0001104659-02-001234 Sample Contracts

INCENTIVE STOCK OPTION AGREEMENT UNDER THE STOCKER & YALE, INC.
Incentive Stock Option Agreement • April 1st, 2002 • Stockeryale Inc • Optical instruments & lenses

Pursuant to the Stocker & Yale, Inc. 1996 Stock Option and Incentive Plan (the “Plan”) as amended through the date hereof, Stocker & Yale, 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 Common Stock, par value $.001 per share (the “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.

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NON-QUALIFIED STOCK OPTION AGREEMENT FOR COMPANY EMPLOYEES UNDER STOCKER & YALE, INC.
Non-Qualified Stock Option Agreement • April 1st, 2002 • Stockeryale Inc • Optical instruments & lenses

Pursuant to the Stocker & Yale, Inc. 1996 Stock Option and Incentive Plan (the “Plan”) as amended through the date hereof, Stocker & Yale, 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 Common Stock, par value $.001 per share (the “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.

December 5, 2000 StockerYale Canada Inc.
Credit Facility Agreement • April 1st, 2002 • Stockeryale Inc • Optical instruments & lenses
NON-QUALIFIED STOCK OPTION AGREEMENT FOR NON-EMPLOYEE DIRECTORS UNDER STOCKER & YALE, INC.
Non-Qualified Stock Option Agreement • April 1st, 2002 • Stockeryale Inc • Optical instruments & lenses

Pursuant to the Stocker & Yale, Inc. 1996 Stock Option and Incentive Plan (the “Plan”) as amended through the date hereof, Stocker & Yale, Inc. (the “Company”) hereby grants to the Optionee named above, who is a Director of the Company but is not an employee of the Company, 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 Common Stock, par value $.001 per share (the “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.

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