OPTION
      TO PURCHASE SHARES OF

     KNOWFAT
      FRANCHISE COMPANY, INC.

     

    
      	
               

            	
              Dated
                as of
                [                                
                 ]

            	 
	
              No.
                of Shares

            	 	 


    

     

    KNOWFAT
      FRANCHISE COMPANY, INC. (the “Company”), which term shall include its successors
      as provided in the Plan, hereby grants to [name] (the “Optionee”) an Option to
      purchase prior to March 26, 2014 (the “Expiration Date”), all or any part of
      [                             
] Shares of the Company’s Common Stock, par value $0.001 per share (the “Shares”) at a
      price of $0.01 (the “Option Price”), subject to the terms and conditions set
      forth hereinafter. 

     

    1.
      Vesting Schedule

     

    On
      the
      date of grant, this Option is vested and exercisable with
      [             ]
      Shares. The remainder of this Option shall vest and become exercisable in
      thirty-two equal monthly installments, with vesting to occur on
      [                             
] and on each successive one-month anniversary thereafter, ending on
      [                             
]. Options shall continue to be exercisable at any time or times prior to the
      Expiration Date. 

     

    2.
      Manner of Exercise 

     

    The
      Optionee may exercise this Option only in the following manner: From time to
      time prior to the Expiration Date, the Optionee may give written notice to
      the
      Company of his election to purchase some or all of the Shares then vested
      hereunder. Said notice shall specify the amount of Shares to be purchased and
      shall be accompanied by payment therefor either in cash or by check, bank draft
      or money order payable to the order of the Company. No Shares so purchased
      shall
      be issued to the Optionee until the Company has completed all steps required
      by
      to be taken in connection with the issuance and sale of the Shares, including
      without limitation, receipt of a representation from the Optionee upon each
      exercise of this Option that he is purchasing the shares for his own account
      and
      not with a view to any resale or distribution thereof, legending of any
      certificate representing said Shares and other actions to prevent a resale
      or
      distribution in violation of Federal or State securities laws. If requested
      upon
      the exercise of the Option, Shares may be issued in the name of the Optionee
      jointly with another person with rights of survivorship or in the name of the
      executor or administrator of his estate, and the foregoing representations
      shall
      be modified accordingly. 

     

    The
      Company may, in its discretion, require an Optionee to pay to the Company the
      amount, or make such other arrangements (including the withholding of Shares
      which would otherwise be delivered upon exercise), at the time of exercise
      or
      thereafter, that the Company deems necessary to satisfy its obligation to
      withhold federal, state or local income or other taxes incurred by reason of
      the
      exercise.

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    3.
      Transferability

     

    This
      Option is personal to Optionee, is not transferable by the Optionee in any
      manner otherwise than by will or the laws of descent and distribution and is
      exercisable, during the Optionee’s lifetime, only by the Optionee. In the event
      of any attempt by the Optionee to assign, pledge or otherwise dispose of this
      Option (except as provided for herein) or in the event of any levy, attachment,
      execution or similar process upon rights or interests conferred hereby, the
      Company may terminate this Option by notice to the Optionee and this Option
      shall thereupon become null and void.

     

    4.
      Effect of Certain Transactions 

     

    If
      the
      Company is merged into or consolidated with another corporation under
      circumstances where the Company is not the surviving corporation, or if the
      Company is liquidated or sells or otherwise disposes of all or substantially
      all
      its assets to another corporation (any such transaction is referred to in this
      Paragraph 4 as a “Merger”) while this Option remains outstanding, then
      notwithstanding the vesting provisions hereof, this Option shall become fully
      vested and exercisable with respect to all the Shares, effective upon the
      consummation of such Merger. In addition, (i) subject to the provisions of
      clause (ii) below, after the effective date of such Merger, the Optionee shall
      be entitled, upon exercise of this Option, to receive, in lieu of Shares, shares
      of stock or other securities as the other holders of Shares received pursuant
      to
      the terms of the Merger; and (ii) the Option may be cancelled by the Board
      as of
      the effective date of any such Merger, provided that notice of such cancellation
      shall be given to the Optionee not less than thirty days prior to the effective
      date of such Merger.

     

    5.
      Dilution or Other Adjustments

     

    The
      amount of the Shares which are the subject of this Option shall be equitably
      adjusted in such manner as to prevent dilution or enlargement of option rights
      in the event of a recapitalization of the Company under which interests in
      the
      Company are distributed in exchange for or upon the Shares without payment
      of
      any valuable consideration by the holders thereof. 

     

    The
      terms
      of any such adjustment shall be conclusively determined by the
      Company.

     

    6.
      Stockholders’ Agreement

     

    By
      his
      execution and delivery hereof, the Optionee hereby agrees, as a condition of
      the
      issuance of any Shares to the Optionee upon exercise hereof, to become a party
      to and be bound by the term of the Stockholders’ Agreement among the Company and
      its Stockholders, as such agreement may be in effect on the date of exercise,
      a
      copy of which will be provided to Optionee upon request. Any certificate
      evidencing Shares shall contain any legends required by such Stockholders’
Agreement.

     

    9.
      Miscellaneous  

     

    (a)
      Notices hereunder shall be mailed or delivered to the Company at its principal
      place of business, 20 Guest Street, Suite 450, Brighton, MA 02135 and shall
      be
      mailed or delivered to Optionee at his address set forth below, or in either
      case to such address as either party may subsequently furnish to the other
      in
      writing.

     

    (b)
      The
      Company and the Optionee, by written consent, may waive their respective rights
      hereunder, or may modify or terminate this Agreement. Upon termination of this
      Agreement, either as set forth in the preceding sentence or upon expiration
      of
      its term, all obligations and rights of the Company and the Optionee hereunder
      shall cease. 

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    (c)
      In
      any term of this Agreement shall be held invalid, illegal or unenforceable
      in
      whole or in part, neither the validity of the remaining part of such a term
      nor
      the validity of any other term of this Agreement shall in any way be affected
      thereby.

     

    (d)
      This
      Agreement shall inure to the benefit of and be binding upon the successors
      and
      assigns of the Company and the heirs, executors and administrators of the
      Optionee. 

     

    (e)
      This
      Agreement may be executed in counterparts, each of which shall be deemed an
      original and all of which together shall constitute a single
      instrument.

     

    (f)
      This
      Agreement shall be governed by the laws of the State of Delaware. 

     

    IN
      WITNESS WHEREOF, the parties have hereunto set their hands and seals as of
      the
      date first above written.

     

     

    
      	KNOWFAT
              FRANCHISE
              COMPANY, INC. 	 	 	
              
Optionee

	 	 	 	
            
	 	 	 	 
	By	 	 	
            
	
              
                

              
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