0001019687-09-003648 Sample Contracts

CONFIDENTIAL *** FORM OF DIRECTOR RESTRICTED STOCK GRANT AGREEMENT Entered into by Robert Curtis, Laurence Ditkoff, David Gust, Stephen Hicks, Henry Sargent

Technest Holdings Inc • October 13th, 2009 • Measuring & controlling devices, nec • Maryland

• Company
  Technest Holdings Inc
• Filed
  October 13th, 2009
• Industry
  Measuring & controlling devices, nec
• Jurisdiction
  Maryland

This Agreement dated as of September 21, 2009 (this “Agreement”) is made by and between Technest Holdings, Inc., a Nevada corporation (including, as context requires, its subsidiaries the “Company”), and [Name of Non-Employee Director] (the “Grantee”).