[LOGO - EXFO]
This Employment Agreement (the "Agreement") dated as of September 1, 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 Bruce Bonini (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 commencing on or about
September 1, 2000 to act as Vice-President, North American Sales of EXFO America Inc., the Corporation's
wholly owned subsidiary, 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.
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 President and Chief Executive Officer of the
The Employee shall carry out his duties in the Corporation's office indicated in Schedule A.
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.