0001193125-16-490221 Sample Contracts

AMENDED AND RESTATED API TECHNOLOGIES CORP.

Equity Incentive Plan • March 2nd, 2016 • API Technologies Corp. • Semiconductors & related devices • Delaware

• Contract Type
  Equity Incentive Plan
• Filed
  March 2nd, 2016
• Company
  API Technologies Corp.
• Industry
  Semiconductors & related devices
• Jurisdiction
  Delaware

Unless otherwise defined herein, the terms defined in the Amended and Restated API Technologies Corp. 2006 Equity Incentive Plan (the “Plan”) will have the same defined meanings in this Restricted Stock Unit Award Agreement (the “Award Agreement”).

INCENTIVE STOCK OPTION AGREEMENT AMENDED AND RESTATED API TECHNOLOGIES CORP.

Incentive Stock Option Agreement • March 2nd, 2016 • API Technologies Corp. • Semiconductors & related devices • Delaware

• Contract Type
  Incentive Stock Option Agreement
• Filed
  March 2nd, 2016
• Company
  API Technologies Corp.
• Industry
  Semiconductors & related devices
• Jurisdiction
  Delaware

THIS AGREEMENT is dated and made effective as of , 201 (“Effective Date”) by and between API Technologies Corp., a Delaware corporation (the “Company”), and (“Optionee”).

SEPARATION AGREEMENT AND RELEASE

Separation Agreement and Release • March 2nd, 2016 • API Technologies Corp. • Semiconductors & related devices • Florida

• Contract Type
  Separation Agreement and Release
• Filed
  March 2nd, 2016
• Company
  API Technologies Corp.
• Industry
  Semiconductors & related devices
• Jurisdiction
  Florida

THIS SEPARATION AGREEMENT AND RELEASE (this “Agreement”) is made and entered into as of the 2nd day of March, 2015, by and among API TECHNOLOGIES CORP., a Delaware corporation (“API”), and BEL LAZAR (“Employee”).