FREEDOM RESOURCES ENTERPRISES, INC.
1997 Stock Option Plan
Section 1. Purpose: Definitions.
1.1 Purpose. The purpose of the Freedom Resources Enterprises, Inc. ("Company") "1997" Stock Option Plan
("Plan") is to enable the Company to offer to its key employees, officers, directors, consultants, advisors and
sales representatives whose past, present and/or potential contributions to the Company and its Subsidiaries have
been, are or will be important to the success of the Company, an opportunity to acquire a proprietary interest in
the Company. The various types of long-term incentive awards which may be provided under the Plan will enable
the Company to respond to changes in compensation practices, tax laws, accounting regulations and the size and
diversity of its businesses.
1.2 Definitions. For purposes of the Plan, the following terms shall be defined as set forth below:
(a) "Agreement" means the agreement between the Company and the Holder setting forth the terms and
conditions of an award under the Plan.
(b) "Board" means the Board of Directors of the Company.
(c) " Code" means the Internal Revenue Code of 1986, as amended from time to time, and any successor thereto
and the regulations promulgated there under.
(d) "Committee" means the Stock Option Committee of the Board or any other committee of the Board, which
the Board may designate to administer the Plan or any portion thereof. If no Committee is so designated, then all
references in this Plan to "Committee" shall mean the Board.
(e) "Common Stock" means the Common Stock of the Company, par value $ .001 per share.
(f) "Company" means Freedom Resources Enterprises, Inc., a corporation organized under the laws of the State
(g) "Deferred Stock" means Stock to be received, under an award made pursuant to Section 9, below, at the end
of a specified deferral period.
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(h) "Disability" means disability as determined under procedures established by the Committee for purposes of