EXHIBIT 10.5.a
IMAGE ENTERTAINMENT, INC.
(the "Company")
EMPLOYEE (NONQUALIFIED) STOCK OPTION GRANT AGREEMENT
THIS EMPLOYEE (NONQUALIFIED) STOCK OPTION AGREEMENT (the "Option Agreement") is
between the Company and the Optionee named below and evidences the Company's grant to the Optionee of a
Nonqualified Stock Option to purchase authorized but unissued shares of the Company's Common Stock. The
Option is granted pursuant to and subject to the Company's 1998 Incentive Plan (the "Plan") and the Terms and
Conditions for Nonqualified Stock Options Under the 1998 Incentive Plan (the "Terms"), incorporated herein by
this reference.
/1/Subject to adjustment under Section 6.2 of the Plan.
/2/Subject to early termination if the Optionee's employment terminates or in certain other circumstances. See
Sections 4 through 6 of the Terms and Sections 1.6 and 6.2 of the Plan for exceptions and additional details
regarding possible early termination of the Option.
Optionee accepts the Option and agrees to and acknowledges receipt of a copy of the Plan and the Terms.
TERMS AND CONDITIONS FOR
(NONQUALIFIED) OPTIONS GRANTED UNDER THE
1998 INCENTIVE PLAN
1. Exercisability of Option. The Option shall vest and become exercisable in percentage installments of the
aggregate number of shares of Common Stock of the Company as set forth in the Option Agreement. The
Option may be exercised only to the extent the Option is exercisable and vested.
(a) Cumulative Exercisability. To the extent the Optionee does not purchase all the shares that the Optionee may
Optionee:------------------------ Vesting Schedule/1/,/2/:
------------------------------
Exercise Price Per Share: $-----/1/ ------------------------------
------------------------------
Number of Shares:----------------/1/ ------------------------------
------------------------------
Grant Date:----------------------