ex10_62.htm


    
      

    

    Exhibit
10.62

    OPT00002

    


    


    REMOTE
KNOWLEDGE, INC.

    


    STOCK
OPTION GRANT NOTICE

    UNDER
THE STOCK OPTION PLAN

    


    Remote Knowledge, Inc., a Delaware
corporation (the “Company”), pursuant to its Omnibus Stock and Incentive
Compensation Plan 2006 (the “Plan”) formally adopted by the Board of Directors
on September 7, 2006, attached, hereby grants to the Optionee named below an
option to purchase the number of shares of the Company Common Stock set forth
below.  This option is subject to all of the terms and conditions set
forth herein and in the attached Stock Option Agreement.

    


    Optionee: Steve Phelps

    Date of Grant: August 13, 2007

    Shares Subject to
Option: 120,000

    Exercise Price Per
Share:
$0.65

    Expiration Date: August 13, 2012

    


    £  Incentive Stock
Option                                            S  Non-statutory Stock
Option

    


    


    Vesting
Schedule:  This option shall vest and become exercisable in the
following installments based on the Optionee’s Continuous Status as an
Employee.

    


    
      
        
          
            	
                    Number
      of Shares (Installment)

                  	
                    Date
      of Earliest Exercise (Vesting)

                  
	
                    10,000

                  	
                    November 13,
      2007

                  
	
                    10,000

                  	
                    February 13,
      2008

                  
	
                    10,000

                  	
                    May 13,
      2008

                  
	
                    10,000

                  	
                    August 13,
      2008

                  
	
                    10,000

                  	
                    November 13,
      2008

                  
	
                    10,000

                  	
                    February 13,
      2009

                  
	
                    10,000

                  	
                    May 13,
      2009

                  
	
                    10,000

                  	
                    August 13,
      2009

                  
	
                    10,000

                  	
                    November 13,
      2009

                  
	
                    10,000

                  	
                    February 13,
      2010

                  
	
                    10,000

                  	
                    May 13,
      2010

                  
	
                    10,000

                  	
                    August 13,
      2010

                  


          

        

      

    

    


    


    In
addition, this option shall become fully vested pursuant to the terms specified
in Section 6 of the Plan.

    


    Payment:  Payment
for options exercised here under shall be made by any method specified in
Article 6.6 of the Plan.

    


    Additional
Terms/Acknowledgements:  The Optionee acknowledges receipt of,
and understands and agrees to, this Grant Notice, the Stock Option Agreement and
the Plan.  Optionee acknowledges that as of the date of grant set
forth above, this Grant Notice, the Stock Option Agreement and the Plan set
forth the entire understanding between the Optionee and the Company regarding
the acquisition of stock in the Company and supersede all prior oral and written
agreements on that subject with the exception of: (1) options previously granted
and delivered to the Optionee under the Plan, and (2) the following agreements
only:

     

    
      
        
          
            
              
                
                  	
                          Other
      Agreements:

                        
	
                          NONE

                        
	 
      
	 


                

              

               

            

          

        

      

    

    
      
        
           


        

        
           


          
            

          

        

        
           


        

      

    

     

    
      
        
          	
                  REMOTE
      KNOWLEDGE, INC.,

                	 
      	
                  Steve
      Phelps

                	 
      
	
                  a
      Delaware corporation

                	 
      	 
      	 
      	 
      
	 
      	 
      	 
      	 
      	 
      	 
      
	 
      	 
      	 
      	 
      	 
      	 
      
	
                   By:

                	 
      	 
      	
                  By:

                	 
      	 
      
	 
      	 
      	 
      	 
      	 
      	 
      
	
                  Printed
      Name:

                	 
      	 
      	
                  Printed
      Name:

                	 
      	 
      
	 
      	 
      	 
      	 
      	 
      	 
      
	
                  Title:

                	 
      	 
      	
                  Date:

                	 
      	 
      
	 
      	 
      	 
      	 
      	 
      	 
      
	
                  Date: