<PAGE>

                      2000 NON-QUALIFIED STOCK OPTION PLAN
                                       OF
                                UTEK CORPORATION
--------------------------------------------------------------------------------

1.  PURPOSES OF THE PLAN

    The purposes of the 2000 Non-Qualified Stock Option Plan (the "Plan") of
UTEK Corporation, a Delaware corporation (the "Company"), are to:

    (a) Encourage selected employees and directors to improve operations and
increase profits of the Company;

    (b) Encourage selected employees and directors to accept or continue
employment or association with the Company or its Affiliates; and

    (c) Increase the interest of selected employees and directors in the
Company's welfare through participation in the growth in value of the common
stock of the Company (the "Common Stock").

    Options granted under this Plan ("Options") are "nonqualified options"
("NQOs").

2.  ELIGIBLE PERSONS

    Every person who at the date of grant of an Option is an employee of the
Company is eligible to receive NQOs under this Plan. The term "employee"
includes an officer or director who is an employee of the Company. The foregoing
notwithstanding, no Options shall be issued hereunder to any member of the Board
of Directors who is not an officer or director of the Company except pursuant to
the provisions of Section 61(a)(3)(B)(i)(II) of the Investment Company Act of
1940, as from time to time amended ("40 Act").

3.  STOCK SUBJECT TO THIS PLAN; MAXIMUM NUMBER OF GRANTS

    Subject to the provisions of Section 6.1.1 of the Plan, the total number of
shares of stock which may be issued under Options granted pursuant to this Plan
shall not exceed 250,000 shares of Common Stock. The shares covered by the
portion of any grant under the Plan which expires unexercised shall become
available again for grants under the Plan.


                                                                     Page 1 of 7
<PAGE>

4.  ADMINISTRATION

    (a) The Plan shall be administered by the Board of Directors of the Company
(the "Board") or by a committee (the "Committee") to which administration of the
Plan, or of part of the Plan, is delegated by the Board (in either case, the
"Administrator"). The Board shall appoint and remove members of the Committee in
its discretion in accordance with applicable laws. If necessary in order to
comply with Rule 16b-3 under the Exchange Act and Section 162(m) of the Code,
the Committee shall, in the Board's discretion, be comprised solely of
"non-employee directors" within the meaning of said Rule 16b-3 and "outside
directors" within the meaning of Section 162(m) of the Code. The foregoing
notwithstanding, the Administrator may delegate nondiscretionary administrative
duties to such employees of the Company as it deems proper and the Board, in its
absolute discretion, may at any time and from time to time exercise any and all
rights and duties of the Administrator under the Plan. The foregoing
notwithstanding, each issuance of Options hereunder shall be approved by a
majority of the members of the Board of Directors who have no financial interest
in the proposed issuance and by a majority of the Board of Directors as a whole.

    (b) Subject to the other provisions of this Plan, the Administrator shall
have the authority, in its discretion and subject to the provisions of Section
3(a) of this Plan: (i) to grant Options; (ii) to determine the fair market value
of the Common Stock subject to Options; (iii) to calculate the fair market value
of Common Stock subject to Options solely in accordance with the provisions of
Section 6.1.10 of this Plan; (iv) to determine the exercise prices of Options
granted, which exercise prices shall in no event be less than the fair market
value of the Common Stock as determined in accordance with the provisions of
this Plan; (v) to determine the persons to whom, and the time or times at which,
Options shall be granted, and the number of shares subject to each Option; (vi)
to interpret this Plan; (vii) to determine the terms and provisions of each
Option granted (which need not be identical), including but not limited to, the
time or times at which Options shall be exercisable which term shall not, in the
aggregate, exceed ten (10) years; (viii) with the consent of the optionee, to
modify or amend any Option; (ix) to defer (with the consent of the optionee) the
exercise date of any Option within the term of the Option; (x) to authorize any
person to execute on behalf of the Company any instrument evidencing the grant
of an Option; and (xi) to make all other determinations deemed necessary or
advisable for the administration of this Plan not specifically reserved to the
Board of Directors or shareholders of the Company pursuant to Section
61(a)(3)(B) of the 40 Act. The Administrator may delegate nondiscretionary
administrative duties to such employees of the Company as it deems proper.

    (c) All questions of interpretation, implementation, and application of this
Plan shall be determined by the Administrator. Such determinations shall be
final and binding on all persons.

5.  GRANTING OF OPTIONS; OPTION AGREEMENT

    (a) No Options shall be granted under this Plan after 10 years from the date
of adoption of this Plan by the Board.

    (b) Each Option shall be evidenced by a written stock option agreement, in
form satisfactory to the Administrator, executed by the Company and the person
to whom such Option is granted.

    (c) The stock option agreement shall specify that each Option it evidences
is an NQO.

                                                                     Page 2 of 7
<PAGE>

6.  TERMS AND CONDITIONS OF OPTIONS

    Each Option granted under this Plan shall be subject to the terms and
conditions set forth in Section 6.1 and Section 6.2.

    6.1 Terms and Conditions to Which All Options Are Subject. All Options
granted under this Plan shall be subject to the following terms and conditions:

        6.1.1  Changes in Capital Structure. Subject to Section 6.1.2, if the
stock of the Company is changed by reason of a stock split, reverse stock split,
stock dividend, or recapitalization, combination or reclassification,
appropriate adjustments shall be made by the Board in (a) the number and class
of shares of stock subject to this Plan and each Option outstanding under this
Plan, and (b) the exercise price of each outstanding Option; provided, however,
that the Company shall not be required to issue fractional shares as a result of
any such adjustments. Each such adjustment shall be subject to approval by the
Board in its sole discretion.

        6.1.2 Corporate Transactions. In the event of the proposed dissolution
or liquidation of the Company, the Administrator shall notify each optionee at
least 30 days prior to such proposed action. To the extent not previously
exercised, all Options will terminate immediately prior to the consummation of
such proposed action; provided, however, that the Board of Directors in its sole
discretion may permit, subject to the applicable provisions of the 40 Act, the
exercise of any Options prior to their termination, even if such Options were
not otherwise exercisable. In the event of a merger or consolidation of the
Company with or into another corporation or entity in which the Company does not
survive, or in the event of a sale of all or substantially all of the assets of
the Company in which the shareholders of the Company receive securities of the
acquiring entity or an affiliate thereof, all Options shall be assumed or
equivalent options shall be substituted by the successor corporation (or other
entity) or a parent or subsidiary of such successor corporation (or other
entity); provided, however, that if such successor does not agree to assume the
Options or to substitute equivalent options therefor, the Administrator, in the
exercise of its sole discretion, may permit the exercise of any of the Options
prior to consummation of such event, even if such Options were not otherwise
exercisable.

        6.1.3  Time of Option Exercise. Subject to Section 5, Options granted
under this Plan shall be exercisable (a) immediately as of the effective date of
the stock option agreement granting the Option, or (b) in accordance with a
schedule as may be set by the Administrator (each such date on such schedule,
the "Vesting Base Date") and specified in the written stock option agreement
relating to such Option. In any case, no Option shall be exercisable until a
written stock option agreement in form satisfactory to the Company is executed
by the Company and the optionee.

        6.1.4  Option Grant Date. The date of grant of an Option under this Plan
shall be the date as of which the Administrator approves the grant.

                                                                     Page 3 of 7
<PAGE>

        6.1.5  Nontransferability of Option Rights. No Option granted under this
Plan shall be assignable or otherwise transferable by the optionee except by
will, by the laws of descent and distribution or pursuant to a qualified
domestic relations order. During the life of the optionee, an Option shall be
exercisable only by the optionee.

        6.1.6  Payment. Except as provided below, payment in full, in cash,
shall be made for all stock purchased at the time written notice of exercise of
an Option is given to the Company, and proceeds of any payment shall constitute
general funds of the Company. The Administrator, in the exercise of its absolute
discretion, may authorize any one or more of the following additional methods of
payment:

               (a) Subject to the discretion of the Administrator and solely to
the extent permitted pursuant to the 40 Act and those rules and regulations
promulgated thereunder which are applicable to the Company or the Plan and the
terms of the stock option agreement granting the Option, delivery by the
optionee of shares of Common Stock already owned by the optionee for all or part
of the Option price, provided the fair market value (determined as set forth in
Section 6.1.10) of such shares of Common Stock is equal on the date of exercise
to the Option price, or such portion thereof as the optionee is authorized to
pay by delivery of such stock; and

               (b) Subject to the discretion of the Administrator and solely to
the extent permitted pursuant to the 40 Act and those rules and regulations
promulgated thereunder which are applicable to the Company or the Plan, through
the surrender of shares of Common Stock then issuable upon exercise of the
Option, provided the fair market value (determined as set forth in Section
6.1.10) of such shares of Common Stock is equal on the date of exercise to the
Option price, or such portion thereof as the optionee is authorized to pay by
surrender of such stock.

        6.1.7  Termination of Employment. If for any reason other than death or
permanent and total disability, an optionee ceases to be employed by the Company
or any of its Affiliates (such event being called a "Termination"), Options held
at the date of Termination (to the extent then exercisable) may be exercised in
whole or in part at any time within three months of the date of such
Termination, or such other period of not less than 30 days after the date of
such Termination as is specified in the Option Agreement or by amendment thereof
(but in no event after the Expiration Date); provided, however, that if such
exercise of the Option would result in liability for the optionee under Section
16(b) of the Exchange Act, then such three-month period automatically shall be
extended until the tenth day following the last date upon which optionee has any
liability under Section 16(b) (but in no event after the Expiration Date). If an
optionee dies or becomes permanently and totally disabled (within the meaning of
Section 22(e)(3) of the Code) while employed by the Company or an Affiliate or
within the period that the Option remains exercisable after Termination, Options
then held (to the extent then exercisable) may be exercised, in whole or in
part, by the optionee, by the optionee's personal representative or by the
person to whom the Option is transferred by devise or the laws of descent and
distribution, at any time within twelve months after the death or twelve months
after the permanent and total disability of the optionee or any longer period
specified in the Option Agreement or by amendment thereof (but in no event after
the Expiration Date). For purposes of this Section 6.1.7, "employment" includes
service as a director. For purposes of this Section 6.1.7, an optionee's
employment shall not be deemed to terminate by reason of sick leave, military
leave or other leave of absence approved by the Administrator, if the period of
any such leave does not exceed 90 days or, if longer, if the optionee's right to
reemployment by the Company is guaranteed either contractually or by statute.

                                                                     Page 4 of 7
<PAGE>

        6.1.8  Withholding and Employment Taxes. At the time of exercise of an
Option and as a condition thereto, or at such other time as the amount of such
obligations becomes determinable (the "Tax Date"), the optionee shall remit to
the Company in cash all applicable federal and state withholding and employment
taxes. Such obligation to remit may be satisfied, if authorized by the
Administrator in its sole discretion, after considering any tax, accounting and
financial consequences, by the optionee's (i) delivery of a promissory note in
the required amount on such terms as the Administrator deems appropriate, (ii)
tendering to the Company previously owned shares of Stock or other securities of
the Company with a fair market value equal to the required amount, or (iii)
agreeing to have shares of Common Stock (with a fair market value equal to the
required amount) which are acquired upon exercise of the Option withheld by the
Company.

        6.1.9  Other Provisions. Each Option granted under this Plan may contain
such other terms, provisions, and conditions not inconsistent with this Plan and
the 40 Act as may be determined by the Administrator.

        6.1.10 Determination of Value. For purposes of the Plan, the fair market
value of Common Stock or other securities of the Company shall be determined as
follows:

               (a) Fair market value shall be the closing price of such stock on
the date before the date the value is to be determined on the principal
recognized securities exchange or recognized securities market on which such
stock is reported, but if selling prices are not reported, its fair market value
shall be the mean between the high bid and low asked prices for such stock on
the date before the date the value is to be determined (or if there are no
quoted prices for such date, then for the last preceding business day on which
there were quoted prices).

               (b) In the absence of an established market for the stock, the
fair market value thereof shall be the current net asset value of the common
stock underlying the Option or such other valuation as may hereafter be
permitted pursuant to the 40 Act.

        6.1.11 Option Term. Subject to Section 6.3.4, no Option shall be
exercisable more than 10 years after the date of grant, or such lesser period of
time as is set forth in the stock option agreement (the end of the maximum
exercise period stated in the stock option agreement is referred to in this Plan
as the "Expiration Date").

                                                                     Page 5 of 7
<PAGE>

    6.2 Terms and Conditions to Which NQOs Are Subject. Options granted under
this Plan are designated as NQOs and shall be subject to the following terms and
conditions:

        6.2.1  Exercise Price.

               (a) Except as set forth in Section 6.2.1(b), the exercise price
of a NQO shall be not less than 100 % of the fair market value (determined in
accordance with Section 6.1.10) of the stock subject to the Option on the date
of grant.

               (b) To the extent required by applicable laws, rules and
regulations, the exercise price of a NQO granted to any person who owns,
directly or by attribution under the Code (currently Section 424(d)), stock
possessing more than ten percent of the total combined voting power of all
classes of stock of the Company or of any Affiliate (a "Ten Percent
Shareholder") shall in no event be less than 110% of the fair market value
(determined in accordance with Section 6.1.10) of the stock covered by the
Option at the time the Option is granted.

7.  MANNER OF EXERCISE

    (a) An optionee wishing to exercise an Option shall give written notice to
the Company at its principal executive office, to the attention of the officer
of the Company designated by the Administrator, accompanied by payment of the
exercise price and withholding taxes as provided in Sections 6.1.6 and 6.1.8.
The date the Company receives written notice of an exercise hereunder
accompanied by payment of the exercise price will be considered as the date such
Option was exercised.

    (b) Promptly after receipt of written notice of exercise of an Option and
the payments called for by Section 7(a), the Company shall, without stock issue
or transfer taxes to the optionee or other person entitled to exercise the
Option, deliver to the optionee or such other person a certificate or
certificates for the requisite number of shares of stock. An optionee or
permitted transferee of the Option shall not have any privileges as a
shareholder with respect to any shares of stock covered by the Option until the
date of issuance (as evidenced by the appropriate entry on the books of the
Company or a duly authorized transfer agent) of such shares.

8.  EMPLOYMENT OR CONSULTING RELATIONSHIP

    Nothing in this Plan or any Option granted hereunder shall interfere with or
limit in any way the right of the Company or of any of its Affiliates to
terminate any optionee's employment or consulting at any time, nor confer upon
any optionee any right to continue in the employ of, or consult with, the
Company or any of its Affiliates.

                                                                     Page 6 of 7
<PAGE>

9.  CONDITIONS UPON ISSUANCE OF SHARES

    Shares of Common Stock shall not be issued pursuant to the exercise of an
Option unless the exercise of such Option and the issuance and delivery of such
shares pursuant thereto shall comply with all relevant provisions of law,
including, without limitation, the Securities Act of 1933, as amended (the
"Securities Act") and the 40 Act.

10. NONEXCLUSIVITY OF THE PLAN

    The adoption of the Plan shall not be construed as creating any limitations
on the power of the Company to adopt such other incentive arrangements as it may
deem desirable, including, without limitation, the granting of stock options
other than under the Plan.

11. AMENDMENTS TO PLAN

    The Board may at any time amend, alter, suspend or discontinue this Plan.
Without the consent of an optionee, no amendment, alteration, suspension or
discontinuance may adversely affect outstanding Options except to conform this
Plan and options granted under this Plan to the requirements of federal or other
tax laws relating to incentive stock options. No amendment, alteration,
suspension or discontinuance shall require shareholder approval unless the Board
concludes that shareholder approval is advisable or required, whether pursuant
to the terms of the 40 Act or otherwise.

12. EFFECTIVE DATE OF PLAN; TERMINATION

    This Plan shall become effective upon adoption by the Board; provided,
however, that no Option shall be exercisable unless and until written consent of
the shareholders of the Company, or approval of shareholders of the Company
voting at a validly called shareholders' meeting, is obtained within twelve
months after adoption by the Board. Options may be granted and exercised under
this Plan only in compliance with all applicable federal and state securities
laws. This Plan shall terminate within ten years from the date of its adoption
by the Board.

    Adopted by the Board of Directors: February 2, 2000

                                                                     Page 7 of 7