Common use of Not Transferable Clause in Contracts

Not Transferable. The option is not transferrable except that, in the event of the option holder’s death or declaration of incompetency, the option may be exercised by the option holder’s legal representative or estate. If you exercise your right to exchange your Stock Grant shares for the option and cash, please sign below and return this letter and the enclosed Lock up Agreement to the Company. Very truly yours, /s/ Xxxxx Xxx Xxxxx Xxx Chief Executive Officer I hereby accept the Company’s offer to exchange my 1,350,000 Stock Grant shares for an option to purchase 1,430,325 shares of Common Stock at $5.00 per share and a payment $675,000 pursuant to the foregoing offer letter. I represent to the Company that I understand the terms of the exchange and that I have consulted by tax and financial advisors to the extent that I deem necessary. I understand that the Company is making no representation that a Public Stock Event will occur, that the option will become exercisable or, if a Public Stock Event occurs, as to the market price for the Company’s common stock. I hereby irrevocably convey and transfer to the Company my 1,350,000 Stock Grant shares and authorize the Company and its executive officers to take any action necessary to transfer the shares to the Company and to subsequently cancel such shares. I further agree to execute the Lock up Agreement. /s/ Xxxxx Xxx Xxxxx Xxx EXHIBIT A - INSTRUMENT OF NONQUALIFIED STOCK OPTION GRANT [Exchange of Restricted Stock] Instrument of Grant issued as of this th day of March, 2019, from SolarMax Technology, Inc., a Nevada corporation, with offices at 0000 00xx Xxxxxx, Xxxxxxxxx, XX 00000 (the “Company”), to [name of Option Holder], whose address is set forth at the end of this Instrument of Grant (the “Option Holder”).

Not Transferable. The option is not transferrable except that, in the event of the option holder’s death or declaration of incompetency, the option may be exercised by the option holder’s legal representative or estate. If you exercise your right to exchange your Stock Grant shares for the option and cash, please sign below and return this letter and the enclosed Lock up Agreement to the Company. Very truly yours, /s/ Xxxxx Xxx Xxxxx Xxx Chief Executive Officer I hereby accept the Company’s offer to exchange my 1,350,000 1,000,000 Stock Grant shares for an option to purchase 1,430,325 1,059,500 shares of Common Stock at $5.00 per share and a payment $675,000 500,000 pursuant to the foregoing offer letter. I represent to the Company that I understand the terms of the exchange and that I have consulted by tax and financial advisors to the extent that I deem necessary. I understand that the Company is making no representation that a Public Stock Event will occur, that the option will become exercisable or, if a Public Stock Event occurs, as to the market price for the Company’s common stock. I hereby irrevocably convey and transfer to the Company my 1,350,000 1,000,000 Stock Grant shares and authorize the Company and its executive officers to take any action necessary to transfer the shares to the Company and to subsequently cancel such shares. I further agree to execute the Lock up Agreement. /s/ Xxxxx Xxx Xxxxx Xxx EXHIBIT A - INSTRUMENT OF NONQUALIFIED STOCK OPTION GRANT [Exchange of Restricted Stock] Instrument of Grant issued as of this th day of March, 2019, from SolarMax Technology, Inc., a Nevada corporation, with offices at 0000 00xx Xxxxxx, Xxxxxxxxx, XX 00000 (the “Company”), to [name of Option Holder], whose address is set forth at the end of this Instrument of Grant (the “Option Holder”).