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Stock Grant Agreement

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Title:

Stock Grant Agreement

Entities:

BBJ Environmental Technologies Inc.

Date:

2003

Size:

Preview shows 3KB of 8KB total

Price:

$38

ID:

#343444

► Compensation ► Grant ► Stock Grant Agreements
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{TEXT}

                                                           [EXHIBIT 10.4]



                       STOCK GRANT AGREEMENT

                          PURSUANT TO THE

                BBJ ENVIRONMENTAL TECHNOLOGIES, INC.

  2000 EMPLOYEE BENEFIT  AND CONSULTING SERVICES COMPENSATION PLAN,

                             AS AMENDED



     THIS STOCK GRANT AGREEMENT (this "Agreement"), made on the 27th day of

January, 2003, by and between BBJ Environmental Technologies, Inc., a

Nevada  corporation (the "Company"), and Jean Caillet (the "Grantee").



     1.      Grant of Common Stock.  Subject to the terms and conditions

of this Agreement and those set forth in the BBJ Environmental

Technologies, Inc. 2000 Employee Benefit and Consulting Services

Compensation Plan, as amended (the "Plan"), the Company, with the

approval and at the direction of its Board of Directors, hereby grants

to Grantee an award ("Award") of a total of Three Hundred Thousand

(300,000) shares of common stock, $0.001 par value per share (the

"Common Stock"), of the Company for the services provided by the

Grantee to the Company as more fully described in the Consulting

Agreement, dated effective January 1, 2003 by and between the Grantee

and the Company (the "Consulting Agreement").  Capitalized terms not

otherwise defined in this Agreement shall have the meaning ascribed to

them in the Plan.



     2.      Resale of Common Stock; Legend.  The Common Stock subject

to the Award granted to the Grantee pursuant to this Agreement has

been registered pursuant to a Registration Statement on Form S-8

(Registration Statement No. 333-90700), which has been declared

effective by the Securities and Exchange Commission.  Notwithstanding

the foregoing, for so long as the Grantee shall be an "affiliate" of

the Company as defined under Rule 144 promulgated under the 1933 Act:

(a) the Common Stock shall be subject to  the restrictions on transfer

set forth in Rule 144 applicable to an "affiliate" as defined under

Rule 144, and (b) the Common Stock may not be sold, exchanged,

assigned, transferred or permitted to be transferred, whether

voluntarily, involuntarily or by operation of law, delivered,

encumbered, discounted, hypothecated or otherwise disposed of until an

Opinion of Counsel, satisfactory to the Company, has been received by

the Company, which opinion establishes that the transfer or resale of

the Common Stock may be made by the Grantee in compliance with Rule

144.  The stock certificates evidencing the Common Stock acquired by

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