0001021408-01-509882 Sample Contracts

Ken Burckhardt 390 La Strada Drive #15 San Jose, CA 95123 Re: Stock Bonus Agreement Dear Ken:
Stock Bonus Agreement • November 13th, 2001 • Oni Systems Corp • Telephone & telegraph apparatus

On behalf of ONI Systems Corp. ("ONI"), I am pleased to offer you the position of Interim Chief Financial Officer for a term which begins on August 9, 2001 and continues until such time as ONI has hired a permanent Chief Financial Officer ("Permanent CFO"). During this term, your title will be Vice President, Finance and Interim Chief Financial Officer and, in this position, you will be reporting directly to the Chief Executive Officer.

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