NMS COMMUNICATIONS CORPORATION NON-QUALIFIED STOCK OPTION AGREEMENTNon-Qualified Stock Option Agreement • August 9th, 2006 • NMS Communications Corp • Telephone & telegraph apparatus • Delaware
WHEREAS, the Company assumed the Openera Technologies, Inc. 2005 Equity Incentive Plan and India Supplement thereto (collectively the “Plan”) from Openera Technologies, Inc. (“Openera Corp.”) pursuant to the Agreement and Plan of Merger, dated as of February 13, 2006, by and among the Company, Openera, Orca Acquisition Corporation, the Company’s wholly-owned subsidiary, certain stockholders of Openera and Joel A. Hughes as Stockholder Representative (the ”Merger Agreement”) pursuant to which the Company acquired Openera Corp. and Openera’s wholly-owned subsidiary Openera Technologies Pvt. Ltd. (“NMS India”);
