MAXWELL
TECHNOLOGIES, INC.

EMPLOYMENT AGREEMENT


         This
Employment Agreement (the “Agreement”) is made as of this 22nd day of December
2003, by and between MAXWELL TECHNOLOGIES, INC. a Delaware corporation,
(“Company”) and Tesfaye Hailemichael, VP of Maxwell Technologies (“Executive”).
The parties agree with each other as follows:


	
            1.      Term
  of Employment.  Subject to the
  terms and conditions set forth in this Agreement, the Company hereby agrees
  to employ Executive, and Executive agrees to be employed by the Company, for
  the period commencing on the date of this Agreement and ending on the first
  to occur of (i) the date on which Executive first qualifies for or elects to
  receive retirement benefits in accordance with the Company’s normal
  retirement policies and (ii) the date on which this Agreement is terminated
  by either the Company or Executive pursuant to any subsection of Section 4
  hereof.

  
	
   

  
	
            2.      Duties
  of Executive.

  
	
   

  	
   

  
	
   

  	
            (a)     
  Executive shall serve as the Vice President and CFO of the Company. In such
  capacities, Executive shall report to the CEO of the Company and Executive
  shall perform the duties and render the services for and on behalf of the
  Company associated with the positions he shall hold and as may be set forth
  from time to time in resolutions of, or other directives issued by, the CEO

  
	
   

  	
   

  
	
   

  	
            (b)     
  Executive agrees to perform such duties and render such services to the best
  of his ability, devoting thereto his entire professional time, attention and
  energy exclusively to the business and affairs of the Company and its
  affiliates, as its business and affairs now exist and as they hereafter may
  be changed, and shall not during the term of his employment hereunder be
  engaged in any other business activity, whether or not such business activity
  is pursued for gain or profit; provided, however, that Executive may serve
  (i) on civic or charitable boards or committees and (ii) with the prior
  written approval of the Board, boards of corporations or business
  enterprises, in each case so long as such activities do not interfere with
  the performance of Executive’s obligations under this Agreement.

  
	
   

  
	
            3.
        Compensation of Executive.  As compensation for the services to be
  performed under this Agreement:

  
	
   

  	
   

  
	
   

  	
             (a)     
  Base Salary.  Effective as of the
  date of this Agreement, Executive shall be paid a base salary at the initial
  annual rate of $200,000, payable in installments consistent with the
  Company’s payroll practices, and subject to normal withholding. Executive’s
  base salary shall be reviewed annually prior to each anniversary of this
  Agreement by the Board or its Compensation Committee and if the Board or
  Committee determines, in its discretion, that Executive’s base salary is to
  be increased, such increase shall be effective as of such anniversary date;
  the temporary reduction of compensation for 2004, is both voluntary and not
  applicable to any severance or other compensation described in this contract.

  














	
   

  	
            (b)     Annual
  Bonus.  Executive shall be
  entitled to an annual bonus which shall be determined as provided in this
  subsection (b):

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
            (i)     Commencing
  with the Company’s current fiscal year ending December 31, 2003 and for each
  subsequent fiscal year of the Company, the Board will set specific financial
  performance targets and the amount of Executive’s bonus will range $0 to a
  maximum amount equal to 50% of Executive’s annual base salary as in effect
  for such fiscal year (with a target bonus of 50% of the then effective base
  salary) depending on the CEO’s determination of Executive’s success in
  achieving the specified targets. The financial performance targets for fiscal
  year 2004 will be established in January 2004 as part of the Company’s annual
  financial plan.

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
            (ii)    The
  bonus payable to Executive for each fiscal year, if any is due, shall be paid
  to Executive, subject to normal withholding, promptly after the completion of
  the audit of the Company’s financial statements for such fiscal year.

  
	
   

  	
   

  
	
   

  	
            
  (c)    Options.  Executive is eligible for, and has received, the grant of stock
  options under the Company’s stock option programs. The Board or its Stock
  Option Committee will from time to time consider making additional grants to
  Executive, but the Company shall not be obligated to make any particular
  grant or grants thereof.

  
	
   

  	
   

  
	
   

  	
            
  (d)    Benefits.  Executive shall be entitled to participate in the Company’s
  insurance, health, life insurance, long term disability, dental and medical,
  and automobile programs as the same may exist from time to time on the terms
  and conditions applicable to other senior officers of the Company. Nothing in
  this Agreement shall preclude the Company from terminating or amending any
  employee benefit plan or program from time to time. The Company will
  reimburse Executive for the reasonable cost of an annual physical
  examination, if Executive elects to have the same

  
	
   

  	
   

  
	
   

  	
            (e)    Vacation.  Executive shall be entitled to vacation
  according to the prevailing rules in effect during this employment contract.
  Such vacation shall be taken at such times as the Company and Executive shall
  mutually agree, acting reasonably, having regard to the performance of
  Executive’s essential duties to the Company pursuant to the terms of this
  Agreement. Executive may accumulate unused vacation time from year to year to
  the extent permitted under the Company’s vacation policy for executives as in
  effect from time to time.

  
	
   

  	
   

  
	
   

  	
            (f)    Expenses.  Executive shall be reimbursed for all
  travel and other reasonable out-of-pocket expenses actually incurred by him
  in connection with the performance of his duties hereunder, subject the
  Company’s expense reimbursement policies as in effect from time to time and
  to the receipt by the Company of receipts and statements in a form reasonably
  satisfactory to it.

  



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  4.      Termination.

  
	
   

  	
   

  
	
   

  	
            (a)     Termination by the Company for Cause.  Notwithstanding anything to the contrary
  herein contained, the Company may terminate immediately the employment of
  Executive without notice and without pay in lieu of notice:

  
	
   

  	
   

  
	
   

  	
                      (i)     if
  Executive commits an act of theft, fraud or material dishonesty or misconduct
  involving the property or affairs of the Company or the carrying out of
  Executive’s duties; or

  
	
   

  	
   

  
	
   

  	
                      (ii)    if
  Executive commits a material breach or material non-observance of any of the
  terms or conditions of this Agreement provided that Executive is given
  written notice of any such breach or non-observance and fails to remedy the
  same within 15 days of receipt of such notice; or

  
	
   

  	
   

  
	
   

  	
                      (iii)   if
  Executive is convicted of a felony; or

  
	
   

  	
   

  
	
   

  	
                      (iv)   if
  Executive refuses or fails to implement any reasonable directive issued by
  the Company’s Board of Directors and Executive fails to remedy the refusal or
  failure within 15 days of receipt of written notice thereof; or

  
	
   

  	
   

  
	
   

  	
                      (v)    if
  Executive or any member of his family makes any personal profit arising out
  of or in connection with a transaction to which the Company or any of its
  subsidiaries is a party or with which it is associated without making
  disclosure to and obtaining prior written consent of the Company.

  
	
   

  	
   

  
	
   

  	
  Upon the termination of Executive’s employment
  pursuant to this Subsection (a), this Agreement and the employment of
  Executive hereunder shall be wholly terminated. Upon any such termination,
  Executive shall have no claim against the Company in respect of his
  employment for damages or otherwise except in respect of payment of base
  salary earned, due and owing and unused vacation time to the date of
  termination.

  
	
   

  	
   

  
	
   

  	
            (b)     Termination
  by the Company Without Cause. 
  Notwithstanding anything herein to the contrary, the Company may
  terminate Executive’s employment hereunder at any time, for any reason or no
  reason, on not less than 30 days’ prior written notice. In the event of
  termination pursuant to this Subsection (b), Executive will be paid an amount
  equal to one half of Executive’s annual base salary in effect on the date of
  such termination of employment with the exception noted above for the
  voluntary 2004 pay reduction. Such amount will be paid in equal monthly
  installments following the date of termination of employment.

  
	
   

  	
   

  
	
   

  	
            In
  addition, notwithstanding anything to the contrary contained herein or in the
  applicable stock option agreements, all of the stock options then held by
  Executive shall continue to vest in accordance with their terms until the six
  month anniversary of the date the Company terminates Executive’s employment
  under this subsection (b) and shall be exercisable to the extent so vested by
  Executive on or prior to the 60th day following such anniversary date of
  termination

  



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            (c)     Termination
  by Executive.  Executive may
  terminate his employment hereunder at any time, for any reason, upon the
  giving of not less than 15 days’ prior written notice to the CEO. In the
  event of termination by Executive under this clause (c), Executive shall be
  entitled to receive only his base salary and unused vacation time due him
  through the effective date of termination. Upon the termination of
  Executive’s employment pursuant to this Subsection (a), this Agreement and
  the employment of Executive hereunder shall be wholly terminated. Upon any
  such termination, Executive shall have no claim against the Company in
  respect of his employment for damages or otherwise except in respect of
  payment of base salary earned, due and owing and unused vacation time to the
  date of termination.

  
	
   

  	
   

  
	
   

  	
            (d)     Termination
  by the Company Due to Death or Disability.  The employment of Executive shall, at the option of the
  Company, terminate immediately in the event of his death or permanent
  disability, in which case notice in writing from the Company shall be sent to
  Executive or his legal representative. In the event of termination under this
  clause (d), in addition to any disability benefit coverage to which he may be
  entitled under any disability insurance programs maintained by the Company in
  which he is a participant, Executive will be paid an amount equal to six
  months salary at Executive’s annual base salary rate as in effect on the date
  of the termination under this clause (d). Except as provided in the preceding
  sentence, Executive shall be entitled to no additional compensation under
  this Agreement following the date of termination under this clause (d), other
  than base salary earned but not paid, and unused vacation time accrued,
  through the date of termination. For purposes of this Agreement “permanent
  disability” shall mean an illness, disease, mental or physical disability or
  other causes beyond Executive’s control which makes Executive incapable of discharging
  his duties or obligations hereunder, or causes Executive to fail in the
  performance of his duties hereunder, for six consecutive months, as
  determined in good faith by the Board based on a report of a physician
  selected in good faith by the CEO.

  
	
   

  	
   

  
	
   

  	
            (e)     Termination
  by Executive Upon a Change of Control. 
  In the event that (x) a Change of Control (as hereinafter defined)
  occurs and (y) at any time prior to the third anniversary of such Change of
  Control a Triggering Event (as hereinafter defined) shall occur, then unless
  the Executive shall have given his express written consent to the contrary,
  Executive may, upon 30 days written notice to the Company, terminate his
  employment hereunder In such event Executive shall be entitled to the
  following:

  
	
   

  	
   

  
	
   

  	
                      (i)     Following
  the date of the Triggering Event, Executive shall be paid two cash payments,
  each to be equal to one half of the Executive’s annual base salary in effect
  on the date of the Triggering Event, with the first of such payment to be
  paid within 30 days of the Triggering Event and the second of such payments
  to be paid on the six month anniversary of the date of the Triggering Event,
  in each case subject to normal withholding.

  
	
   

  	
   

  
	
   

  	
                      (ii)    As
  of the date of the Triggering Event, notwithstanding the vesting schedule of
  any stock options then held by Executive, all stock options then held by
  Executive shall thereupon become fully vested; and

  



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                      (iii)   For
  a six months period following the date of the Triggering Event, Executive
  shall be provided with employee benefits substantially identical to those to
  which Executive was entitled immediately prior to the Triggering Event,
  subject to any changes or modifications (including reductions or
  terminations) to the Company’s employee benefit and welfare plans that are
  made generally for all of the Company’s senior executives.

  
	
   

  	
   

  
	
   

  	
                      In
  the event that the benefits provided for in this Subsection 4(e) to be paid
  Executive constitute “parachute payments” within the meaning of section 280G
  of the Internal Revenue Code of 1986, as amended (the “Code”), and will be
  subject to the excise tax imposed by Section 4999 of the Code, then Executive
  shall receive (a) a payment from the Company sufficient to pay such excise
  tax and (b) an additional payment from the Company sufficient to pay the
  Federal and California income tax arising from the payment made under clause
  (a) of this sentence. Unless the Company and Executive otherwise agree, the
  determination of Executive’s excise tax liability and the Federal and
  California income tax resulting from the payment under clause (a) above shall
  be made by the Company’s independent accountants (the “Accountants”), whose
  determination shall be conclusive and binding upon the Company and Executive
  for all purposes. For purposes of making the calculations required by this
  Subsection 4(e), the Accountants may make reasonable assumptions and
  approximations concerning applicable taxes and may rely on interpretations of
  the Code for which there is a “substantial authority” tax reporting position.
  The Company and Executive shall furnish to the Accountants such information
  and documents as the Accountants may reasonably request in order to make the
  determinations required by this Subsection 4(e). The Company shall bear the
  expenses of the Accountants under this Subsection 4(e).

  
	
   

  	
   

  
	
   

  	
            For
  purposes of this Subsection 4(e):

  
	
   

  	
   

  
	
   

  	
                      (a)     Change
  of Control” means the occurrence of any one of the following:  (i) any transaction or series of
  transactions (as a result of a tender offer, merger, consolidation or
  otherwise) that results in any person, entity or group acting in concert,
  acquiring “beneficial ownership” (as defined in rule 13d-3 under the
  Securities Exchange Act of 1934), directly or indirectly, of such percentage
  of the aggregate voting power of all classes of common equity stock of the
  Company as shall exceed 50% of such aggregate voting power; or (ii) a merger
  or consolidation of the Company, other than a merger or consolidation which
  would result in the voting securities of the Company outstanding immediately
  prior thereto continuing to represent (either by remaining outstanding or by
  being converted into voting securities of the surviving entity) at least 50%
  of the voting power represented by the voting securities of the Company or
  such entity outstanding immediately after such merger or consolidation; or
  (iii) the shareholders approve a plan of complete liquidation of the Company
  or an agreement for the sale or disposition by the Company of all, or
  substantially all, of the Company’s assets (other than in connection with a
  sale or disposition to subsidiaries of the Company or in connection with a
  reorganization or restructuring of the Company); or (iv) there occurs a
  change in the composition of the Board as a result of which fewer than a
  majority of the directors are Incumbent Directors (as hereinafter defined).
  “Incumbent Directors” shall mean directors who either (A) are directors of
  the Company as of the

  



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  Commencement Date or (B) are elected, or nominated
  for election, to the Board with the affirmative votes of at least a majority
  of the Incumbent Directors casting votes at the time of such election or
  nomination.

  
	
   

  	
   

  
	
   

  	
                      (b)     “Triggering
  Event” means any of the following: (i) the termination by the Company without
  Cause of Executive’s employment pursuant to Subsection 4(a) hereof; (2) the
  reduction of Executive’s annual base salary or annual incentive bonus formula
  from that in effect on the date of the Change of Control; (3) the removal of
  Executive as the Company’s Vice President and CFO or a reduction in his
  duties and responsibilities; or (4) the relocation of Executive’s principal
  place of employment to a location outside San Diego County, California.

  
	
   

  	
   

  
	
   

  	
            (f)     Payments.  Any amounts payable to Executive under
  this Section 4 shall be paid, unless otherwise specified hereunder, within 30
  days of the date the payment obligation accrues and shall be subject to
  normal withholding.

  
	
   

  	
   

  
	
   

  	
            (g)     Exclusive
  Rights.  In connection with any
  termination under Subsection 4(b) or 4(e), Executive shall have no claim
  against the Company in respect of his employment for damages or otherwise
  except in respect of the payments and other provisions specified in such
  Subsections.

  
	
   

  	
   

  
	
   

  	
            (h)     Cooperation.  Upon any termination of employment by the
  Company or by Executive hereunder, Executive shall cooperate with the Company,
  as reasonably requested by the Company, to effect a transition of Executive’s
  responsibilities and to ensure that the Company is aware of all matters being
  handled by Executive.

  
	
   

  
	
            5.     Resolution
  of Disputes.  The parties
  recognize that claims, controversies and disputes may arise out of this
  Agreement with respect to Executive’s employment, termination of employment,
  or other terms of this Agreement or based on common law or statute, either
  during the existence of the employment relationship or afterwards. The
  parties agree that should any such claim, controversy or dispute arise, the
  parties will use their best efforts to resolve such dispute informally,
  between them. In the event that any such claim, controversy or dispute
  between Company and Executive cannot be resolved within thirty (30) days
  after either party first gives notice in writing that any such claim,
  controversy or dispute exists, either party may then refer the matter to
  arbitration before JAMS/ENDISPUTE pursuant to its rules for resolution of
  employment disputes.

  
	
   

  
	
            The
  parties hereby agree that referral to arbitration shall be the sole recourse
  of either party under this Agreement with respect to any such claim,
  controversy or dispute and that the decision of the arbitrator shall be
  binding on the parties in accordance with applicable law; provided, however,
  that nothing in this Section 5 shall be construed as precluding either party
  from bringing an action for injunctive relief or other equitable relief. The
  parties shall keep confidential the existence of each such the claim,
  controversy or dispute from third parties (other than arbitrator), and the
  determination thereof, unless otherwise required by law. Except as provided
  in the following sentence, such decision rendered by the arbitrator shall be
  final and conclusive and may be entered in any court having jurisdiction
  thereof as a basis of judgment and of the issuance of execution for its
  collection. In rendering his or her decision, the arbitrator 

  



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  shall be bound to follow California or Federal law,
  as applicable, in the same manner as would a court of law. Any claim that the
  arbitrator made a mistake or error in determining or applying the appropriate
  law shall be subject to judicial review.

  
	
   

  
	
            The
  parties further agree that the party prevailing in the arbitration shall be
  entitled to its reasonable attorney’s fees and that the arbitration itself
  shall take place within the County of San Diego, California, and that the
  internal laws of the State of California shall apply.

  
	
   

  
	
            6.     General
  Obligations of Executive.

  
	
   

  	
   

  
	
   

  	
          (a)     Executive
  agrees and acknowledges that he owes a duty of loyalty, fidelity and
  allegiance to act at all times in the best interests of the Company, to not
  knowingly become involved in a conflict of interest and to not knowingly do
  any act or knowingly make any statement, oral or written, which would injure
  the Company’s business, its interest or its reputation unless required to do
  so in any legal proceeding by a competent court with proper jurisdiction.

  
	
   

  	
   

  
	
   

  	
          (b)     Executive
  agrees to comply at all times with all applicable policies, rules and
  regulations of the Company, including, without limitation, the Company’s
  policy regarding trading in the Common Stock, as is in effect from time to
  time.

  
	
   

  
	
            7.     No
  Solicitation.  Executive agrees
  that in the event he is no longer employed by the Company, for any reason, he
  shall not hire, solicit or otherwise cause to be solicited for employment
  elsewhere, either directly or indirectly, for a period of one year from his
  termination of employment, any employee, officer or director of the Company
  or any individual who chooses not to join the Company, provided that
  Executive participated actively in the recruiting of such individual.

  
	
   

  
	
            8.     Non-competition.  Executive agrees that for a period of one
  year following termination of his employment with the Company for any reason,
  he will not, nor will he permit any entity or other person under his control
  to, directly or indirectly, own, manage, operate or control, or participate
  in the ownership, management, operation or control of, or be connected with
  or have any interest in, as a shareholder, director, officer, employee,
  agent, consultant, partner, creditor or otherwise, any business or activity
  which is competitive with any business or activity engaged in by the Company
  or any of its subsidiaries or affiliates anywhere within (i) the State of
  California, or (ii) any other state of the United States and the District of
  Columbia in which the Company engages in or has engaged in business during
  the past five years.

  
	
   

  
	
            9.     Entire
  Agreement.  This Agreement
  constitutes the entire Agreement between the parties and contains all agreements
  between them with the exception of the 1995 Stock Option Plan (and any stock
  option agreements issued there under) the other employee benefit and welfare
  programs maintained by the Company, and the Invention and Secrecy Agreement
  dated the date of this Agreement signed by Executive, which are supplementary
  to this Agreement and are each deemed to be incorporated herein by reference.
  Each party to this Agreement acknowledges that no representations,
  inducements, promises or agreements, orally or otherwise, have been made by
  any party, or anyone acting on behalf of any party, which are not embodied in
  this Agreement, and that no agreement, statement or promise not contained in
  this Agreement

  



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  shall be valid or binding. Except for the other
  agreements, plans and programs referred to in this Section 9, this Agreement
  also supersedes any and all other agreements and contracts whether verbal or
  in writing relating to the subject matter hereof.

  
	
   

  
	
            10.     Amendment.  Except as otherwise specifically provided
  herein, the terms and conditions of this Agreement may be amended at any time
  by mutual agreement of the parties; provided that before any amendment shall
  be valid or effective, it shall have been reduced to writing and signed by
  the CEO on behalf of the Company and by Executive.

  
	
   

  
	
            11.     Invalidity.  The invalidity or unenforceability of any
  particular provision of this Agreement shall not affect its other provisions,
  and this contract shall be construed in all respects as if such invalid or
  unenforceable provision has been omitted.

  
	
   

  
	
            12.     Binding
  Nature.  Executive’s rights and
  obligations under this Agreement shall not be assignable, transferable or
  delegable by assignment or otherwise, and any purported assignment, transfer
  or delegation thereof shall be void. This Agreement shall inure to the
  benefit of, and be enforceable by, any purchaser of substantially all of the
  Company’s assets, any corporate successor to the Company or any assignee
  thereof.

  
	
   

  
	
            13.     Assistance
  in Litigation.  Executive shall,
  during and after termination of employment, upon reasonable notice, furnish
  such information and proper assistance to the Company as may reasonably be
  required by the Company in connection with any litigation in which it or any
  of its subsidiaries or affiliates is, or may become a party. Except where
  Executive is a named defendant, Executive shall be paid a reasonable hourly
  fee to be mutually agreed upon.

  
	
   

  
	
            14.     Indemnification.  The Company shall indemnify Executive in
  accordance with its standard indemnification policy for offices and directors
  of the Company and as required by applicable law.

  
	
   

  
	
            15.     No
 Duty to Mitigate.  Executive
  shall not be required to mitigate the amount of any payment contemplated by
  this Agreement (whether by seeking new employment or in any other manner),
  nor shall any such payment be reduced by any earnings that Executive may
  receive from any other source not paid for by the Company.

  
	
   

  
	
            16.     Choice
  of Law.  The validity,
  interpretation, construction and performance of this Agreement shall be
  governed by the laws of the State of California except for Sections 7 and 8
  hereof which shall be governed by, and interpreted and construed in
  accordance with, the internal laws (without giving effect to choice of law
  principles) of the jurisdiction in which either of said Sections is being
  sought to be enforced.

  
	
   

  
	
            17.     Notices.  All notices and other communications
  required or permitted hereunder or necessary or convenient in connection
  herewith shall be in writing and, if given by telegram, telecopy or telex,
  shall be deemed to have been validly served, given or delivered when sent, if
  given by personal delivery, shall be deemed to have been validly served,
  given or delivered upon actual delivery and, if mailed, shall be deemed to
  have been validly served, given or delivered three business days after
  deposit in the United States mail, as registered or certified mail, with

  



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  proper postage prepaid and addressed to the party or
  parties to be notified, at the following addresses:

  






	
   

  	
  If to Executive to:

  
	
   

  	
   

  
	
   

  	
  Tesfaye Hailemichael

  Telephone:  (858) 503-0085

  
	
   

  	
   

  
	
   

  	
  If to the Company to:

  
	
   

  	
   

  
	
   

  	
  Maxwell Technologies Inc.

  9244 Balboa Avenue

  San Diego, California 92123

  Attn:  Chairman of the Board

  Telephone:  (858) 503-3300

  Fax:  (858) 503-3301

  



          18.     Injunctive
Relief.  The Company and Executive
agree that a breach of any term of this Agreement by Executive would cause
irreparable damage to the Company and that, in the event of such breach, the
Company shall have, in addition to any and all remedies of law, the right to
any injunction, specific performance and other equitable relief to prevent or
to redress the violation of Executive’s duties or responsibilities hereunder.


          19.     Release.  If Executive’s employment hereunder shall
terminate under Subsection 4 (b) or 4(e), Executive agrees, as a condition to
his entitlement to receive the amounts specified in such Subsections to be due
to him, to execute and deliver to the Company a release in the form attached
hereto as Exhibit A.  Such
release shall be delivered by Executive at the time of termination, but shall
become effective only after Executive has received all payments specified in
this Agreement to be due to him from the Company in respect of his termination.


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          20.     Counterparts.  This Agreement may be executed in any number
of counterparts, all of which taken together shall constitute one and the same
instrument and either of the parties to this Agreement may execute this
Agreement by signing any such counterpart.


          IN
WITNESS WHEREOF, the parties hereto have executed this Agreement as of the 22nd
day of December, 2003.


	
   

  	
  “Company”

  
	
   

  	
   

  
	
   

  	
  MAXWELL TECHNOLOGIES, INC.

  
	
   

  	
   

  
	
   

  	
  By:
      /s/ Richard Balanson

  
	
   

  	
   

  	
  



  
	
   

  	
  Richard Balanson

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
            /s/Tesfaye
  Hailemichael

  
	
   

  	
  



  
	
   

  	
  Tesfaye Hailemichael

  


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