Non-Statutory Stock Option

 

1.           Options Granted.  __________________________, the undersigned, hereinafter referred to as Optionee,  is  hereby granted the following option to purchase common stock of Feel Golf. As consideration for services performed by Optionee to Feel Golf , the Optionee is  hereby granted the option to purchase  _____________________Shares of Common Stock of  Feel Golf at the price of $ 0.10 per Share.

 

2.           Restricted Shares.  Optionee shall have the right to exercise said options on only on Shares that have been issued in accordance with the exemption from registration provided for by Section 4(2) of the Securities Act of 1933 and which thereon contain a legend restricting the Shares from transfer in accordance with Securities And Exchange Commission Rule 144.

 

3.           Term of Options.  Optionee shall have the right to exercise no more than one half of the total options granted herein no sooner than the first anniversary date of this Grant.  Optionee shall have the right to exercise the remaining options granted herein no sooner than the second anniversary date of this Grant. All options granted herein shall expire 36 months from the date of this Grant.

 

4.            Duty To Register Shares To Which Options Apply.  As part of its duties of performance under this Option Agreement, Feel Golf intends at some date,  to register with the Securities And Exchange Commission the shares which have been acquired under this Grant by exercise of the option on the appropriate form pursuant to the Securities Act of 1933 provided only that at the time of said exercise Feel Golf has had its initial registration of securities under the Securities Act of 1933 approved by the Securities And Exchange Commission and is a fully reporting company under the Securities Exchange Act of 1934.

 

5.           Documents Read By Optionee.   Optionee agrees that prior to the time Optionee exercises said options, if any,  Optionee will read the Private Placement Memorandum of Feel Golf or the  filings for the past fiscal year by the Company pursuant to the Securities Exchange Act of 1934, understand same and have all of Optionee’s questions answered about the grant of options hereunder.

 

 

 

 

6.           Options Nontransferable.  The terms of the options granted hereunder shall not be transferable by the Optionee except by will or the laws of descent and distribution to an accredited investor, and are exercisable by Optionee only during his lifetime.

 

7.           No Earnings Claims Or Promises.  Optionee hereby represents that no  earnings,  claims or promises have been made by Feel Golf with respect to the options granted herein.

 

8.           Arbitration.  Any and all disputes, regardless of whether arising  in contract or tort or for declaratory relief or pursuant to the securities laws of the United States or of any state thereunder, shall be resolved by binding arbitration pursuant to the commercial arbitration rules of the American Arbitration Association in  Salinas, California and the  award of the arbitrator(s), if any, may be entered in any court of competent jurisdiction.

 

IN WITNESS WHEREOF, the undersigned have executed this  Option Agreement on the date set forth opposite their names below.

Feel Golf Company, Inc.

By:

_________________________                                                                           __________________________

Signature                                                                Date

Optionee

_________________________                                                                           __________________________

Signature                                                                Date