**Exhibit 10.5**

**OPTIUM CORPORATION**

**EmployeeNotice of Grant of Non-Qualified Stock Option**

MarkColyar  (the “*Optionee*”)has been granted an option (the “*Option*”) topurchase certain shares of Optium Corporation****commonstock (the “*Stock*”) pursuant to the OptiumCorporation 2006 Stock Option and Incentive Plan, as amended (the “*Plan*”), as follows:
| **Grant Date:**                       | March 3, 2007     |
|---------------------------------------|-------------------|
| ** **                            |              |
| **Number  of Option Shares:**         | 31,500            |
| ** **                            |              |
| **Option  Exercise Price per Share:** | $20.85            |
| ** **                            |              |
| **Expiration  Date:**                 | February 28, 2017 |
| ** **                            |              |
| **Tax  Status of Option:**            | Non-Qualified     |

 

**Vested Shares:**  Except as provided in Stock Option Agreement,and provided that the Optionee’s employment by the Company or any of itssubsidiaries has not terminated prior to any applicable vesting date, theshares will vest 25% on March 1, 2008 and 2.08% monthly thereafter with thefinal vesting occurring on March 1, 2011. Fractional shares are not exercisable until fractional shares equal awhole share. In addition, there shall be acceleration of vesting of 25% oforiginal grant (or 100% of remaining unvested portion is less) followingtermination without Cause or Constructive Termination (each term as defined inOptionee’s Employment Agreement with the Company) within one year of an Acquisition(as defined in the Plan).

By their signaturesbelow, the Company and the Optionee agree that the Option is governed by thisNotice and by the provisions of the Plan and the Non-Qualified Stock OptionOption Agreement, both of which are attached to and made a part of thisdocument.  The Optionee acknowledgesreceipt of a copy of the Plan and the Option Agreement, represents that theOptionee has read and is familiar with their provisions, and hereby accepts theOption subject to all of their terms and conditions.  In the event that there is a conflict betweenthe Option Agreement and this Notice, the terms of Option Agreement shallgovern.  This Notice may be executed intwo or more counterparts, each of which shall be deemed an original, but all ofwhich shall constitute one and the same document.
| **OPTIUM CORPORATION** |                  |                          |   |
|------------------------|-----------------------|-------------------------------|--------|
|                   |                  |                          |   |   |
|                   |                  |                          |   |   |
| By:                    | /s/ Eitan Gertel |                          | By:    | /s/ Mark Colyar |
|                   | Name:                 | Eitan Gertel                  |   |   | Mark Colyar |   |
|                   | Title:                | CEO, President & Chairman |   |   |   |   |
|                   |                  |                          |   |   |   |   |
|                   | Address:              | 200 Precision Road            |   |   |   |   |
|                   |                  | Horsham, PA 19044             |   |   |   |   |

 

ATTACHMENTS:                                             OptiumCorporation 2006 Stock Option and Incentive Plan, as amended through the GrantDate, the Option Agreement, Plan Information Statement and IPO Final Prospectus

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