Exhibit 10.5

                        SECURED DIGITAL APPLICATIONS, INC
                        CONDITIONAL STOCK AWARD AGREEMENT


     THIS  CONDITIONAL  STOCK AWARD AGREEMENT (this  "Agreement") is dated as of
the 21st day of October,  2006,  by and between  Secured  Digital  Applications,
Inc., a Delaware  corporation  (the  "Company")  and Patrick  Soon-Hock Lim (the
"Executive").

                                    RECITALS

     Pursuant to a  resolution  duly  adopted by the Board of  Directors  of the
Company on  October  21,  2006,  the  Company  hereby  grants to the  Executive,
effective as of the date first set forth above (the "Award Date"), a conditional
right to be granted  shares of Common Stock of the Company (the  "Award"),  upon
the terms and conditions set forth herein

                                    AGREEMENT

     In consideration of the mutual promises made herein and the mutual benefits
to be derived therefrom, the parties agree as follows:

     1. Grant. Subject to the terms of this Agreement, the Company hereby grants
to the  Executive an Award of five hundred  thousand  shares of common stock for
each year in with the Executive  meets the Conditions  for Award  ("Conditions")
set forth below.

     2.  Condition.  Executive shall be granted the Award for each year in which
the  Corporation  has  achieved  a  minimum  rate of growth  in  revenue  in its
consolidated  financial  statements,  as  reported  in its annual  report to the
Securities  and Exchange  Commission,  of at least fifteen (15) percent over the
prior year.

     3. Issuance of Shares.  The shares granted pursuant to this Agreement shall
be issued within thirty (30) days of the filing of the annual report.

     4. Restrictions. This award is not transferable.  Shares issued pursuant to
this  Agreement  shall be issued in the name of the  Executive  or to such other
entity under his exclusive control.  Such shares will not be registered and will
bear ordinary and customary restrictive legends.

     5. Adjustments.  In the event of any split or  recapitalization,  the Award
shall  be  adjusted  to  reflect  such  greater  or  lesser  shares  in the same
proportion as the split or recapitalizations.

     6.  Entire  Agreement.  This  Agreement  constitutes  the entire  agreement
between  the  parties  concerning  the  subject  matter  of  the  Agreement  and
supersedes all prior understandings and agreements, written or oral.

     7. Effect of Agreement. This Agreement shall be assumed by, be binding upon
and inure to the benefit of any successor or successors to the Company.

     8.  Counterparts.  This  Agreement  may be executed  simultaneously  in any
number of  counterparts,  each of which shall be deemed an  original  but all of
which together shall constitute one and the same instrument.

     9. Choice of Law.  This  Agreement  shall be governed by and  construed and
enforced in accordance with the laws of the State of Delaware  without regard to
conflict of law.


IN WITNESS WHEREOF, the Company has caused this Agreement to be executed on its
behalf by a duly authorized officer and the Executive has hereunto set his or
her hand as of the date and year first above written.

SECURED DIGITAL APPLICATIONS, INC.                      PATRICK SOON-HOCK LIM




By: /s/ Valerie Looi
--------------------                                  /s/ Patrick Soon-Hock Lim
Title: Director                                       -------------------------