NON-QUALIFIED STOCK OPTION AGREEMENT
EZENIA! INC. 2004 Equity Incentive Plan
Name of Optionee:
No. of Option Shares:
Option Exercise Price per Share: __DOCTEXT__nbsp;
Pursuant to the Ezenia! Inc. 2004 Equity Incentive Plan (the “Plan”), Ezenia! Inc. (the “Company”) hereby
grants to the Optionee named above an option (the “Stock Option”) to purchase on or prior to the Expiration
Date specified above all or part of the number of shares of Stock of the Company specified above at the Option
Exercise Price per Share specified above subject to the terms and conditions set forth herein and in the Plan.
This Stock Option is not intended to be an “incentive stock option” under Section 422 of the Internal Revenue
Code of 1986, as amended.
1. Exercisability Conditions . No portion of this Stock Option may be exercised until such portion shall
have become exercisable. [insert # that represents 50% of the Option Shares] Option Shares shall
become exercisable if the Committee certifies in early 2011 that the Company has achieved 85 percent of its
2010 budget in both revenue and operating profit. For every percentage point that the Committee certifies that
the Company has exceeded 85 percent of its 2010 budget in either revenue or operating profit,
additional Option Shares [insert # that represents 1/60 of the Option Shares] shall become
exercisable. The portion of this Stock Option that does not become exercisable as provided above shall be
forfeited and cancelled as of the date of the Committee meeting in early 2011.
2. Manner of Exercise .
(a) The Optionee may exercise this Stock Option only in the following manner: from time to time on or prior
to the Expiration Date of this Stock Option, the Optionee may give notice to the Committee of his or her election
to purchase some or all of the Option Shares purchasable at the time of such notice. This notice shall specify th