment, and any payments to be made in installments shall be deemed to be a series of separate payments. Whenever a payment under this Agreement specifies a payment period with reference to a number of days, the actual date of payment within the specified period shall be within the sole discretion of Company. A termination of employment under this Agreement shall mean a "separation from service" under Code Section 409A. Notwithstanding any provisions of the Agreement to the contrary, to the extent the that Code Section 409A would cause an adverse tax consequence to the Grantee, a Change in Control shall not so exempt be deemed to occur for purposes of this Agreement unless the Change in Control meets the definition ascribed to the phrase "Change in the Ownership or compliantEffective Control of a Corporation or in the Ownership of a Substantial Portion of the Assets of a Corporation" under Treasury Department Regulation 1.409A-3(i)(5), as revised from time to time in either subsequent regulations or for any action taken by the Company with respect thereto.other guidance. Appendix: Vesting Schedule Date Quantity 09/16/2023 30,562 12/15/2023 30,563

Acceptance and Acknowledgment. If the Company requests that your acceptance of this Agreement be evidenced other than electronically, please complete and sign the following: I, a resident of (state, or country if other than U.S.), accept and agree to the terms State of the Restricted Stock Unit Award described in this Agreement and in the Plan, acknowledge receipt of a copy of this Agreement, the Plan and the applicable Plan Summary, and acknowledge that I have read them carefully and that I fully understand their contents. Dated:_____________ , accept the nonqualified stock option described above and acknowledge receipt of a copy of this Agreement and the Plan. I have read and understood the Agreement. Dated: _____________________________ ____________________________ Taxpayer I.D. Number <<Participant>> Address:_____________________ [[Name]] Address________________________________ ____________________________________ XXXXXX.XXX, INC. By: _______________________________________ Name: Taxpayer I.D. Number _____________________________________ Title: ______________________________________ APPENDIX TO THE XXXXXX.XXXBy his or her signature below, INC. GLOBAL RESTRICTED STOCK UNIT AWARD AGREEMENT **** UNITED STATES Code Section 409A. For U.S. taxpayers, it is the intent that the grant spouse of the Award Optionee, if such Optionee is legally married as set forth in of the date of his or her execution of this Agreement, acknowledges that he or she has read this Agreement shall qualify for exemption from or comply and is familiar with the requirements of Section 409A of the Codeterms and provisions thereof, and any ambiguities herein will agrees to be interpreted to so qualify or comply. The Company reserves bound by all the right, to the extent the Company deems necessary or advisable in its sole discretion, to unilaterally amend or modify this Agreement as may be necessary to ensure that all payments provided for under this Agreement are made in a manner that qualifies for exemption from or complies with Section 409A terms and conditions of the Code; provided, however, that the Company makes no representation that the grant, vesting, or settlement of the Award will be exempt from or comply with Section 409A of the Code and makes no undertaking to preclude Section 409A of the Code from applying to the grant, vesting or settlement of the Award granted pursuant to this Agreement. The Company will have no liability to you Dated: _________________ _____________________________ Spouse's Signature _____________________________ Printed Name By his or any other party if the Awardher signature below, the delivery of Shares upon settlement Optionee represents that he or she is not legally married as of the Award or other payment hereunder that is intended to be exempt fromdate of execution of this Agreement. Dated: _________________ _____________________________ Optionee's Signature NOTICE OF EXERCISE OF NONQUALIFIED STOCK OPTION To: WESTOWER CORPORATION I, or compliant with, Section 409A a resident of the CodeState of _____________, is not so exempt or compliant, or for any action taken hereby exercise my nonqualified stock option granted by the Board of Directors of Westower Corporation (the "Company") on ____________, 19__, subject to all the terms and provisions of the Nonqualified Stock Option Letter Agreement and notify the Company of my desire to purchase _______ shares of Common Stock of the Company (the "Securities") at the exercise price of $[[Price]] per share which were offered to me pursuant to said option. I hereby represent and warrant that (1) I have been furnished with respect thereto.a copy of the Plan and all information which I deem necessary to evaluate the merits and risks of the purchase of the Securities; (2) I have had the opportunity to ask questions and receive answers concerning the information received about the Securities and the Company; and (3) I have been given the opportunity to obtain any additional information I deem necessary to verify the accuracy of any information obtained concerning the Securities and the Company. Dated: _____________________________ _____________________________________ [[Name]] Address _____________________________ ____________________________________ _____________________________________ Taxpayer I.D. Number _____________________________________

Acceptance and Acknowledgment. If the Company requests that your acceptance of this Agreement be evidenced other than electronically, please complete and sign the following: I, a resident of (state, or country if other than U.S.), accept and agree to the terms State of the Restricted Stock Unit Award described in this Agreement and in the Plan, acknowledge receipt of a copy of this Agreement, the Plan and the applicable Plan Summary, and acknowledge that I have read them carefully and that I fully understand their contents. Dated:_____________ [____________________________ ____________________________ Taxpayer I.D. Number <<Participant>> Address:_____________________ ____________________________ ____________________________ XXXXXX.XXX],, INCacknowledges receipt of a copy of the Option to Purchase Shares of Common Stock and the Plan. ByI have reviewed the Option and the Plan in their entirety, I have had an opportunity to obtain the advice of counsel prior to executing this Option and I fully understand all provisions of the Option and the Plan. I acknowledge that there may be adverse tax consequences upon exercise of the Option or disposition of the Option Shares and that I have been advised to consult a tax adviser prior to any such exercise or disposition. I accept this Option and agree to be bound by all of the terms and provisions of the Option. Dated: _______________________________________ Social Security: Name: Address: By his or her signature below, the spouse of the Optionee, if such Optionee is legally married as of the date of his or her execution of this Option to Purchase Shares of Common Stock, acknowledges that he or she has read the Option to Purchase Shares of Common Stock and is familiar with the terms and provisions thereof, and agrees to be bound by all the terms and conditions included herein. Dated: Spouse’s Signature Printed Name By his or her signature below, the Optionee represents that he or she is not legally married as of the date of execution of this Agreement. Dated: Optionee’s Signature NOTICE OF EXERCISE OF STOCK OPTION To: Neah Power Systems, Inc. I, a resident of the State of _______________________, hereby exercise my stock option granted by Neah Power Systems, Inc. (the “Company”) on August 25, 2011, subject to all the terms and provisions of the Option to Purchase Shares of Common Stock referred to therein, and notify the Company of my desire to purchase ______________ Title: ______________________________________ APPENDIX TO THE XXXXXX.XXX, INCshares of Common Stock of the Company (the “Securities”) at the exercise price which were offered to me pursuant to said option. GLOBAL RESTRICTED STOCK UNIT AWARD AGREEMENT **** UNITED STATES Code Section 409A. For U.S. taxpayers, it is I hereby represent and warrant that (1) I have had the intent opportunity to ask questions and receive answers concerning the information received about the Securities and the Company; and (2) I have been given the opportunity to obtain any additional information I deem necessary to verify the accuracy of any information obtained concerning the Securities and the Company. I am aware that the grant Securities have not been registered under the federal Securities Act of 1933 (the “1933 Act”) or any state securities laws, pursuant to exemption(s) from registration. I understand that the reliance by the Company on such exemption(s) is predicated in part upon the truth and accuracy of the Award as set forth statements by me in this Agreement shall qualify Notice of Exercise. I hereby represent and warrant that I am purchasing the Securities for my own personal account for investment and not with a view to the sale or distribution of all or any part of the Securities. I understand that because the Securities have not been registered under the 1933 Act, I must continue to bear the economic risk of the investment for an indefinite time and the Securities cannot be sold unless the Securities are subsequently registered or an exemption from registration is available. I agree that I will in no event sell or comply with the requirements of Section 409A distribute all or any part of the Code, Securities unless (1) there is an effective registration statement under the 1933 Act and applicable state securities laws covering any ambiguities herein will be interpreted to so qualify such transaction involving the Securities or comply(2) the Company receives an opinion of my legal counsel (concurred in by legal counsel for the Company) stating that such transaction is exempt from registration or the Company otherwise satisfies itself that such transaction is exempt from registration. The Company reserves the right, I consent to the extent placing of a legend on my certificate(s) for the Securities stating that the Securities have not been registered and setting forth the restriction on transfer contemplated hereby and to the placing of a stop transfer order on the books of the Company deems necessary or advisable in its sole discretion, to unilaterally amend or modify this Agreement as and with any transfer agents against the Securities until the Securities may be necessary to ensure legally resold or distributed. I understand that all payments provided for under this Agreement are made in a manner that qualifies for exemption from or complies with Section 409A at the present time Rule 144 of the Code; provided, however, Securities and Exchange Commission (“SEC”) may not be relied on for the resale or distribution of the Securities by me. I understand that the Company makes has no representation obligation to me to register the Securities with the SEC and has not represented to me that it will register the grantSecurities. I AM ADVISED, vestingPRIOR TO MY PURCHASE OF THE SECURITIES, or settlement of the Award will be exempt from or comply with Section 409A of the Code and makes no undertaking to preclude Section 409A of the Code from applying to the grantTHAT NEITHER THE OFFERING OF THE SECURITIES NOR ANY OFFERING MATERIALS HAVE BEEN REVIEWED BY ANY ADMINISTRATOR UNDER THE SECURITIES ACT OF 1933, vesting or settlement of the Award granted pursuant to this AgreementTHE WASHINGTON STATE SECURITIES ACT OR ANY OTHER APPLICABLE SECURITIES ACT (THE “ACTS”) AND THAT THE SECURITIES HAVE NOT BEEN REGISTERED UNDER ANY OF THE ACTS AND THEREFORE CANNOT BE RESOLD UNLESS THEY ARE REGISTERED UNDER THE ACTS OR UNLESS AN EXEMPTION FROM SUCH REGISTRATION IS AVAILABLE. The Company will have no liability to you or any other party if the Award, the delivery of Shares upon settlement of the Award or other payment hereunder that is intended to be exempt from, or compliant with, Section 409A of the Code, is not so exempt or compliant, or for any action taken by the Company with respect thereto.Dated: Taxpayer I.D. Number Name Address:

Acceptance and Acknowledgment. If the Company requests that your acceptance of this Agreement be evidenced other than electronically, please complete and sign the following: I, a resident of ________________ (state, or country if other than U.S.), accept and agree to the terms of the Restricted Stock Unit Award described in this Agreement and in the Plan, acknowledge receipt of a copy of this Agreement, the Plan and the applicable Plan Summary, and acknowledge that I have read them carefully and that I fully understand their contents. Dated:: ________________ ____________________________ ____________________________ Taxpayer I.D. Number <<Participant>> Address:___: __________________ ____________________________ ____________________________ XXXXXX.XXX, INC. By: ________________________________________ Name: _____________________________________ Title: ______________________________________ APPENDIX TO THE XXXXXX.XXX, INC. GLOBAL RESTRICTED STOCK UNIT AWARD AGREEMENT **** UNITED STATES Code Section 409A. For U.S. taxpayers, it is the intent that the grant of the Award as set forth in this Agreement shall qualify for exemption from or comply with the requirements of Section 409A of the Code, and any ambiguities herein will be interpreted to so qualify or comply. The Company reserves the right, to the extent the Company deems necessary or advisable in its sole discretion, to unilaterally amend or modify this Agreement as may be necessary to ensure that all payments provided for under this Agreement are made in a manner that qualifies for exemption from or complies with Section 409A of the Code; provided, however, that the Company makes no representation that the grant, vesting, or settlement of the Award will be exempt from or comply with Section 409A of the Code and makes no undertaking to preclude Section 409A of the Code from applying to the grant, vesting or settlement of the Award granted pursuant to this Agreement. The Company will have no liability to you or any other party if the Award, the delivery of Shares upon settlement of the Award or other payment hereunder that is intended to be exempt from, or compliant with, Section 409A of the Code, is not so exempt or compliant, or for any action taken by the Company with respect thereto.