Price. The purchase price of a share of Stock under each Incentive Stock Option shall be determined by the Board, provided, however, that in no event shall such price be less than the greater of # 100% of the Fair Market Value of a share of Stock as of the Option Date (or 110% of such Fair Market Value if the holder of the option owns stock possessing more than 10% of the combined voting power of all classes of stock of the Company or any Subsidiary) or # the par value of a share of Stock on such date. To the extent provided by the Board, the full purchase price of each share of Stock purchased upon the exercise of any Incentive Stock Option shall be paid in cash or in shares of Stock (valued at Fair Market Value as of the day of exercise), or in any combination thereof, at the time of such exercise and, as soon as practicable thereafter, a certificate representing the shares so purchased shall be delivered to the person entitled thereto.

Price. The purchase price of a share of Stock under eachExcept for the limitations on Incentive Stock Options set forth below, the price at which each Share covered by an Option may be purchased shall be determined in each case by the Board, provided, however, thatAdministrator and set forth in the Award Agreement. In no event shall such pricethe Exercise Price for each Share covered by an Option be less than the greater of # 100% of the Fair Market Value of a share ofthe Stock as ofon the date the Option Date (or 110% of such Fair Market Value ifis granted. Further, the holder of the optionExercise Price for each Share covered by an Incentive Stock Option granted to an Employee who then owns stock possessing more than 10% of the total combined voting power of all classes of stock of the Company or any Subsidiary)parent or #subsidiary corporation of the par valueCompany must be at least 110% of a sharethe Fair Market Value of the Stock on such date. Tosubject to the extent provided by the Board, the full purchase price of each share of Stock purchased upon the exercise of any Incentive Stock Option shall be paid in cash or in shares of Stock (valued at Fair Market Value as ofon the day of exercise), or in any combination thereof, atdate the time of such exercise and, as soon as practicable thereafter, a certificate representing the shares so purchased shall be delivered to the person entitled thereto.Option is granted.

Option Price. The purchase price of aeach share of Stock purchasable under eachan Incentive Stock Option shall be determined by the Board, provided, however, that in no eventCommittee at the time of grant, but shall such pricenot be less than the greater of # 100% of the Fair Market Value (as defined below) of asuch share of Stock ason the date the Option is granted; provided, however, that with respect to an Optionee who, at the time such Incentive Option is granted, owns (within the meaning of Section 424(d) of the Option Date (or 110% of such Fair Market Value if the holder of the option owns stock possessingCode) more than 10% of the total combined voting power of all classes of stock of the Company or of any Subsidiary) or #Subsidiary, the par valuepurchase price per share of aStock shall be at least 110% of the Fair Market Value per share of Stock on such date. To the extent provided by the Board, the fulldate of grant. The purchase price of each share of Stock purchased uponpurchasable under a Nonqualified Option shall not be less than 100% of the Fair Market Value of such share of Stock on the date the Option is granted. The exercise of any Incentive Stockprice for each Option shall be paidsubject to adjustment as provided in cash or inSection 8 below. “Fair Market Value” means the closing price on the final trading day immediately prior to the grant date of the Stock on the principal securities exchange on which shares of Stock (valued at Fairare listed (if the shares of Stock are so listed), or on the NASDAQ Stock Market Valueor OTC Bulletin Board (if the shares of Stock are regularly quoted on the NASDAQ Stock Market or OTC Bulletin Board, as the case may be), or, if not so listed, the mean between the closing bid and asked prices of publicly traded shares of Stock in the over the counter market, or, if such bid and asked prices shall not be available, as reported by any nationally recognized quotation service selected by the Company, or as determined by the Committee in a manner consistent with the provisions of the day of exercise), orCode. Anything in any combination thereof, at the time of such exercise and, as soon as practicable thereafter, a certificate representing the shares so purchased shall be deliveredthis Section 5(a) to the person entitled thereto.contrary notwithstanding, in

Purchase Price. The purchase price of a share of Stockor the manner in which the purchase price is to be determined for Shares under each Option shall be set forth in the Agreement, provided that the purchase price per Share under each Incentive Stock Option shall be determined by the Board, provided, however, that in no event shall such pricenot be less than the greater of # 100% of the Fair Market Value of a share of Stock as ofShare at the time the Option Date (or 110%is granted (110% in the case of suchan Incentive Stock Option granted to a Ten-Percent Shareholder) and under each Nonqualified Stock Option shall not be less than 100% of the Fair Market Value if the holder of the option owns stock possessing more than 10% of the combined voting power of all classes of stock of the Company or any Subsidiary) or # the par value of a share of Stock on such date. To the extent provided by the Board, the full purchase price of each share of Stock purchased upon the exercise of any Incentive Stock Option shall be paid in cash or in shares of Stock (valued at Fair Market Value as of the day of exercise), or in any combination thereof,Share at the time of such exercise and, as soon as practicable thereafter, a certificate representing the shares so purchased shallOption is granted. Incentive Stock Options cannot be deliveredgranted to the person entitled thereto.Directors.

Price. The purchaseexercise price of a share of Stock under eachan Incentive Stock Option shall be determined by the Board, provided, however, that in no event shall such price be less than the greater of #at least 100% of the Fair Market Value of the Common Stock on the Grant Date, and in the case of an Incentive Stock Option granted to a share of Stock as of the Option Date (or 110% of such Fair Market Value if the holder of the optionParticipant who owns stock possessing more than 10% of the total combined voting power of all classes of the stock of the Company or any Subsidiary)of its parent or #subsidiary corporations (a “Ten Percent Stockholder”), shall not be less than 110% of the par value of a share of Stock on such date. To the extent provided by the Board, the full purchase price of each share of Stock purchased upon the exercise of any Incentive Stock Option shall be paid in cash or in shares of Stock (valued at Fair Market Value as of the dayCommon Stock on the Grant Date. The determination of exercise), or in any combination thereof, at the time of such exercise and, as soon as practicable thereafter, a certificate representing the shares so purchasedmore than 10% ownership shall be delivered tomade in accordance with Section 422 of the person entitled thereto.Code.

Price. The purchase price of aOption Exercise Price per share of Stock purchasable under eacha Non-Qualified Stock Option shall be determined by the Committee at the time of grant and shall not be less than 100% of the Fair Market Value of the Stock on the date of grant. The Option Exercise Price per share of Stock purchasable under an Incentive Stock Option shall be determined by the Board, provided, however, that in no eventCommittee at the time of grant and shall such price be not less than the greater of # 100% of the Fair Market Value of a sharethe Stock at the date of Stock as of the Option Dategrant (or 110% of suchthe Fair Market Value if the holder of the optionStock at the date of grant in the case of an Eligible Person who at the date of grant owns stockshares possessing more than 10%ten percent of the total combined voting power of all classes of stock of the Company or any Subsidiary)its parent or # the par value of a share of Stock on such date. To the extent provided by the Board, the full purchase price of each share of Stock purchased upon the exercise of any Incentive Stock Option shall be paid in cash or in shares of Stock (valued at Fair Market Value assubsidiary corporations (as determined under [Section 424(d), (e) and (f)])])] of the day of exercise), or in any combination thereof, at the time of such exercise and, as soon as practicable thereafter, a certificate representing the shares so purchased shall be delivered to the person entitled thereto.Code) (a “10% Participant”)).

Option Price. The purchase price of aeach share of Common Stock purchasable under eachan Incentive Stock Option shall be determined by the Board, provided, however, that in no eventCommittee at the time of grant, but shall such pricenot be less than the greater of # 100% of the Fair Market Value (as defined below) of asuch share of Common Stock ason the date the Option is granted; provided, however, that with respect to an Optionee who, at the time such Incentive Option is granted, owns (within the meaning of Section 424(d) of the Option Date (or 110% of such Fair Market Value if the holder of the option owns stock possessingCode) more than 10% of the total combined voting power of all classes of stock of the Company or of any Subsidiary) or #Subsidiary, the par value of apurchase price per share of Common Stock shall be at least 110% of the Fair Market Value per share of Common Stock on such date. To the extent provided by the Board, the fulldate of grant. The purchase price of each share of Common Stock purchased uponpurchasable under a Nonqualified Option shall not be less than 100% of the Fair Market Value of such share of Common Stock on the date the Option is granted. The exercise of any Incentive Stockprice for each Option shall be paidsubject to adjustment as provided in cashSection 8 below. “Fair Market Value” means the closing price on the final trading day immediately prior to the grant date of the Common Stock on the NASDAQ Capital Market LLC or inother principal securities exchange or OTC Bulletin Board on which shares of Common Stock (valued at Fair Market Valueare listed (if the shares of Common Stock are so listed), or, if not so listed, the mean between the closing bid and asked prices of publicly traded shares of Common Stock in the over the counter market, or, if such bid and asked prices shall not be available, as reported by any nationally recognized quotation service selected by the Company, or as determined by the Committee in a manner consistent with the provisions of the dayCode. Anything in this [Section 5A(a)] to the contrary notwithstanding, in no event shall the purchase price of exercise), or ina share of Common Stock be less than the minimum price permitted under the rules and policies of any combination thereof, at the time of such exercise and, as soon as practicable thereafter, a certificate representingnational securities exchange on which the shares so purchased shall be delivered to the person entitled thereto.of Common Stock are listed.

Exercise Price. The purchaseOther than in connection with Substitute Awards, the exercise price of a share of Stockper Share purchasable under each Incentive Stockan Option shall be determined by the Board, provided, however,Committee, provided that in no eventsuch exercise price shall such pricenot be less than the greater of # 100% of the Fair Market Value of a shareShare on the date of Stock asgrant of the Option Date (or 110%and shall not, in any event, be less than the par value of such Fair Market Value ifa Share on the holderdate of grant of the optionOption. If an Employee owns stock possessingor is deemed to own (by reason of the attribution rules applicable under Section 424(d) of the Code) more than 10% of the combined voting power of all classes of stock of the Company (or any parent corporation or any Subsidiary) or #subsidiary corporation of the par valueCompany, as those terms are defined in [Sections 424(e) and (f)])] of a share of Stock on such date. To the extent provided by the Board, the full purchase price of each share of Stock purchased upon the exercise of anyCode, respectively) and an Incentive Stock Option shall be paid in cash or in sharesis granted to such Employee, the exercise price of such Incentive Stock (valued at Fair Market Value as ofOption (to the day of exercise), or in any combination thereof,extent required by the Code at the time of such exercise and, as soon as practicable thereafter, a certificate representing the shares so purchasedgrant) shall be deliveredno less than 110% of the Fair Market Value of a Share on the date such Incentive Stock Option is granted. Other than pursuant to Section 10(c)(i) and (ii) of this Plan, the Committee shall not be permitted to # lower the exercise price per Share of an Option after it is granted, # cancel an Option when the exercise price per Share exceeds the Fair Market Value of the underlying Shares in exchange for cash or another Award, # cancel an outstanding Option in exchange for an Option with an exercise price that is less than the exercise price of the original Options, or # take any other action with respect to an Option that may be treated as a repricing pursuant to the person entitled thereto.applicable rules of the Listing Market, without approval of the Company’s stockholders.

Price.OPTION PRICE. The purchase priceOption Price for each grant of a share of Stockan Option under each Incentive Stock Optionthis Plan shall be determined by the Board, provided, however, that in no event shall such price be less than the greater of # 100%at least equal to one hundred percent (100%) of the Fair Market Value of a shareShare on the date the Option is granted. Notwithstanding any provision contained herein, in the case of an Incentive Stock asOption, the exercise price at the time such Incentive Stock Option is granted to any Employee who, at the time of such grant, owns (within the meaning of Section 424(d) of the Option Date (or 110% of such Fair Market Value if the holder of the option owns stock possessingCode) more than 10%ten percent of the combined voting power of all classes of stock of the Company or any Subsidiary) or #a Subsidiary, shall not be less than 110% of the par value of a share of Stock on such date. To the extent provided by the Board, the full purchase price of each share of Stock purchased upon the exercise of any Incentive Stock Option shall be paid in cash or in shares of Stock (valued atper Share Fair Market Value ason the date of the day of exercise), or in any combination thereof, at the time of such exercise and, as soon as practicable thereafter, a certificate representing the shares so purchased shall be delivered to the person entitled thereto.grant.

Price. The purchase price of aper share of Common Stock under each Incentive Stockpurchased on the exercise of an Option shall be determined by the Board, provided, however, that in no eventCommittee on the date of grant, but shall such pricenot be less than the greaterFair Market Value of # 100%a share of Common Stock on the date the Option is granted. However, if at the time of grant of an Option that is intended to be an Incentive Stock Option, the Participant is a Ten Percent Shareholder, the price per share of Common Stock purchased on the exercise of such Option shall not be less than 110% of the Fair Market Value of a share of Common Stock as ofon the date the Option Date (or 110% of such Fair Market Value if the holder of the option owns stock possessing more than 10% of the combined voting power of all classes of stock of the Company or any Subsidiary) or # the par value of a share of Stock on such date. To the extent provided by the Board, the full purchase price of each share of Stock purchased upon the exercise of any Incentive Stock Option shall be paid in cash or in shares of Stock (valued at Fair Market Value as of the day of exercise), or in any combination thereof, at the time of such exercise and, as soon as practicable thereafter, a certificate representing the shares so purchased shall be delivered to the person entitled thereto.is granted.