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**which if known by him must have materially affected his settlement with the debtor**.”     I acknowledge that I am knowingly and voluntarily waiving and releasing any rights that I mayhave under the Age Discrimination in Employment Act of 1967, as amended (“ADEA”), and that theconsideration given for the waiver and release in this Agreement is in addition to anything ofvalue to which I was already entitled. I further acknowledge that I have been advised by thiswriting that (a) my waiver and release do not apply to any rights or claims that may arise afterthe date I sign this Agreement; (b) I have the right to consult with an attorney, at my ownexpense, prior to executing this Agreement; (c) I have forty-five (45) days to consider thisAgreement (although I may choose voluntarily to execute this Agreement earlier); (d) I have seven(7) days following the execution of this Agreement to revoke the Agreement by providing writtennotice to the head of the Company’s Legal department; and (e) this Agreement will not be effectiveuntil the date upon which the 7-day revocation period has expired, which will be the eighth dayafter this Agreement is executed by me (“Effective Date”).**Applicable Data.**Because my separation from employment is in connection with the Company’srestructuring, I further acknowledge that I have received: (*i*) a list of the job titles and ages ofall individuals by relevant work unit currently selected for layoff as a result of thisrestructuring, in the attached **Exhibit B**, and (*ii*) a list of the job titles and ages of allindividuals by relevant work unit not currently selected for layoff as a result of thisrestructuring, in the attached **Exhibit C**. By my execution of this Agreement, I affirm thatI fully understand these Exhibits.     2. **Scope of Release.**Notwithstanding the release set forth above, I understand that thisAgreement will not affect or alter my rights, if any, (a) to enforce this Agreement; (b) ofindemnification and directors and officers liability insurance coverage to which I was entitledimmediately prior to the date of execution of this Agreement, (c) to my own vested accrued benefitunder any tax-qualified retirement plan; and (d) as a stockholder. I further understand thatnothing in this Agreement shall be construed to prohibit me from filing a charge or complaint withthe Equal Employment Opportunity Commission or with any state agency responsible to enforce lawsprohibiting age discrimination in employment, including a challenge to the validity of thisAgreement under the ADEA or the Older Workers Benefit Protection Act, and nothing in this Agreementprevents me from participating in any age discrimination investigation or proceeding conducted bythe Equal Employment Opportunity Commission or any such state agency. I further understand andagree that if I, or someone acting on my behalf, files or causes to be filed any such claim,charge, complaint or action against the Releasees, I expressly waive any right to recover anydamages or other relief, whatsoever, from the Releasees including costs and attorneys’ fees.     3. **Litigation or Investigation.**I agree to cooperate with the Company in connection with anylitigation or investigation with respect to which I have relevant information. Such cooperationincludes but is not limited to: (a) voluntarily appearing at
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the request of the Company for depositions at times and places reasonably agreed upon; and (b)appearing at trial or any hearing for the purpose of testifying or otherwise providing evidence.The Company will reimburse me to the extent I suffer any loss of income and for reasonableout-of-pocket travel expenses.     4. **Proprietary Information.**I will **immediately return**all Company property and documents andany other embodiments of the Company’s proprietary or confidential information (and allreproductions thereof, in whole or in part) in my possession or control, excepting that I willretain my blackberry and, to the extent I wish to retain the number, I will work with the Companyto process the change of the number to a personal account. I will not use or disclose theCompany’s confidential or proprietary information. I will comply with any other obligationsregarding protection of the Company’s proprietary and confidential information, assignment anddisclosure of inventions, and return of property which I may have undertaken previously inagreements I have signed with the Company.     5. **Enforcement of Proprietary Rights.**I will assist the Company in every proper way toobtain, and from time to time enforce, United States and foreign rights in trade secrets, patents,copyrights, and other intellectual property rights (“Proprietary Rights”) relating to inventions,ideas, processes, formulas, source and object codes, data, programs and other works of authorship,know-how, improvements, discoveries, developments, designs, and techniques in any and allcountries. To that end, I will execute, verify and deliver such documents and perform such otheracts (including appearances as a witness) as the Company may reasonably request for use in applyingfor, obtaining, perfecting, evidencing, sustaining and enforcing such Proprietary Rights and theassignment thereof. In addition, I will execute, verify and deliver assignments of suchProprietary Rights to the Company or its designee. The Company shall compensate me at a reasonablerate after my termination for the time actually spent by me at the Company’s request on suchassistance.     In the event the Company is unable for any reason, after reasonable effort, to secure mysignature on any document needed in connection with the actions specified in the precedingparagraph, I hereby irrevocably designate and appoint the Company and its duly authorized officersand agents as my agent and attorney in fact, which appointment is coupled with an interest, to actfor and in my behalf to execute, verify and file any such documents and to do all other lawfullypermitted acts to further the purposes of the preceding paragraph with the same legal force andeffect as if executed by me.     6. **Jurisdiction and Governing Law.**The Company and I agree to resolve any claims we may havewith each other in, and irrevocably consent to the exclusive jurisdiction of, the state and federalcourts sitting in Orange County, California. This Agreement is made and entered into in the Stateof California and shall in all respects be interpreted, enforced and governed under the laws ofsaid State.
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     7. **Nonadmission of Liability.**This Agreement is not an admission of wrongdoing by anyreleased party. I have not suffered any discrimination on account of my age, sex, race, nationalorigin, marital status, sexual orientation, or any other protected status, and none of these everhas been an adverse factor used against me by any released party. I have not suffered anyjob-related wrongs or injuries for which I might still be entitled to compensation or relief, suchas an injury for which I might receive a workers’ compensation award in the future.     8. **Severability.**Should any of the provision in this Agreement be declared or be determinedto be illegal or invalid, all remaining parts, terms or provisions shall be valid, and the illegalor invalid part, term, or provision shall be deemed not to be a part of this Agreement.     **TAKE THIS RELEASE HOME, READ IT, AND CAREFULLY CONSIDER ALL OF ITS PROVISIONS BEFORE SIGNINGIT: IT INCLUDES A RELEASE OF KNOWN AND UNKNOWN CLAIMS. IF YOU WISH, YOU SHOULD TAKE ADVANTAGE OFTHE FULL CONSIDERATION PERIOD SET FORTH ABOVE AND CONSULT YOUR ATTORNEY.***[Remainder of page left blank]*
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     This Agreement constitutes the complete, final and exclusive embodiment of the entireagreement between the Company and me with regard to the subject matter hereof. I am not relying onany promise or representation, written or oral, that is not expressly stated herein. ThisAgreement may only be modified by a written agreement signed by both me and a duly authorizedofficer of the Company.**Understood and agreed:**     /s/ CharlesJ. Bramlage  CharlesJ. Bramlage 7/11/08  Date   Valeant Pharmaceuticals International     By: /s/ Jean Alexander             Title: Sr. Director HR            Date: 6-30-08        
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**EXHIBIT A****Retention and Severance Payments**     Subject to the execution and delivery of the attached Separation and Release Agreement, andprovided that it is not revoked prior to the Effective Date, the Company will make a lump sumpayment to me subject to standard payroll deductions and withholdings, the following: **•** A Severance Payment of $597,890.00 on [November 1, 2008] which is the date that occurssix (6) months after the date of my Separation from Service; and  **•** A Retention Payment of $250.000.00, within ten (10) days after the Effective Date.
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