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Exhibit 99.3
STOCK OPTION
AGREEMENT
This Stock Option Agreement ("Stock Option
Agreement") is granted effective this 16 th day of
January, 2007 by Nexia Holdings, Inc. (the "Company") to Matthew
Landis, a consultant of the Company ("Optionee") and a Utah
resident.
PREMISES
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A.
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The Company has
received valuable services from Optionee in the past and desires to
compensate Optionee for these services by issuing Optionee an
option (the "Option") to purchase a total of One Hundred Million
(100,000,000), shares of the Company's common stock. The options
will have a floating option price set at 75% of the market price at
the time of exercise. The shares issued subject to the options
shall be issued pursuant to a registration statement on Form S-8
under the Securities Act of 1933 as amended ("Form
S-8").
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GRANT
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1.
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Grant of
Options. The Company
hereby grants Optionee the right and option ("Option") to purchase
the above described One Hundred Million (100,000,000) shares of
Common Stock, on the terms and conditions set forth herein and
subject to the provisions of the Form S-8 registration statement in
exchange for services provided by Consultant to the Company, the
options shall vest immediately upon the exercise hereof.
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2.
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Term of
Option . This Option may
be exercised, in whole or in part, at any time prior to one year
from the grant date of this Option. All rights to exercise this
option end with the termination of employment with the Company, for
any reason and by any party.
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3.
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Method of
Exercising . This Option
may be exercised in accordance with all the terms and conditions
set forth in this Option and the Stock Option Plan, by delivery of
a notice of exercise a form of which i
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