Addendum To The 2006 Stock Option Plan (as Amended)

ADDENDUM TO



PUREDEPTH, INC. 2006 STOCK INCENTIVE PLAN





This Addendum to the PureDepth, Inc. 2006 Stock Incentive Plan (the "Plan") is intended to apply to all Incentives granted under the Plan. Capitalized terms contained herein shall have the same meanings given to them in the Plan, unless otherwise provided in this Addendum. Notwithstanding any provision contained in the Plan to contrary and to the extent required by applicable law, the Plan is hereby amended as follows:



1. Exercise Price. To the extent required by sections 260.140.41 and 260.140.42 of Title 10 of the California Code of Regulations ("Applicable California Law"), the exercise price per share for an Incentive shall be not less than eighty-five percent (85%) of the Fair Market Value of a share of stock on the effective date of grant of the Incentive. Notwithstanding the above, to the extent required by Applicable California Law, the exercise price per share for an Incentive shall be not less than one hundred percent (100%) of the Fair Market Value of a share of stock on the effective date of grant of the Incentive if the recipient possesses more than 10% of the total combined voting power of the Company as described by Applicable California Law.



2. Exercisability of stock options. To the extent required by Applicable California Law, with the exception of a stock option granted to an officer, a director or a consultant of the Company, no stock option granted to a California resident shall become exercisable at a rate less than twenty percent (20%) per year over a period of five (5) years from the effective date of grant of such stock option, subject to the participant's continued service with the Company.



3. Effect of Termination of Service . Subject to earlier termination of the st ...