TaskDock Inc. 2010 Stock Plan – Cisco

TASKDOCK INC.

2010 STOCK PLAN

ADOPTED ON JULY 1, 2010,

AS AMENDED ON OCTOBER 26, 2010 AND MAY 23, 2011

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TABLE OF CONTENTS

				Page
SECTION 1.		ESTABLISHMENT AND PURPOSE			1
SECTION 2.		ADMINISTRATION			1
(a)		Committees of the Board of Directors			1
(b)		Authority of the Board of Directors			1
SECTION 3.		ELIGIBILITY			1
(a)		General Rule			1
(b)		Ten-Percent Stockholders			1
SECTION 4.		STOCK SUBJECT TO PLAN			2
(a)		Basic Limitation			2
(b)		Additional Shares			2
SECTION 5.		TERMS AND CONDITIONS OF AWARDS OR SALES			2
(a)		Stock Grant or Purchase Agreement			2
(b)		Duration of Offers and Nontransferability of Rights			2
(c)		Purchase Price			2
(d)		Withholding Taxes			2
(e)		Transfer Restrictions and Forfeiture Conditions			3
SECTION 6.		TERMS AND CONDITIONS OF OPTIONS			3
(a)		Stock Option Agreement			3
(b)		Number of Shares			3
(c)		Exercise Price			3
(d)		Exercisability			3
(e)		Basic Term			3
(f)		Termination of Service (Except by Death)			3
(g)		Leaves of Absence			4
(h)		Death of Optionee			4
(i)		Post-Exercise Restrictions on Transfer of Shares			5
(j)		Pre-Exercise Restrictions on Transfer of Options or Shares			5
(k)		Withholding Taxes			5
(l)		No Rights as a Stockholder			5
(m)		Modification, Extension and Assumption of Options			5
(n)		Company153s Right to Cancel Certain Options			6
SECTION 7.		PAYMENT FOR SHARES			6
(a)		General Rule			6
(b)		Services Rendered			6
(c)		Promissory Note			6
(d)		Surrender of Stock			6
(e)		Exercise/Sale			6
(f)		Other Forms of Payment			7

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SECTION 8.		ADJUSTMENT OF SHARES			7
(a)		General			7
(b)		Mergers and Consolidations			7
(c)		Reservation of Rights			8
SECTION 9.		PRE-EXERCISE INFORMATION REQUIREMENT			8
(a)		Application of Requirement			8
(b)		Scope of Requirement			8
SECTION 10.		MISCELLANEOUS PROVISIONS			8
(a)		Securities Law Requirements			8
(b)		No Retention Rights			9
(c)		Treatment as Compensation			9
(d)		Governing Law			9
SECTION 11.		DURATION AND AMENDMENTS			9
(a)		Term of the Plan			9
(b)		Right to Amend or Terminate the Plan			9
(c)		Effect of Amendment or Termination			9
SECTION 12.		DEFINITIONS			10

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TASKDOCK INC. 2010 STOCK PLAN

SECTION 1. ESTABLISHMENT AND PURPOSE.

The purpose of the Plan is to offer selected persons an opportunity to
acquire a proprietary interest in the success of the Company, or to increase
such interest, by acquiring Shares of the Company153s Stock. The Plan provides
both for the direct award or sale of Shares and for the grant of Options to
purchase Shares. Options granted under the Plan may include Nonstatutory Options
as well as ISOs intended to qualify under Section 422 of the Code.

Capitalized terms are defined in Section 12.

SECTION 2. ADMINISTRATION.

(a) Committees of the Board of Directors. The Plan may be
administered by one or more Committees. Each Committee shall consist of one or
more members of the Board of Directors who have been appointed by the Board of
Directors. Each Committee shall have such authority and be responsible for such
functions as the Board of Directors has assigned to it. If no Committee has been
appointed, the entire Board of Directors shall administer the Plan. Any
reference to the Board of Directors in the Plan shall be construed as a
reference to the Committee (if any) to whom the Board of Directors has assigned
a particular function.

(b) Authority of the Board of Directors. Subject to the
provisions of the Plan, the Board of Directors shall have full authority and
discretion to take any actions it deems necessary or advisable for the
administration of the Plan. All decisions, interpretations and other actions of
the Board of Directors shall be final and binding on all Purchasers, all
Optionees and all persons deriving their rights from a Purchaser or Optionee.

SECTION 3. ELIGIBILITY.

(a) General Rule. Only Employees, Outside Directors and
Consultants shall be eligible for the grant of Nonstatutory Options or the
direct award or sale of Shares. Only Employees shall be eligible for the grant
of ISOs.

(b) Ten-Percent Stockholders. A person who owns more than
10% of the total combined voting power of all classes of outstanding stock of
the Company, its Parent or any of its Subsidiaries shall not be eligible for the
grant of an ISO unless (i) the Exercise Price is at least 110% of the Fair
Market Value of a Share on the Date of Grant and (ii) such ISO by its terms is
not exercisable after the expiration of five years from the Date of Grant. For
purposes of this Subsection (b), in determining stock ownership, the attribution
rules of Section 424(d) of the Code shall be applied.

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SECTION 4. STOCK SUBJECT TO PLAN.

(a) Basic Limitation. Not more than 1,945,140 Shares may be
issued under the Plan, subject to Subsection (b) below and Section
8(a).¹ All of these Shares may be issued upon the exercise of ISOs.
The number of Shares that are subject to Options or other rights outstanding at
any time under the Plan shall not exceed the number of Shares that then remain
available for issuance under the Plan. The Company, during the term of the Plan,
shall at all times reserve and keep available sufficient Shares to satisfy the
requirements of the Plan. Shares offered under the Plan may be authorized but
unissued Shares or treasury Shares.

(b) Additional Shares. In the event that Shares previously
issued under the Plan are reacquired by the Company, such Shares shall be added
to the number of Shares then available for issuance under the Plan. In the event
that Shares that otherwise would have been issuable under the Plan are withheld
by the Company in payment of the Purchase Price, Exercise Price or withholding
taxes, such Shares shall remain available for issuance under the Plan. In the
event that an outstanding Option or other right for any reason expires or is
canceled, the Shares allocable to the unexercised portion of such Option or
other right shall be added to the number of Shares then available for issuance
under the Plan.

SECTION 5. TERMS AND CONDITIONS OF AWARDS OR SALES.

(a) Stock Grant or Purchase Agreement. Each award of Shares
under the Plan shall be evidenced by a Stock Grant Agreement between the Grantee
and the Company. Each sale of Shares under the Plan (other than upon exercise of
an Option) shall be evidenced by a Stock Purchase Agreement between the
Purchaser and the Company. Such award or sale shall be subject to all applicable
terms and conditions of the Plan and may be subject to any other terms and
conditions which are not inconsistent with the Plan and which the Board of
Directors deems appropriate for inclusion in a Stock Grant Agreement or Stock
Purchase Agreement. The provisions of the various Stock Grant Agreements and
Stock Purchase Agreements entered into under the Plan need not be identical.

(b) Duration of Offers and Nontransferability of Rights. Any
right to purchase Shares under the Plan (other than an Option) shall
automatically expire if not exercised by the Purchaser within 30 days after the
grant of such right was communicated to the Purchaser by the Company. Such right
shall not be transferable and shall be exercisable only by the Purchaser to whom
such right was granted.

(c) Purchase Price. The Board of Directors shall determine
the Purchase Price of Shares to be offered under the Plan at its sole
discretion. The Purchase Price shall be payable in a form described in Section
7.

(d) Withholding Taxes. As a condition to the award,
purchase, vesting or transfer of Shares, the Grantee or Purchaser shall make
such arrangements as the Board of Directors may require for the satisfaction of
any federal, state, local or foreign withholding tax obligations that may arise
in connection with such event.

1	Please refer to Exhibit A for a schedule of the initial share reserve and any subsequent increases in the reserve.

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(e) Transfer Restrictions and Forfeiture Conditions. Any
Shares awarded or sold under the Plan shall be subject to such special
forfeiture conditions, rights of repurchase, rights of first refusal and other
transfer restrictions as the Board of Directors may determine. Such restrictions
shall be set forth in the applicable Stock Grant Agreement or Stock Purchase
Agreement and shall apply in addition to any restrictions that may apply to
holders of Shares generally.

SECTION 6. TERMS AND CONDITIONS OF OPTIONS.

(a) Stock Option Agreement. Each grant of an Option under
the Plan shall be evidenced by a Stock Option Agreement between the Optionee and
the Company. The Option shall be subject to all applicable terms and conditions
of the Plan and may be subject to any other terms and conditions which are not
inconsistent with the Plan and which the Board of Directors deems appropriate
for inclusion in a Stock Option Agreement. The provisions of the various Stock
Option Agreements entered into under the Plan need not be identical.

(b) Number of Shares. Each Stock Option Agreement shall
specify the number of Shares that are subject to the Option and shall provide
for the adjustment of such number in accordance with Section 8. The Stock Option
Agreement shall also specify whether the Option is an ISO or a Nonstatutory
Option.

(c) Exercise Price. Each Stock Option Agreement shall
specify the Exercise Price. The Exercise Price of an Option shall not be less
than 100% of the Fair Market Value of a Share on the Date of Grant, and in the
case of an ISO a higher percentage may be required by Section 3(b). Subject to
the preceding sentence, the Exercise Price shall be determined by the Board of
Directors at its sole discretion. The Exercise Price shall be payable in a form
described in Section 7. This Subsection (c) shall not apply to an Option granted
pursuant to an assumption of, or substitution for, another option in a manner
that complies with Section 424(a) of the Code (whether or not the Option is an
ISO).

(d) Exercisability. Each Stock Option Agreement shall
specify the date when all or any installment of the Option is to become
exercisable. No Option shall be exercisable unless the Optionee (i) has
delivered an executed copy of the Stock Option Agreement to the Company or (ii)
otherwise agrees to be bound by the terms of the Stock Option Agreement. The
Board of Directors shall determine the exercisability provisions of the Stock
Option Agreement at its sole discretion.

(e) Basic Term. The Stock Option Agreement shall specify the
term of the Option. The term shall not exceed 10 years from the Date of Grant,
and in the case of an ISO a shorter term may be required by Section 3(b).
Subject to the preceding sentence, the Board of Directors at its sole discretion
shall determine when an Option is to expire.

(f) Termination of Service (Except by Death). If an
Optionee153s Service terminates for any reason other than the Optionee153s death,
then the Optionee153s Options shall expire on the earliest of the following dates:

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(i) The expiration date determined pursuant to Subsection (e) above;

(ii) The date three months after the termination of the Optionee153s Service
for any reason other than Disability, or such earlier or later date as the Board
of Directors may determine (but in no event earlier than 30 days after the
termination of the Optionee153s Service); or

(iii) The date six months after the termination of the Optionee153s Service by
reason of Disability, or such later date as the Board of Directors may
determine.

The Optionee may exercise all or part of the Optionee153s Options at any time
before the expiration of such Options under the preceding sentence, but only to
the extent that such Options had become exercisable before the Optionee153s
Service terminated (or became exercisable as a result of the termination) and
the underlying Shares had vested before the Optionee153s Service terminated (or
vested as a result of the termination). The balance of such Options shall lapse
when the Optionee153s Service terminates. In the event that the Optionee dies
after the termination of the Optionee153s Service but before the expiration of the
Optionee153s Options, all or part of such Options may be exercised (prior to
expiration) by the executors or administrators of the Optionee153s estate or by
any person who has acquired such Options directly from the Optionee by
beneficiary designation, bequest or inheritance, but only to the extent that
such Options had become exercisable before the Optionee153s Service terminated (or
became exercisable as a result of the termination) and the underlying Shares had
vested before the Optionee153s Service terminated (or vested as a result of the
termination).

(g) Leaves of Absence. For purposes of Subsection (f) above,
Service shall be deemed to continue while the Optionee is on a bona fide leave
of absence, if such leave was approved by the Company in writing and if
continued crediting of Service for this purpose is expressly required by the
terms of such leave or by applicable law (as determined by the Company).

(h) Death of Optionee. If an Optionee dies
while the Optionee is in Service, then the Optionee153s Options shall expire on
the earlier of the following dates:

(i) The expiration date determined pursuant to Subsection (e) above; or

(ii) The date 12 months after the Optionee153s death, or such earlier or later
date as the Board of Directors may determine (but in no event earlier than six
months after the Optionee153s death).

All or part of the Optionee153s Options may be exercised at any time before the
expiration of such Options under the preceding sentence by the executors or
administrators of the Optionee153s estate or by any person who has acquired such
Options directly from the Optionee by beneficiary designation, bequest or
inheritance, but only to the extent that such Options had become exercisable
before the Optionee153s death (or became exercisable as a result of the death) and
the

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underlying Shares had vested before the Optionee153s death (or vested as a
result of the Optionee153s death). The balance of such Options shall lapse when
the Optionee dies.

(i) Post-Exercise Restrictions on Transfer of Shares. Any
Shares issued upon exercise of an Option shall be subject to such special
forfeiture conditions, rights of repurchase, rights of first refusal and other
transfer restrictions as the Board of Directors may determine. Such restrictions
shall be set forth in the applicable Stock Option Agreement and shall apply in
addition to any restrictions that may apply to holders of Shares generally.

(j) Pre-Exercise Restrictions on Transfer of Options or
Shares. An Option shall be transferable by the Optionee only by (i) a
beneficiary designation, (ii) a will or (iii) the laws of descent and
distribution, except as provided in the next sentence. If the applicable Stock
Option Agreement so provides, a Nonstatutory Option shall also be transferable
by gift or domestic relations order to a Family Member of the Optionee. An ISO
may be exercised during the lifetime of the Optionee only by the Optionee or by
the Optionee153s guardian or legal representative. In addition, an Option shall
comply with all conditions of Rule 12h-1(f)(1) under the Exchange Act until the
Company becomes subject to the reporting requirements of Section 13 or 15(d) of
the Exchange Act. Such conditions include, without limitation, the
transferability restrictions set forth in Rule 12h-1(f)(1)(iv) and (v) under the
Exchange Act, which shall apply to an Option and, prior to exercise, to the
Shares to be issued upon exercise of such Option during the period commencing on
the Date of Grant and ending on the earlier of (i) the date when the Company
becomes subject to the reporting requirements of Section 13 or 15(d) of the
Exchange Act or (ii) the date when the Company makes a determination that it
will cease to rely on the exemption afforded by Rule 12h-1(f)(1) under the
Exchange Act. During such period, an Option and, prior to exercise, the Shares
to be issued upon exercise of such Option shall be restricted as to any pledge,
hypothecation or other transfer by the Optionee, including any short position,
any “put equivalent position” (as defined in Rule 16a-1(h) under the Exchange
Act) or any “call equivalent position” (as defined in Rule 16a-1(b) under the
Exchange Act).

(k) Withholding Taxes. As a condition to the grant or
exercise of an Option, the Optionee shall make such arrangements as the Board of
Directors may require for the satisfaction of any federal, state, local or
foreign withholding tax obligations that may arise in connection with such grant
or exercise. The Optionee shall also make such arrangements as the Board of
Directors may require for the satisfaction of any federal, state, local or
foreign withholding tax obligations that may arise in connection with the
vesting or transfer of Shares acquired by exercising an Option or any similar
event.

(l) No Rights as a Stockholder. An Optionee, or a transferee
of an Optionee, shall have no rights as a stockholder with respect to any Shares
covered by the Optionee153s Option until such person becomes entitled to receive
such Shares by filing a notice of exercise and paying the Exercise Price
pursuant to the terms of such Option.

(m) Modification, Extension and Assumption of Options.
Within the limitations of the Plan, the Board of Directors may modify, extend or
assume outstanding Options or may accept the cancellation of outstanding Options
(whether granted by the Company or another issuer) in return for the grant of
new Options for the same or a different number of

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Shares and at the same or a different Exercise Price. The foregoing
notwithstanding, no modification of an Option shall, without the consent of the
Optionee, impair the Optionee153s rights or increase the Optionee153s obligations
under such Option.

(n) Company153s Right to Cancel Certain Options. Any other
provision of the Plan or a Stock Option Agreement notwithstanding, the Company
shall have the right at any time to cancel an Option that was not granted in
compliance with Rule 701 under the Securities Act. Prior to canceling such
Option, the Company shall give the Optionee not less than 30 days153 notice in
writing. If the Company elects to cancel such Option, it shall deliver to the
Optionee consideration with an aggregate Fair Market Value equal to the excess
of (i) the Fair Market Value of the Shares subject to such Option as of the time
of the cancellation over (ii) the Exercise Price of such Option. The
consideration may be delivered in the form of cash or cash equivalents, in the
form of Shares, or a combination of both. If the consideration would be a
negative amount, such Option may be cancelled without the delivery of any
consideration.

SECTION 7. PAYMENT FOR SHARES.

(a) General Rule. The entire Purchase Price or Exercise
Price of Shares issued under the Plan shall be payable in cash or cash
equivalents at the time when such Shares are purchased, except as otherwise
provided in this Section 7.

(b) Services Rendered. At the discretion of the Board of
Directors, Shares may be awarded under the Plan in consideration of services
rendered to the Company, a Parent or a Subsidiary prior to the award.

(c) Promissory Note. At the discretion of the Board of
Directors, all or a portion of the Purchase Price or Exercise Price (as the case
may be) of Shares issued under the Plan may be paid with a full-recourse
promissory note. The Shares shall be pledged as security for payment of the
principal amount of the promissory note and interest thereon. The interest rate
payable under the terms of the promissory note shall not be less than the
minimum rate (if any) required to avoid the imputation of additional interest
under the Code. Subject to the foregoing, the Board of Directors (at its sole
discretion) shall specify the term, interest rate, amortization requirements (if
any) and other provisions of such note.

(d) Surrender of Stock. At the discretion of the Board of
Directors, all or any part of the Exercise Price may be paid by surrendering, or
attesting to the ownership of, Shares that are already owned by the Optionee.
Such Shares shall be surrendered to the Company in good form for transfer and
shall be valued at their Fair Market Value as of the date when the Option is
exercised.

(e) Exercise/Sale. To the extent that a Stock Option
Agreement so provides, and if Stock is publicly traded, all or part of the
Exercise Price and any withholding taxes may be paid by the delivery (on a form
prescribed by the Company) of an irrevocable direction to a securities broker
approved by the Company to sell Shares and to deliver all or part of the sales
proceeds to the Company.

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(f) Other Forms of Payment. To the extent that a Stock
Purchase Agreement or Stock Option Agreement so provides, the Purchase Price or
Exercise Price of Shares issued under the Plan may be paid in any other form
permitted by the Delaware General Corporation Law, as amended.

SECTION 8. ADJUSTMENT OF SHARES.

(a) General. In the event of a subdivision of the
outstanding Stock, a declaration of a dividend payable in Shares, a combination
or consolidation of the outstanding Stock into a lesser number of Shares, a
reclassification, or any other increase or decrease in the number of issued
shares of Stock effected without receipt of consideration by the Company,
proportionate adjustments shall automatically be made in each of (i) the number
of Shares available for future grants under Section 4, (ii) the number of Shares
covered by each outstanding Option and (iii) the Exercise Price under each
outstanding Option. In the event of a declaration of an extraordinary dividend
payable in a form other than Shares in an amount that has a material effect on
the Fair Market Value of the Stock, a recapitalization, a spin-off, or a similar
occurrence, the Board of Directors at its sole discretion may make appropriate
adjustments in one or more of (i) the number of Shares available for future
grants under Section 4, (ii) the number of Shares covered by each outstanding
Option or (iii) the Exercise Price under each outstanding Option; provided,
however, that the Board of Directors shall in any event make such adjustments as
may be required by Section 25102(o) of the California Corporations Code.

(b) Mergers and Consolidations. In the event that the
Company is a party to a merger or consolidation, outstanding Options and Shares
acquired under the Plan shall be subject to the agreement of merger or
consolidation, which need not treat all outstanding Options in an identical
manner. Such agreement, without the Optionees153 consent, may dispose of Options
that are not exercisable as of the effective date of such merger or
consolidation in any manner permitted by applicable law, including (without
limitation) the cancellation of such Options without the payment of any
consideration. Such agreement, without the Optionees153 consent, shall provide for
one or more of the following with respect to Options that are exercisable as of
the effective date of such merger or consolidation:

(i) The continuation of such Options by the Company (if the Company is the
surviving corporation).

(ii) The assumption of such Options by the surviving corporation or its
parent in a manner that complies with Section 424(a) of the Code (whether or not
such Options are ISOs).

(iii) The substitution by the surviving corporation or its parent of new
options for such Options in a manner that complies with Section 424(a) of the
Code (whether or not such Options are ISOs).

(iv) The cancellation of such Options and a payment to the Optionees equal to
the excess of (A) the Fair Market Value of the Shares subject to such Options as
of the effective date of such merger or consolidation over

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(B) their Exercise Price. Such payment shall be made in the form of cash,
cash equivalents, or securities of the surviving corporation or its parent with
a Fair Market Value equal to the required amount.

(v) The cancellation of such Options. Any exercise of such Options prior to
the closing date of such merger or consolidation may be contingent on the
closing of such merger or consolidation.

(c) Reservation of Rights. Except as provided in this
Section 8, a Grantee, Purchaser or Optionee shall have no rights by reason of
(i) any subdivision or consolidation of shares of stock of any class, (ii) the
payment of any dividend or (iii) any other increase or decrease in the number of
shares of stock of any class. Any issuance by the Company of shares of stock of
any class, or securities convertible into shares of stock of any class, shall
not affect, and no adjustment by reason thereof shall be made with respect to,
the number or Exercise Price of Shares subject to an Option. The grant of an
Option pursuant to the Plan shall not affect in any way the right or power of
the Company to make adjustments, reclassifications, reorganizations or changes
of its capital or business structure, to merge or consolidate or to dissolve,
liquidate, sell or transfer all or any part of its business or assets.

SECTION 9. PRE-EXERCISE INFORMATION REQUIREMENT.

(a) Application of Requirement. This Section 9 shall apply
only during a period that (i) commences when the Company begins to rely on the
exemption described in Rule 12h-1(f)(1) under the Exchange Act, as determined by
the Company in its sole discretion, and (ii) ends on the earlier of (A) the date
when the Company ceases to rely on such exemption, as determined by the Company
in its sole discretion, or (B) the date when the Company becomes subject to the
reporting requirements of Section 13 or 15(d) of the Exchange Act. In addition,
this Section 9 shall in no event apply to an Optionee after he or she has fully
exercised all of his or her Options.

(b) Scope of Requirement. The Company shall provide to each
Optionee the information described in Rule 701(e)(3), (4) and (5) under the
Securities Act. Such information shall be provided at six-month intervals, and
the financial statements included in such information shall not be more than 180
days old. The foregoing notwithstanding, the Company shall not be required to
provide such information unless the Optionee has agreed in writing, on a form
prescribed by the Company, to keep such information confidential.

SECTION 10. MISCELLANEOUS PROVISIONS.

(a) Securities Law Requirements. Shares
shall not be issued under the Plan unless the issuance and delivery of such
Shares comply with (or are exempt from) all applicable requirements of law,
including (without limitation) the Securities Act, the rules and regulations
promulgated thereunder, state securities laws and regulations, and the
regulations of any stock exchange or other securities market on which the
Company153s securities may then be traded. The Company shall not be liable for a
failure to issue Shares that is attributable to such requirements.

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(b) No Retention Rights. Nothing in the
Plan or in any right or Option granted under the Plan shall confer upon the
Grantee, Purchaser or Optionee any right to continue in Service for any period
of specific duration or interfere with or otherwise restrict in any way the
rights of the Company (or any Parent or Subsidiary employing or retaining the
Grantee, Purchaser or Optionee) or of the Grantee, Purchaser or Optionee, which
rights are hereby expressly reserved by each, to terminate his or her Service at
any time and for any reason, with or without cause.

(c) Treatment as Compensation. Any compensation that an
individual earns or is deemed to earn under this Plan shall not be considered a
part of his or her compensation for purposes of calculating contributions,
accruals or benefits under any other plan or program that is maintained or
funded by the Company, a Parent or a Subsidiary.

(d) Governing Law. The Plan and all awards, sales and grants
under the Plan shall be governed by, and construed in accordance with, the laws
of the State of Delaware, as such laws are applied to contracts entered into and
performed in such State.

SECTION 11. DURATION AND AMENDMENTS.

(a) Term of the Plan. The Plan, as set forth herein, shall
become effective on the date of its adoption by the Board of Directors, subject
to the approval of the Company153s stockholders. If the stockholders fail to
approve the Plan within 12 months after its adoption by the Board of Directors,
then any grants, exercises or sales that have already occurred under the Plan
shall be rescinded and no additional grants, exercises or sales shall thereafter
be made under the Plan. The Plan shall terminate automatically 10 years after
the later of (i) the date when the Board of Directors adopted the Plan or (ii)
the date when the Board of Directors approved the most recent increase in the
number of Shares reserved under Section 4 that was also approved by the
Company153s stockholders. The Plan may be terminated on any earlier date pursuant
to Subsection (b) below.

(b) Right to Amend or Terminate the Plan. The Board of
Directors may amend, suspend or terminate the Plan at any time and for any
reason; provided, however, that any amendment of the Plan shall be subject to
the approval of the Company153s stockholders if it (i) increases the number of
Shares available for issuance under the Plan (except as provided in Section 8)
or (ii) materially changes the class of persons who are eligible for the grant
of ISOs. Stockholder approval shall not be required for any other amendment of
the Plan. If the stockholders fail to approve an increase in the number of
Shares reserved under Section 4 within 12 months after its adoption by the Board
of Directors, then any grants, exercises or sales that have already occurred in
reliance on such increase shall be rescinded and no additional grants, exercises
or sales shall thereafter be made in reliance on such increase.

(c) Effect of Amendment or Termination. No Shares shall be
issued or sold under the Plan after the termination thereof, except upon
exercise of an Option (or any other right to purchase Shares) granted under the
Plan prior to such termination. The termination of the Plan, or any amendment
thereof, shall not affect any Share previously issued or any Option previously
granted under the Plan.

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SECTION 12. DEFINITIONS.

(a) “Board of Directors” shall mean the Board of Directors
of the Company, as constituted from time to time.

(b) “Code” shall mean the Internal Revenue Code of 1986, as
amended.

(c) “Committee” shall mean a committee of the Board of
Directors, as described in Section 2(a).

(d) “Company” shall mean TaskDock Inc., a Delaware
corporation.

(e) “Consultant” shall mean a person who performs bona fide
services for the Company, a Parent or a Subsidiary as a consultant or advisor,
excluding Employees and Outside Directors.

(f) “Date of Grant” shall mean the date of grant specified
in the applicable Stock Option Agreement, which date shall be the later of (i)
the date on which the Board of Directors resolved to grant the Option or (ii)
the first day of the Optionee153s Service.

(g) “Disability” shall mean that the Optionee is unable to
engage in any substantial gainful activity by reason of any medically
determinable physical or mental impairment.

(h) “Employee” shall mean any individual who is a common-law
employee of the Company, a Parent or a Subsidiary.

(i) “Exchange Act” shall mean the Securities Exchange Act of
1934, as amended.

(j) “Exercise Price” shall mean the amount for which one
Share may be purchased upon exercise of an Option, as specified by the Board of
Directors in the applicable Stock Option Agreement.

(k) “Fair Market Value” shall mean the fair market value of
a Share, as determined by the Board of Directors in good faith. Such
determination shall be conclusive and binding on all persons.

(l) “Family Member” shall mean (i) any child, stepchild,
grandchild, parent, stepparent, grandparent, spouse, former spouse, sibling,
niece, nephew, mother-in-law, father-in-law, son-in-law, daughter-in-law,
brother-in-law or sister-in-law, including adoptive relationships, (ii) any
person sharing the Optionee153s household (other than a tenant or employee), (iii)
a trust in which persons described in Clause (i) or (ii) have more than 50% of
the beneficial interest, (iv) a foundation in which persons described in Clause
(i) or (ii) or the Optionee control the management of assets and (v) any other
entity in which persons described in Clause (i) or (ii) or the Optionee own more
than 50% of the voting interests.

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(m) “Grantee” shall mean a person to whom the Board of
Directors has awarded Shares under the Plan.

(n) “ISO” shall mean an employee incentive stock option
described in Section 422(b) of the Code.

(o) “Nonstatutory Option” shall mean a stock option not
described in Sections 422(b) or 423(b) of the Code.

(p) “Option” shall mean an ISO or Nonstatutory Option
granted under the Plan and entitling the holder to purchase Shares.

(q) “Optionee” shall mean a person who holds an Option.

(r) “Outside Director” shall mean a member of the Board of
Directors who is not an Employee.

(s) “Parent” shall mean any corporation (other than the
Company) in an unbroken chain of corporations ending with the Company, if each
of the corporations other than the Company owns stock possessing 50% or more of
the total combined voting power of all classes of stock in one of the other
corporations in such chain. A corporation that attains the status of a Parent on
a date after the adoption of the Plan shall be considered a Parent commencing as
of such date.

(t) “Plan” shall mean this TaskDock Inc. 2010 Stock Plan.

(u) “Purchase Price” shall mean the consideration for which
one Share may be acquired under the Plan (other than upon exercise of an
Option), as specified by the Board of Directors.

(v) “Purchaser” shall mean a person to whom the Board of
Directors has offered the right to purchase Shares under the Plan (other than
upon exercise of an Option).

(w) “Securities Act” shall mean the Securities Act of 1933,
as amended.

(x) “Service” shall mean service as an Employee, Outside
Director or Consultant.

(y) “Share” shall mean one share of Stock, as adjusted in
accordance with Section 8 (if applicable).

(z) “Stock” shall mean the Common Stock of the Company.

(aa) “Stock Grant Agreement” shall mean the agreement
between the Company and a Grantee who is awarded Shares under the Plan that
contains the terms, conditions and restrictions pertaining to the award of such
Shares.

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(bb) “Stock Option Agreement” shall mean the agreement
between the Company and an Optionee that contains the terms, conditions and
restrictions pertaining to the Optionee153s Option.

(cc) “Stock Purchase Agreement” shall mean the agreement
between the Company and a Purchaser who purchases Shares under the Plan that
contains the terms, conditions and restrictions pertaining to the purchase of
such Shares.

(dd) “Subsidiary” shall mean any corporation (other than the
Company) in an unbroken chain of corporations beginning with the Company, if
each of the corporations other than the last corporation in the unbroken chain
owns stock possessing 50% or more of the total combined voting power of all
classes of stock in one of the other corporations in such chain. A corporation
that attains the status of a Subsidiary on a date after the adoption of the Plan
shall be considered a Subsidiary commencing as of such date.

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EXHIBIT A

SCHEDULE OF SHARES RESERVED FOR ISSUANCE UNDER THE
PLAN

Date of Board Approval		Date of Stockholder Approval		Number of Shares Added		Cumulative Number of Shares
July 1, 2010		July 1, 2010		Not Applicable		1,400,000
October 26, 2010		October 26, 2010		520,000		1,920,000
May 23, 2011		May 23, 2011		25,140		1,945,140

E-1