Common use of Not Intended to be an Incentive Stock Option Clause in Contracts

Not Intended to be an Incentive Stock Option. This Option is not intended to qualify as an incentive stock option within the meaning of Section 422(b) of the Internal Revenue Code, and the provisions hereof shall be construed consistent with that intent. To evidence their agreement to the terms and conditions of this Option, the Company and the Employee have signed this Agreement as of the date first above written. By:_____________________________ Its: EMPLOYEE: By: _____________________________ Dinewise, Inc. _____________________________ _____________________________ Attention: Secretary I hereby exercise my Option pursuant to that certain Non-Qualified Stock Option Agreement dated ___________, subject to all of the terms and conditions of the said Stock Option Agreement, and hereby notify you of my election to purchase the following stated number of shares (“Shares”) of the common stock of Dinewise, Inc., a Nevada corporation (the “Company”), as indicated below at the following stated option price per share. Number of Shares -_______ Option Price per Share - $______ Total Option Price -$ _______ If this Notice of Exercise involves fewer than all of the Shares which are subject to option under the said Stock Option Agreement, I retain the right to exercise my Option for the balance of the Shares remaining subject to option, all in accordance with the terms of the said Stock Option Agreement. Option 1: This Notice of Exercise is accompanied by [ ] (1) a [ ] certified check, [ ] cashiers check or [ ] personal check in the amount of the above Total Option Price or [ ] (2) shares of the Company’s common stock (if allowed by the Committee) which have an aggregate value of the amount of the above Total Option Price, in full payment of the option price for the Shares. Option 2: [ ] If allowed by the Committee, I hereby elect a “cashless exercise” and agree to sell a sufficient number of Shares necessary to pay the Total Option Price, all costs and expenses associated with the cashless exercise and any tax withholding amounts. I also agree to follow such instructions provided by the Committee with regard to the use of a securities broker to effectuate the cashless exercise.

Not Intended to be an Incentive Stock Option. This Option is not intended to qualify as an incentive stock option within the meaning of Section 422(b) of the Internal Revenue Code, and the provisions hereof shall be construed consistent with that intent. To evidence their agreement to the terms terms, conditions, and conditions of this Optionrestrictions herein, the Company and the Employee Participant have signed this Agreement in the State of New York as of the date first above written. To evidence their agreement to the terms, conditions, and restrictions herein, the Company and the Participant have signed this Agreement in the State of New York as of the date first above written. VOLT INFORMATION SCIENCES, INC. By:____________________________________________ Its: EMPLOYEE: By:____________________________________________ PARTICIPANT: _____________________________ Dinewise, Inc. _____________________________ _____________________________ {NAME} Volt Information Sciences, Inc. ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇. New York, New York 10022 Attention: Secretary I hereby exercise my Option pursuant to that certain Non-Qualified Stock Option Agreement dated ___________December 18, 2007 (the “Stock Option Agreement”) awarded under the Volt Information Sciences, Inc. 2006 Incentive Stock Plan (the “Plan”), subject to all of the terms and conditions of the said Stock Option AgreementAgreement and the Plan referred to therein, and hereby notify you of my election to purchase the following stated number of shares (“Shares”) Shares of the common stock Stock of DinewiseVolt Information Sciences, Inc., a Nevada New York corporation (the “Company”), from the award therein as indicated below at the following stated option price Option Price per shareShare. Number of Shares -_______ - Option Price per Share - $______ $ Total Option Price -$ _______ - $ If this Notice of Exercise involves fewer than all of the Shares which that are subject to option under the said Stock Option Agreement, I retain the right to exercise my Option option for the balance of the Shares remaining subject to option, all in accordance with the terms of the said Stock Option Agreement. Option 1: This Notice of Exercise is accompanied by [ ] (1) a [ ] certified check, [ ] cashiers check or [ ] personal check in the amount of the above Total Option Price or [ ] (2) shares of the Company’s common stock (if allowed by the Committee) which have an aggregate value of the amount of the above Total Option Price, in full payment of the option price for the Shares. Option 2: [ ] If allowed by the Committee, . I hereby elect a “cashless exercise” and agree to sell a sufficient number of Shares necessary to pay provide the Total Option Price, all costs Company with such other documents and expenses associated representations as it deems appropriate in connection with the cashless exercise and any tax withholding amounts. I also agree to follow such instructions provided by the Committee with regard to the use of a securities broker to effectuate the cashless this option exercise.