STOCK AWARD PLAN - IEquity Incentive Plan Agreement |
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STOCK
AWARD PLAN - I
1.
Purpose. This Stock Award Plan - I (the 'Plan') of Stock Market Solutions,
Inc.
(the 'Company'), for selected employees of and consultants and advisors to
the
Company is intended to advance the best interests of the Company by providing
stock-based compensation to employees and consultants of the
Company.
2.
Administration. The Plan shall be administered by the Board of Directors
of the
Company (the 'Board') which shall keep the minutes of its proceedings with
regard to the Plan and all records, documents, and data pertaining to its
administration of the Plan. A majority of the members of the Board shall
constitute a quorum for the transaction of business, and the vote of a majority
of those members present at any meeting shall decide any question brought
before
that meeting. In addition, the Board may take any action otherwise proper
under
the Plan by the affirmative vote, taken without a meeting, of a majority
of its
members. Any decision or determination reduced to writing and signed by a
majority of the members shall be as effective as if it had been made by a
majority vote at a meeting properly called and held. All questions of
interpretation and application of the Plan shall be subject to the determination
of the Board. The actions of the Board in exercising all of the rights, powers
and authorities set out in this Plan, when performed in good faith and in
its
sole judgment, shall be final, conclusive, and binding on the
parties.
3.
Shares
Available Under the Plan. The stock subject the Stock Awards shall be shares
of
the Company's Common Stock (the 'Common Stock'). The total number of shares
of
Common Stock available under the Plan shall not exceed in the aggregate
4,690,000, subject to increase at the discretion of the Board of Directors.
Such
shares may be treasury shares or authorized but unissued shares.
4.
Eligibility. The individuals who shall be eligible to participate in the
Plan
shall be any employee, consultant, advisor or
