NONQUALIFIED
STOCK OPTION AGREEMENT
THIS
NONQUALIFIED STOCK OPTION AGREEMENT (“Agreement”) is
made and entered into in duplicate this 2 nd day of
November, 2007, by and among Micron Enviro Systems, Inc., a Nevada
corporation ("Corporation"), and Bradley Rudman (“Grantee"),
in his capacity as a director and president of the Corporation with
respect to the following facts:
Pursuant
and subject to the Micron Enviro Systems, Inc. 2006 C Stock Option
Plan, a copy of which is furnished to the Grantee with a copy of
this Agreement and the provisions of which, by this reference, are
made a part of this Agreement as though specified completely and
specifically verbatim in this Agreement ("Plan"), the Corporation's
Board of Directors has determined that it is in the best interests
of the Corporation and its stockholders to grant the option
provided for herein to the Grantee, as compensation. The
parties agree as follows:
1.
GRANT
OF OPTION. For
value received, the Corporation hereby grants to the Grantee the
right and option to purchase, on the terms and subject to the
conditions specified in this Agreement, FIVE
MILLION (5,000,000) shares of the Corporation's $.001 par
value common stock. The purchase price shall be $0.016 per
share.
2.
TIME
AND MANNER OF EXERCISE. From
and after November 2, 2007, and during and until November 1, 2008,
the Grantee shall have the right to purchase from the Corporation
5,000,000 shares of the Corporation’s $.001 par value common
stock (“Option”). The Grantee shall exercise the Option
by delivery to the Corporation of a notice of exercise accompanied
by a certified or cashier's check in payment of the Option purchase
price. Promptly upon receipt of such exercise and such check, the
Corporation will deliver or cause to be delivered to Grantee stock
certificate(s) representing the number of shares of the
Corporation’s $.001 par value common stock purchased in
accordance with the provisions of this Agreement and, during
Grantee's lifetime, duly registered in the name of the Grantee and,
at the Grantee's election, his or her spouse.
3.
NONASSIGNABILITY.
The
Option may be exercised only by Grantee during his or her lifetime.
The Grantee will not transfer or assign the Option, except by
Will or the laws of interstate succession.
4.
EXPIRATION.
The
Option shall terminate and expire at 4:00 pm Pacific Time on
November 1, 2008, or as specified in Article XI of the Plan,
whichever is earlier.
5.
REPRESENTATIONS
OF CORPORATION. During
such time as the Option remains outstanding and unexpired, the
Corporation will reserve for issuance, upon the exercise of the
Option, the number of shares of t