Form of Employment Agreement of Germain Lamonde.
This Employment Agreement (the "Agreement"), dated as of May 29, 2000, is entered into by and between
EXFO Electro-Optical Engineering Inc., a corporation having its principal place of business at 465 Godin
Avenue, Vanier, Quebec, G1M 3G7, Canada (the "Corporation") and Germain Lamonde, an individual with an
address at 4310, Cure-Drolet, Cap Rouge (Qu#bec) G1Y 3H2 (the "Employee").
TERMS OF AGREEMENT
In consideration of this Agreement and the continued employment of the Employee by the Corporation, the
parties agree as follows :
The Corporation hereby agrees to continue to employ Employee, on a full-time basis to continue to act as
President and Chief Executive Officer of the Corporation and to perform such acts and duties and furnish such
services to the Corporation in connection with and related to that position as is customary for persons with similar
positions in like companies, as the Corporation's Board of Directors shall from time to time reasonably direct.
Employee hereby accepts said employment. Employee shall use his best and most diligent efforts to promote the
interests of the Corporation; shall discharge his duties in a highly competent manner; and shall devote his full
business time and his best business judgement, skill and knowledge to the performance of his duties and
responsibilities hereunder. This Agreement shall not be interpreted to prohibit Employee from making passive
personal investments or conducting private business affairs if such activities do not materially interfere with the
services required under this Agreement. Employee shall report to the Board of Directors of the Corporation.
2. COMPENSATION AND BENEFITS
During the term of this Agreement, the Corporation shall pay Employee the remuneration indicated in Schedule
A. The Employee's remuneration may be adjusted in accordance with the Corporation's policies and procedures.
2.2 DISCRETIONARY BONUS
During the ter