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Exhibit 10.38    
    


OPTIUM CORPORATION  


Notice of Grant of Stock Option  


        Christopher Brown (the
"Grantee") has been granted an option (the
"Option") to purchase certain shares of Optium Corporation (the
"Company") common stock (the "Stock") pursuant
to the Optium, Inc. Stock Incentive Plan (the "Plan"), as follows: 



	

Grant Date:	
 	

August 28, 2006
	

Number of Option Shares:	
 	

479,064
	

Exercise Price (per share):	
 	

$1.17
	

Expiration Date:	
 	

August 27, 2016
	

Tax Status of Option:	
 	

Non-Qualified Option






Vested Shares:    Except as provided in Stock Option Agreement, and provided that the Grantee's Service Relationship has not terminated prior
to any applicable date set forth below, the Shares will vest 4.17% per month beginning on January 1, 2008 with the final vesting occuring on December 1, 2010. Fractional shares are not
exercisable until fractional shares equal a whole share. 


        Vesting
Acceleration of 25% of original grant (or 100% of remaining unvested portion if less) if either the following occur (i) termination of the Grantee by the Company (or its
successor) without Cause (as defined in the Plan or any superseding employment agreement) or (ii) Constructive Termination (as defined in the Plan or any superseding employment agreement) with one
year of a Change in Control (as defined in the Plan or any superseding employment agreement). 


        By
their signatures below, the Company and the Grantee agree that the Option is governed by this Notice and by the provisions of the Plan and the Option Agreement, both of which are
attached to and made a part of this document. The Grantee acknowledges receipt of a copy of the Plan and the Option Agreement, represents that the Grantee has read and is familiar with their
provisions, and hereby accepts the Option subject to all of their terms and conditions. This Notice may be executed in two or more counterparts, each of which shall be deemed an original, but all of
which shall constitute one and the same document. 



	OPTIUM, INC.	 	 	 	 
	

By:	

/s/  EITAN GERTEL      
	
 	

By:	

/s/  CHRISTOPHER BROWN      

	 	Name:	 	Eitan Gertel	 	 	Christopher Brown
	 	Title:	 	President & CEO	 	 	 	 
	

 	

Address:	
 	

500 Horizon Drive	
 	

 	

Address:	

 
	 	 	 	Suite #505

Chalfont, PA 18914	 	 	 	 






ATTACHMENTS:    Optium
Corporation Stock Incentive Plan, as amended through the Grant Date, and the Option Agreement. 







OPTIUM CORPORATION  


Notice of Grant of Stock Option  


        Christopher Brown (the
"Grantee") has been granted an option (the
"Option") to purchase certain shares of Optium Corporation (the
"Company") common stock (the "Stock") pursuant
to the Optium, Inc. Stock Incentive Plan (the "Plan"), as follows: 



	

Grant Date:	
 	

August 28, 2006
	

Number of Option Shares:	
 	

85,470
	

Exercise Price (per share):	
 	

$1.17
	

Expiration Date:	
 	

August 27, 2016
	

Tax Status of Option:	
 	

Incentive Stock Option






Vested Shares:    Except as provided in Stock Option Agreement, and provided that the Grantee's Service Relationship has not terminated prior
to any applicable date set forth below, the Shares will vest on September 1, 2007. 


        Vesting
Acceleration of 25% of original grant (or 100% of remaining unvested portion if less) if either the following occur (i) termination of the Grantee by the Company (or its
successor) without Cause (as defined in the Plan or any superceding employment agreement) or (ii) Constructive Termination (as defined in the Plan or any superceding employment agreement) with
one year of a Change in Control (as defined in the Plan or any superceding employment agreement). 


        By
their signatures below, the Company and the Grantee agree that the Option is governed by this Notice and by the provisions of the Plan and the Option Agreement, both of which are
attached to and made a part of this document. The Grantee acknowledges receipt of a copy of the Plan and the Option Agreement, represents that the Grantee has read and is familiar with their
provisions, and hereby accepts the Option subject to all of their terms and conditions. This Notice may be executed in two or more counterparts, each of which shall be deemed an original, but all of
which shall constitute one and the same documents. 



	OPTIUM, INC.
 	 	 	 	 
	

By:	

/s/  EITAN GERTEL      
	
 	

By:	

/s/  CHRISTOPHER BROWN      

	 	Name:	 	Eitan Gertel	 	 	Christopher Brown
	 	Title:	 	President & CEO	 	 	 	 
	

 	

Address:	
 	

500 Horizon Drive	
 	

 	

Address:	

 
	 	 	 	Suite #505

Chalfont, PA 18914	 	 	 	 






ATTACHMENTS:    Optium
Corporation Stock Incentive Plan, as amended through the Grant Date, and the Option Agreement. 







OPTIUM CORPORATION  


Notice of Grant of Stock Option  


        Christopher Brown (the
"Grantee") has been granted an option (the
"Option") to purchase certain shares of Optium Corporation (the
"Company") common stock (the "Stock") pursuant
to the Optium, Inc. Stock Incentive Plan (the "Plan"), as follows: 



	

Grant Date:	
 	

August 28, 2006
	

Number of Option Shares:	
 	

158,295
	

Exercise Price (per share):	
 	

$1.17
	

Expiration Date:	
 	

August 27, 2016
	

Tax Status of Option:	
 	

Non-Qualified Option






 Vested Shares:    Except as provided in Stock Option Agreement, and provided that the Grantee's Service Relationship has not
terminated prior to any applicable date set forth below, the Shares will vest 11.11% per month beginning on January 1, 2010 with the final vesting occurring on September 1, 2010.
Fractional shares are not exercisable until fractional shares equal a whole share. 


        Vesting
Acceleration of 25% of original grant (or 100% of remaining unvested portion if less) if either the following occur (i) termination of the Grantee by the Company (or its
successor) without Cause (as defined in the Plan or any superseding employment agreement) or (ii) Constructive Termination (as defined in the Plan or any superseding employment agreement) with
one year of a Change in Control (as defined in the Plan or any superseding employment agreement). 


        By
their signatures below, the Company and the Grantee agree that the Option is governed by this Notice and by the provisions of the Plan and the Option Agreement, both of which are
attached to and made a part of this document. The Grantee acknowledges receipt of a copy of the Plan and the Option Agreement, represents that the Grantee has read and is familiar with their
provisions, and hereby accepts the Option subject to all of their terms and conditions. This Notice may be executed in two or more counterparts, each of which shall be deemed an original, but all of
which shall constitute one and the same document. 



	OPTIUM, INC.	 	 	 	 
	

By:	

/s/  EITAN GERTEL      
	
 	

By:	

/s/  CHRISTOPHER BROWN      

	 	Name:	 	Eitan Gertel	 	 	Christopher Brown
	 	Title:	 	President & CEO	 	 	 	 
	

 	

Address:	
 	

500 Horizon Drive	
 	

 	

Address:	

 
	 	 	 	Suite #505

Chalfont, PA 18914	 	 	 	 






ATTACHMENTS:    Optium
Corporation Stock Incentive Plan, as amended through the Grant Date, and the Option Agreement. 







OPTIUM CORPORATION  


Notice of Grant of Stock Option  


        Christopher Brown (the
"Grantee") has been granted an option (the
"Option") to purchase certain shares of Optium Corporation (the
"Company") common stock (the "Stock") pursuant
to the Optium, Inc. Stock Incentive Plan (the "Plan"), as follows: 



	

Grant Date:	
 	

August 28, 2006
	

Number of Option Shares:	
 	

170,928
	

Exercise Price (per share):	
 	

$1.17
	

Expiration Date:	
 	

August 27, 2016
	

Tax Status of Option:	
 	

Incentive Stock Option






 Vested Shares:    Except as provided in Stock Option Agreement, and provided that the Grantee's Sevice Relationship has not
terminated prior to any applicable date set forth below, the Shares vest 4.17% per month beginning on January 1, 2008 with the final vesting occurring on December 1, 2010. Fractional
shares are not exercisable until fractional shares equal a whole share. 


        Vesting
Acceleration of 25% of original grant (or 100% of remaining unvested portion if less) if either the following occur (i) termination of the Grantee by the Company (or its
successor) without Cause (as defined in the Plan or any superseding employment agreement) or (ii) Constructive Termination (as defined in the Plan or any superseding employment agreement) with
one year of a Change in Control (as defined in the Plan or any superseding employment agreement). 


        By
their signatures below, the Company and the Grantee agree that the Option is governed by this Notice and by the provisions of the Plan and the Option Agreement, both of which are
attached to and made a part of this document. The Grantee acknowledges receipt of a copy of the Plan and the Option Agreement, represents that the Grantee has read and is familiar with their
provisions, and hereby accepts the Option subject to all of their terms and conditions. This Notice may be executed in two or more counterparts, each of which shall be deemed an original, but all of
which shall constitute one and the same document. 



	OPTIUM, INC.	 	 	 	 
	

By:	

/s/  EITAN GERTEL      
	
 	

By:	

/s/  CHRISTOPHER BROWN      

	 	Name:	 	Eitan Gertel	 	 	Christopher Brown
	 	Title:	 	President & CEO	 	 	 	 
	

 	

Address:	
 	

500 Horizon Drive	
 	

 	

Address:	

 
	 	 	 	Suite #505

Chalfont, PA 18914	 	 	 	 






ATTACHMENTS:    Optium
Corporation Stock Incentive Plan, as amended through the Grant Date, and the Option Agreement. 







OPTIUM CORPORATION  


Notice of Grant of Stock Option  


        Christopher Brown (the
"Grantee") has been granted an option (the
"Option") to purchase certain shares of Optium Corporation (the
"Company") common stock (the "Stock") pursuant
to the Optium, Inc. Stock Incentive Plan (the "Plan"), as follows: 



	

Grant Date:	
 	

August 28, 2006
	

Number of Option Shares:	
 	

85,464
	

Exercise Price (per share):	
 	

$1.17
	

Expiration Date:	
 	

August 27, 2016
	

Tax Status of Option:	
 	

Incentive Stock Option






 Vested Shares:    Except as provided in Stock Option Agreement, and provided that the Grantee's Service Relationship has not
terminated prior to any applicable date set forth below, the Shares will vest 11.11% per month beginning on January 1, 2010 with the final vesting occurring on September 1, 2010.
Fractional shares are not exercisable until fractional shares equal a whole share. 


        Vesting
Acceleration of 25% of original grant (or 100% of remaining unvested portion if less) if either the following occur (i) termination of the Grantee by the Company (or its
successor) without Cause (as defined in the Plan or any superseding employment agreement) or (ii) Constructive Termination (as defined in the Plan or any superseding employment agreement) with
one year of a Change in Control (as defined in the Plan or any superseding employment agreement). 


        By
their signatures below, the Company and the Grantee agree that the Option is governed by this Notice and by the provisions of the Plan and the Option Agreement, both of which are
attached to and made a part of this document. The Grantee acknowledges receipt of a copy of the Plan and the Option Agreement, represents that the Grantee has read and is familiar with their
provisions, and hereby accepts the Option subject to all of their terms and conditions. This Notice may be executed in two or more counterparts, each of which shall be deemed an original, but all of
which shall constitute one and the same document. 



	OPTIUM, INC.
 	 	 	 	 
	

By:	

/s/  EITAN GERTEL      
	
 	

By:	

/s/  CHRISTOPHER BROWN      

	 	Name:	 	Eitan Gertel	 	 	Christopher Brown
	 	Title:	 	President & CEO	 	 	 	 
	

 	

Address:	
 	

500 Horizon Drive	
 	

 	

Address:	

 
	 	 	 	Suite #505

Chalfont, PA 18914	 	 	 	 






ATTACHMENTS:    Optium
Corporation Stock Incentive Plan, as amended through the Grant Date, and the Option Agreement. 







OPTIUM CORPORATION  


Notice of Grant of Stock Option  


        Christopher Brown (the
"Grantee") has been granted an option (the
"Option") to purchase certain shares of Optium Corporation (the
"Company") common stock (the "Stock") pursuant
to the Optium, Inc. Stock Incentive Plan (the "Plan"), as follows: 



	

Grant Date:	
 	

August 28, 2006
	

Number of Option Shares:	
 	

239,530
	

Exercise Price (per share):	
 	

$1.17
	

Expiration Date:	
 	

August 27, 2016
	

Tax Status of Option:	
 	

Non-Qualified Option






 Vested Shares:    Except as provided in Stock Option Agreement, and provided that the Grantee's Service Relationship has not
terminated prior to any applicable date set forth below, the Shares will vest 100% on October 1, 2007. 


        Vesting
Acceleration of 25% of original grant (or 100% of remaining unvested portion if less) if either the following occur (i) termination of the Grantee by the Company (or its
successor) without Cause (as defined in the Plan or any superseding employment agreement) or (ii) Constructive Termination (as defined in the Plan or any superseding employment agreement) with one
year of a Change in Control (as defined in the Plan or any superseding employment agreement). 


        By
their signatures below, the Company and the Grantee agree that the Option is governed by this Notice and by the provisions of the Plan and the Option Agreement, both of which are
attached to and made a part of this document. The Grantee acknowledges receipt of a copy of the Plan and the Option Agreement, represents that the Grantee has read and is familiar with their
provisions, and hereby accepts the Option subject to all of their terms and conditions. This Notice may be executed in two or more counterparts, each of which shall be deemed an original, but all of
which shall constitute one and the same document. 



	OPTIUM, INC.	 	 	 	 
	

By:	

/s/  EITAN GERTEL      
	
 	

By:	

/s/  CHRISTOPHER BROWN      

	 	Name:	 	Eitan Gertel	 	 	Christopher Brown
	 	Title:	 	President & CEO	 	 	 	 
	

 	

Address:	
 	

500 Horizon Drive	
 	

 	

Address:	

 
	 	 	 	Suite #505

Chalfont, PA 18914	 	 	 	 






ATTACHMENTS:    Optium
Corporation Stock Incentive Plan, as amended through the Grant Date, and the Option Agreement. 







OPTIUM CORPORATION  


Notice of Grant of Stock Option  


        Christopher Brown (the
"Grantee") has been granted an option (the
"Option") to purchase certain shares of Optium Corporation (the
"Company") common stock (the "Stock") pursuant
to the Optium, Inc. Stock Incentive Plan (the "Plan"), as follows: 



	

Grant Date:	
 	

August 28, 2006
	

Number of Option Shares:	
 	

81,249
	

Exercise Price (per share):	
 	

$1.17
	

Expiration Date:	
 	

August 27, 2016
	

Tax Status of Option:	
 	

Non-Qualified Option






 Vested Shares:    Except as provided in Stock Option Agreement, and provided that the Grantee's Service Relationship has not
terminated prior to any applicable date set forth below, the Shares will vest 33.33% per month beginning on October 1, 2007 with the final vesting occurring on December 1, 2007.
Fractional shares are not exercisable until fractional shares equal a whole share. 


        Vesting
Acceleration of 25% of original grant (or 100% of remaining unvested portion if less) if either the following occur (i) termination of the Grantee by the Company (or its
successor) without Cause (as defined in the Plan or any superseding employment agreement) or (ii) Constructive Termination (as defined in the Plan or any superseding employment agreement) with
one year of a Change in Control (as defined in the Plan or any superseding employment agreement). 


        By
their signatures below, the Company and the Grantee agree that the Option is governed by this Notice and by the provisions of the Plan and the Option Agreement, both of which are
attached to and made a part of this document. The Grantee acknowledges receipt of a copy of the Plan and the Option Agreement, represents that the Grantee has read and is familiar with their
provisions, and hereby accepts the Option subject to all of their terms and conditions. This Notice may be executed in two or more counterparts, each of which shall be deemed an original, but all of
which shall constitute one and the same document. 



	OPTIUM, INC.	 	 	 	 
	

By:	

/s/  EITAN GERTEL      
	
 	

By:	

/s/  CHRISTOPHER BROWN      

	 	Name:	 	Eitan Gertel	 	 	Christopher Brown
	 	Title:	 	President & CEO	 	 	 	 
	

 	

Address:	
 	

500 Horizon Drive	
 	

 	

Address:	

 
	 	 	 	Suite #505

Chalfont, PA 18914	 	 	 	 






ATTACHMENTS:    Optium
Corporation Stock Incentive Plan, as amended through the Grant Date, and the Option Agreement. 











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Exhibit 10.38