Exhibit 10.6
URECOATS INDUSTRIES INC.
a Delaware corporation
SERIES C PREFERRED STOCK OPTION AGREEMENT
THIS OPTION AGREEMENT ("Agreement") is made as of the date set forth above between Urecoats Industries
1.
Grant of Option. Pursuant to and subject to the terms and conditions of the Agreement, the Company
2.
Method of Exercise by Optionee.
(a)
The Call Option may be exercised pursuant thereto by written notice to the Company stating t
(b)
As soon after the notice of exercise as the Company is reasonably able to comply, the Compa
(c)
The Optionee may exercise the Call Option for less than the total number of Shares for which t
3.
Grant to Company of Right to Demand Exercise. Pursuant to the terms hereof, Optionee hereby grant
4.
Method of Use of Exercise Demand Right by Company. The Company's Exercise Demand Right sha
5.
Acknowledgement of Nonreservation of Common Stock by Company for Series C Preferred Stock
(a)
Optionee acknowledges and confirms that in the event of his exercise of the Call Option, or th
(b)
Optionee acknowledges that he is fully conversant with the certificate of designation of prefere
6.
Termination of Option. The Call Option shall terminate and expire immediately and in total at the expir
7.
Adjustments. If there is any change in the capitalization of the Company affecting in any manner the n
8.
Cessation of Corporate Existence. Notwithstanding any other provision of this Call Option, upon the
9.
Non-Transferability. The Call Option is not assignable or transferable by the Optionee, either voluntar
10.
No Stockholder Rights. The Optionee entitled to exercise this option shall have no rights or privileges
11.
Method of Acceptance. This Agreement is addressed to the Optionee in duplicate and shall not vest o
12.
Notices. Any notices pursuant to the terms hereof shall be forwarded by mail and fax as follows:
Richard J. Kurtz
March 21,