0001193125-08-183568 Sample Contracts

INCENTIVE STOCK OPTION AGREEMENT API NANOTRONICS CORP.
Incentive Stock Option Agreement • August 25th, 2008 • API Nanotronics Corp. • Semiconductors & related devices • Delaware

THIS AGREEMENT is dated and made effective as of May 30, 2008 by and between API NANOTRONICS CORP., a Delaware corporation (the “Company”), and Thomas W. Mills, Sr. (“Optionee”).

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EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • August 25th, 2008 • API Nanotronics Corp. • Semiconductors & related devices • New York

This Executive Employment Agreement (the “Agreement”) is made and entered into as of the 3rd day of March, 2008, by and between Stephen Pudles (the “Executive”) and API Nanotronics Corp., a Delaware corporation (the “Company”).

STEPHEN PUDLES STOCK OPTION AGREEMENT API NANOTRONICS CORP.
Stephen Pudles • August 25th, 2008 • API Nanotronics Corp. • Semiconductors & related devices • Delaware

THIS AGREEMENT is dated and made effective as of April 22, 2008 (“Effective Date”) by and between API NANOTRONICS CORP., a Delaware corporation (the “Company”), and Stephen Pudles (“Optionee”).

Contract
Non-Statutory Incentive Stock Option Agreement • August 25th, 2008 • API Nanotronics Corp. • Semiconductors & related devices • Delaware

This Option has not been registered under the Securities Act of 1933, as amended, or any applicable state securities laws, and may not be sold or transferred unless such sale or transfer is in accordance with the registration requirements of such Act and applicable laws or some other exemption from the registration requirements of such Act and applicable laws is available with respect thereto. This Option is also subject to the transfer restrictions set forth herein.

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