Unassociated Document


    
      
        

      

    

    [ViewSonic
      Europe Ltd Letterhead]

    Private
      & Confidential

    


    


    WITHOUT
      PREJUDICE:  SUBJECT TO CONTRACT

    


     

    
      	 	
              Dated 28
                November, 2007

            	 
	 	 	 
	 	 	 
	 	 	 
	 	
              VIEWSONIC
                EUROPE LIMITED

            	
              (1)

            
	 	 	 
	 	 	 
	 	
              and

            	 
	 	 	 
	 	
              JAN JENSEN

            	
              (2)

            


    

     

     

     

    Compromise
      Agreement

    


     

    NORTON
      ROSE 

     

    
      
        
          
          

        

        
          
          

          
            

          

        

        
          
          

        

      

    

    


    
      	 	
              Contents

            	 
	
              Clause

            	 	
              Page

            
	 	 	 
	
              1                
                

            	
              Definitions

            	
              3

            
	 	 	 
	
              2

            	
              Termination

            	
              4

            
	 	 	 
	
              3

            	
              Severance
                Payment

            	
              4

            
	 	 	 
	
              4

            	
              Tax
                indemnity

            	
              4

            
	 	 	 
	
              5

            	
              Resignation
                of offices

            	
              5

            
	 	 	 
	
              6

            	
              Secrecy

            	
              5

            
	 	 	 
	
              7

            	
              Confidential
                Information and Covenants

            	
              6

            
	 	 	 
	
              8

            	
              Company
                property

            	
              6

            
	 	 	 
	
              9

            	
              Breach
                of agreement and compensation payable to the Employee

            	
              7

            
	 	 	 
	
              10

            	
              Settlement

            	
              8

            
	 	 	 
	
              11

            	
              Warranty

            	
              8

            
	 	 	 
	
              12

            	
              Compliance
                with Legislation

            	
              9

            
	 	 	 
	
              13

            	
              Miscellaneous

            	
              10

            
	 	 	 
	
              14

            	
              Whole
                agreement

            	
              10

            
	 	 
	
              Schedule
                1 Claims

            	
              12

            
	 	 
	
              Schedule
                2 Draft Letter of Resignation

            	
              14

            
	 	 
	
              Schedule
                3 Certificate by UK Adviser

            	
              15

            


    

     

    
      
        
          
          

        

        
          2

          
            

          

        

        
          
          

        

      

    

    


    THIS
      AGREEMENT is
      dated                              
2007 and is made

     

    BETWEEN:

    


    
      	
              (1)

            	
              Viewsonic
                Europe Limited of Riverside House, 2a Southwark Bridge Road,
                London, SE1 9HA (the
                “Company”);  and

            


    

     

    
      	
              (2)

            	
              Jan Jensen of  468A
                Vedbaek Strandvej, 2950 Vedbaek,
                Denmark (the
                “Employee”).

            


    

     

    WHEREAS:

     

    
      	
              (A)

            	
              The
                Employee has been hired by the Company with a commencement date of
                18
                October 2004 and was appointed as  Director pursuant to an
                employment contract dated 10 January
                2006.

            


    

     

    
      	
              (B)

            	
              The
                Employee asserts various claims against the Company arising out of
                the
                termination of his employment including but not limited to unfair
                dismissal, wrongful dismissal and breach of
                contract.

            


    

     

    
      	
              (C)

            	
              The
                parties have agreed to compromise and settle all such claims on the
                terms
                hereinafter provided.

            


    

     

    
      	
              (D)

            	
              The
                Company is entering into this agreement for
                itself.

            


    

     

    IT
      IS AGREED as follows:

     

    
      	
              1

            	
              Definitions

            


    

     

    
      	
              1.1

            	
              In
                this Agreement references to specific clauses are references to clauses
                in
                this Agreement unless otherwise stated
                and:

            


    

     

    “Associated
      Company” means an associated company (within the meaning of section 416(1)
      Income and Corporation Taxes Act 1988) of  the Company.

     

     “Employment”
      means the Employee’s employment with the Company, the terms of which are set out
      in the Employment Contract.

     

    “Employment
      Contract” means the service agreements entered into between the Company and the
      Employee respectively which is dated 10 January 2006.

     

    “PAYE
      Regulations” means the Income Tax PAYE Regulations 2003 (as amended, extended or
      replaced from time to time).

     

    “Severance
      Payment” means the payment more particularly described in
      clause 3.

     

    “Termination
      Date” means the date more particularly described in clause 2.1 and “Termination
      Date” shall be construed accordingly.

    


    
      
        
          
          

        

        
          3

          
            

          

        

        
          
          

        

      

    

     

    
      	
              2

            	
              Termination

            


    

     

    
      	
              2.1

            	
              The
                Employee’s employment with the Company under the terms of the Employment
                Contractwill terminate on 5January 2008 (“the Termination
                Date”).

            


    

     

    
      	
              3

            	
              Severance
                Payment

            


    

     

    
      	
              3.1

            	
              Subject
                to the Employee’s compliance with his continuing obligations under this
                Agreement and without admission of liability the Company shall pay
                into
                the pension fund of the Employee, namely PFA Pension within 14 days
                of the
                Termination Date the sum of €230,044 (two hundred thirty thousand and
                forty four euros), which sum is comprised of €60,515 (sixty thousand five
                hundred and fifteen euros) as a payment in lieu of notice (and including
                MIP) and an ex gratia payment of €169,529(one hundred and sixty nine
                thousand five hundred and twenty nine euros) in compensation for
                loss of
                office and termination of Employment (the “Severance Payment”). This
                payment shall be deemed to be inclusive of any entitlement to statutory
                holiday allowance.

            


    

     

    
      	
              3.2

            	
              The
                Severance Payment shall be subject to any deductions the Company
                is
                required by law to make, including income tax or wage tax on the
                amount of
                the Severance Payment that is in lieu of contractual notice in accordance
                with PAYE Regulations and primary class 1 National Insurance
                Contributions.

            


    

     

    
      	
              3.3

            	
              Any
                further liability to tax, or any other
                deductions or withholdings required in any jurisdiction on the Severance
                Payment and on any other benefits provided to the Employee pursuant
                to
                this Agreement shall be the Employee’s alone, but Employer National
                Insurance contributions will remain the liability of the
                Company.

            


    

     

    
      	
              3.4

            	
              A
                P45 and relevant pay statement shall be issued to the Employee
                immediately following the Termination Date and in any event prior to
                payment of the Severance Payment.  The Severance Payment shall
                be paid within 14 days of the Termination
                Date.

            


    

     

    
      	
              4

            	
              Tax
                indemnity

            


    

     

    
      	
              4.1

            	
              The
                Company makes no warranty as to the taxable status of the Severance
                Payment and benefits and accordingly the Employee undertakes that
                if the
                Company or any of its Associated Companies is called upon to account
                to HM
                Revenue & Customs or any similar authority in any other jurisdiction
                for any income tax, Employee National Insurance contributions, social
                security or similar liabilities interest and/or penalties thereon
                arising
                in respect of the payments made and benefits provided under this
                Agreement, other than any deducted under clause 3 (such income tax,
                social insurance, social security, Employee National Insurance
                contributions, interest and/or penalties referred to in this Agreement
                as
                the “Excess Tax”), and if any of the Company or any associated company
                pays the Excess Tax to the HM Revenue & Customs or similar authority
                in any jurisdiction, the Employee will, at the written request of
                such company and provided the Employee has received notification
                of the
                amount due within 14 days of the Company becoming aware of the claim,
                immediately pay to such company an amount equal to the Excess Tax
                (on an
                after-tax basis), provided that before paying the Excess Tax the
                Company
                shall afford the Employee a reasonable opportunity (in the opinion of
                the Company) to challenge the amount of Excess Tax with either HMRC
                or the
                National Insurance Contributions Agency as
                appropriate.

            


    

     

    
      
        
          
          

        

        
          4

          
            

          

        

        
          
          

        

      

    

     

    
      	
              5

            	
              Resignation
                of offices 

            


    

     

    
      	
              5.1

            	
              The
                Employee shall immediately resign as a Director of the Company and
                from
                any of its Associated Companies of which he is a director by delivering
                to
                those companies a letter of resignation in accordance with the draft
                annexed in Schedule 2, such resignations to take effect from
                the Termination Date.

            


    

     

    
      	
              5.2

            	
              The
                Employee shall immediately do all such acts and things as the Company
                may
                require to effect his resignation from all other offices to which
                he was
                appointed in connection with or by reason of the Employment or any
                appointments with the Company or any of its Associated Companies
                including
                (but without prejudice to the generality of the above)
                trusteeships.

            


    

     

    
      	
              5.3

            	
              Subject
                to the terms and conditions of the policy of insurance from time
                to time,
                the Company shall maintain insurance cover for Directors’ and Officers’
                Insurance for the Employee for a period of 4 years from the Termination
                Date and will ensure that appropriate insurance is maintained to
                cover any
                potential liability of the Employee as Director of Viewsonic Technology
                Gmbh and as Registered Representative of Viewsonic Europe Limited
                Russia
                and Viewsonic Europe Limited
                Ukraine.

            


    

     

    
      	
              6

            	
              Secrecy

            


    

     

    
      	
              6.1

            	
              The
                Company and the Employee undertake to each other that they will not,
                whether directly or indirectly, make, publish or otherwise communicate
                any
                disparaging or derogatory statements, whether in writing or otherwise,
                about each other, including in the case of  the Company, about
                any of its Associated Companies, or any of its or their officers
                agents or
                employees, other than as required by
                law.

            


    

     

    
      	
              6.2

            	
              The
                Employee acknowledges that this Agreement will be publicly filed
                with the
                U.S. Securities and Exchange Commission (the “SEC”) and will be publicly
                available on the SEC’s EDGAR system. The Employee further acknowledges
                that a summary of the terms hereof shall be publicly disclosed in
                periodic
                reports filed with the SEC by ViewSonic Corporation, a Delaware
                corporation. 

            


    

     

    
      	
              6.3

            	
              The
                Company and the Employee agree not to make or cause to be made (directly
                or indirectly) any statement to the media concerning the Employment
                or its
                termination or his resignation from any of the Company or any Associated
                Company directorships or other offices without the prior written
                consent
                of the other as the case may be.  In the event that either party
                does require a statement to be made, then the Company and the Employee
                agree that a statement should be issued in the terms of the draft
                attached
                at Schedule 4.

            


    

     

    
      
        
          
          

        

        
          5

          
            

          

        

        
          
          

        

      

    

     

    
      	
              7

            	
              Confidential
                Information and Covenants

            


    

     

    
      	
              7.1

            	
              In
                accordance with the Employment Contract, the Employee undertakes
                not to
                divulge to, or commercially make use of, for his own benefit or
                purposes or for the benefit or purpose of any other person, firm,
                corporation, company, association or business entity, any trade secrets
                or
                confidential information (including but not limited to terms of contracts
                or arrangements, existing and potential projects, financial information
                regarding customers, clients or suppliers, disputes, business development
                and/or marketing programmes and plans) belonging to or which relate
                to the affairs of the Company or any Associated Company or any of
                its
                customers, clients or suppliers.

            


    

     

    
      	
              7.2

            	
              The
                Employee also confirms that in consideration of the further payment
                of
                €1000 (one thousand euros) he will not for a period of 6 months from
                the Termination Date,  (whether alone or jointly with or as a
                director, manager, agent, consultant, partner or employee of any
                person, firm, company or other organisation) directly or
                indirectly carry on or be engaged in any activity or business in
                any of
                the member states of the European Union or Switzerland (the
                “Restricted Area”) with or for Samsung, LG or Acer or any
                other firm, company or other organisation in respect of which 40
                per cent.
                or more of its business is engaged or concerned with the supply of
                visual
                display units, LCDs, projectors, computer
                monitors in the Restricted Area. The Company will
                release any third party, from any non solicitation and/or non-dealing
                obligations (including, without limitation, clients, prospective
                clients
                and employees) in respect of the Employee provided that such third
                party
                and the Employee agree to comply fully with the provisions of this
                clause
                7.   This clause 7.2 varies all and any post-termination
                restraints already set out in the Employment Contract and where there
                is
                any inconsistency between the wording of this Agreement and the Employment
                Contract, the wording of this Agreement will
                prevail.

            


    

     

    
      	
              7.3

            	
              Nothing
                in this Clause 7 shall prevent the Employee from making a protected
                disclosure in accordance with the Public Interest Disclosure Act
                1998
                provided that the disclosure is made in accordance with the provisions
                of
                that Act.

            


    

     

    
      	
              8

            	
              Company
                property

            


    

     

    
      	
              8.1

            	
              The
                Employee represents and confirms that he has returned on or before
                the  relevant Termination Date to the Company all
                property, equipment, records, correspondence, documents, files and
                other information of any description (whether originals, copies or
                extracts) belonging or licensed to the Company or any of its Associated
                Companies and that he has not retained any copies and that he has
                deleted
                irretrievably any information relating to the business of the Company
                on
                any magnetic or optical disk or memory which is in his possession
                or
                control outside the premises of the Company.  In addition the
                Employee will provide the Company with all necessary information
                as will
                allow such person as the Company may determine to access any computer
                equipment owned by the Company or any Associated Company and used by
                the Employee. For the avoidance of doubt however, the Employee shall
                be allowed to continue to use the company car currently provided
                for his
                use until 5 July 2008 after which time he may, at his sole option,
                transfer the lease of said car into his own name and the Employee’s
                company telephone/blackberry shall continue to be provided to him
                until
                that date and shall be transferred to the personal account and cost
                of the Employee immediately after that date unless otherwise agreed
                between the Parties. The
                Company agrees to take all reasonable steps as may be reasonably
                required
                to transfer or assist the transfer of the car and telephone/blackberry
                into the Employee’s name.

            


    

     

    
      
        
          
          

        

        
          6

          
            

          

        

        
          
          

        

      

    

     

    
      	
              8.2

            	
              The
                Employee may retain the lap top computer currently provided for his
                use
                provided that the Company has removed any confidential
                information of the Company or any Associated Company on
                it.

            


    

     

    
      	
              9

            	
              Breach
                of agreement and compensation payable to the
                Employee

            


    

     

    
      	
              9.1

            	
              The
                Employee agrees that if, having entered into this Agreement, the
                Employee:
                (a) breaches the provisions of clauses 6 (Secrecy) and/or 7 (Confidential
                Information and Covenants) and/or the warranties at Clause 11; and/or
                (b)
                (on the basis that the Company is entering into this Agreement in
                reliance
                upon the warranties given by the Employee at clause 11.1) brings
                any
                proceedings (including making complaints to professional or trade
                or
                regulatory bodies but excluding any such claim falling within the
                definition of a “qualifying disclosure” within section 43B of the
                Employment Rights Act 1996) relating to the Employment (including
                its
                termination) against the Company, any Associated Company or its or
                their
                officers, employees or agents; and/or (c) is awarded any compensation
                or
                damages by an employment tribunal or civil court,  the Employee
                will, without prejudice to any other remedies that the Company may
                have,
                at any of the Company’s election
                forthwith:

            


    

     

    
      	
              9.1.1

            	
              repay
                (or the Company will retain if not at that time already paid) the
                Severance Payment (less any statutory redundancy payment) to the
                Company
                and that sum will be recoverable as a debt;
                or

            


    

     

    
      	
              9.1.2

            	
              pay
                a sum equivalent to the sum of any compensation or damages awarded
                to the
                Employee to the Company.

            


    

     

    
      	
              9.2

            	
              In
                addition, the Employee will indemnify the Company against all costs
                (legal
                or otherwise) incurred by the Company in recovering or seeking to
                recover
                the Severance Payment from the Employee and/or any compensation or
                damages
                awarded to the Employee.

            


    

     

    
      	
              9.3

            	
              Nothing
                in this clause shall prevent the Employee from taking any steps,
                including
                the commencement of legal proceedings, to enforce the terms of this
                Agreement.

            


    

     

    
      
        
          
          

        

        
          7

          
            

          

        

        
          
          

        

      

    

     

    
      	
              10

            	
              Settlement

            


    

     

    
      	
              10.1

            	
              The
                Employee acknowledges that he has carefully considered the facts
                and
                circumstances relating to the Employment and the termination thereof
                and
                that he considers that the payments referred to in this agreement
                are
                reasonable in the circumstances. The Employee agrees that he will
                not
                institute any proceedings or complaints before an employment tribunal
                or
                court in the UK or in any other jurisdiction arising out of or in
                connection with the Employment or its termination in respect of any
                of the
                claims set out in Schedule 1 to this
                Agreement

            


    

     

    
      	
              10.2

            	
              The
                Employee confirms that he is not aware of having any claim for personal
                injury against the Company or any Associated Company at the date
                of this
                Agreement.

            


    

     

    
      	
              10.3

            	
              The
                Employee agrees that the terms of this Agreement are in full and
                final
                settlement:

            


    

     

    
      	
              10.3.1

            	
              of
                the claims set out in Schedule 1;
                and

            


    

     

    
      	
              10.3.2

            	
              any
                other claims whether at common law, civil law or otherwise and in
                any
                jurisdiction in the world including without limitation the United
                Kingdom,
                and the United States which he may have against the Company or any
                Associated Company or its or their officers, directors, employees,
                shareholders or agents arising out of or connected with his Employment
                or
                its termination or the Employment Contract or its termination.
                

            


    

     

    
      	
              10.4

            	
              The
                Employee hereby agrees that, except for the sums and benefits referred
                to
                in this Agreement, no other sums or benefits are due to him from
                the
                Company or any Associated Company.

            


    

     

    
      	
              10.5

            	
              The
                Employee considers that the terms of this settlement and the amount
                of the
                Severance Payment is reasonable in the
                circumstances.

            


    

     

    
      	
              10.6

            	
              The
                Company acknowledges that the terms of this Agreement are full and
                final
                settlement of all and any claims of which it or Viewsonic Corporation
                or
                its or their officers, directors, employees, stockholders, shareholders,
                or agents may have against the Employee arising directly out of the
                Employment or its termination to the extent that the board of the
                Company
                is aware of any such claim as at the date of this
                Agreement.

            


    

     

    
      	
              11

            	
              Warranty

            


    

     

    
      	
              11.1

            	
              The
                Employee represents and warrants:

            


    

     

    
      	
              11.1.1

            	
              that
                he has received advice from a “relevant independent adviser” (“the
                Adviser”) (for the purposes of the legislation specified in clause
                12 below) as to the terms and effect of this Agreement (and in
                particular its effect on the Employee’s ability to pursue his rights
                before an employment tribunal) and that he will procure that the
                Adviser
                forthwith provides a certificate in the form of Schedule 3 to this
                Agreement and that in such Schedule the name and other relevant
                details of the Adviser are correctly set
                out;

            


    

     

    
      
        
          
          

        

        
          8

          
            

          

        

        
          
          

        

      

    

     

    
      	
              11.1.2

            	
              that
                he has raised with the Adviser all facts and issues relevant to the
                Employment and its termination; and

            


    

     

    
      	
              11.1.3

            	
              that
                the Adviser has advised him that the claims and prospective proceedings
                listed at clause 10 and Schedule 1 are all of the claims and
                prospective proceedings that he has against the Company, any Associated
                Company or their, officers, directors, agents and employees arising
                out of
                or in connection with his Employment (including the termination thereof)
                and that he has no other claim.

            


    

     

    
      	
              11.2

            	
              The
                Employee further warrants that he will on the request of the Company
                or
                any Associated Company, assist it or them in any threatened or actual
                litigation concerning it or them where he has in his possession or
                knowledge any facts or other matters which the Company or any Associated
                Company reasonably considers is relevant to such legal proceedings
                (including but not limited to giving statements/affidavits, meeting
                with
                the legal and other professional advisers and attending any legal
                hearing and giving evidence).  Such assistance will also be
                given in any internal investigation or any regulatory
                proceedings.  The Company will reimburse the Employee for
                reasonable expenses properly incurred by him in giving such
                assistance.

            


    

     

    
      	
              11.3

            	
              The
                Employee warrants and represents that he has not at any time done
                or
                failed to do anything which amounts to a repudiatory breach of any
                express
                or implied term of the Employment which would (or would have) entitled
                the
                Company to terminate the Employment without notice or payment in
                lieu of
                notice.

            


    

     

    
      	
              12

            	
              Compliance
                with Legislation

            


    

     

    The
      conditions regulating compromise agreements contained in:

     

    
      	
              12.1

            	
              section
                203(3) Employment Rights Act 1996;

            


    

     

    
      	
              12.2

            	
              section
                77(4A) Sex Discrimination Act 1975 (in relation to claims under that
                Act and the Equal Pay Act
                1970);  

            


    

     

    
      	
              12.3

            	
              section
                72(4A) Race Relations Act 1976;

            


    

     

    
      	
              12.4

            	
              section
                288(2B) Trade Union and Labour Relations (Consolidation) Act
                1992;

            


    

     

    
      	
              12.5

            	
              Schedule
                3A Part 1 paragraph 2 Disability Discrimination Act
                1995;

            


    

     

    
      	
              12.6

            	
              regulation
                35(3) of the Working Time Regulations 1998;


            


    

     

    
      	
              12.7

            	
              section
                49(4) of the National Minimum Wage Act
                1998;

            


    

     

    
      
        
          
          

        

        
          9

          
            

          

        

        
          
          

        

      

    

     

    
      	
              12.8

            	
              regulation
                41(4) Transnational Information and Consultation of Employee Regulations
                1999;

            


    

     

    
      	
              12.9

            	
              regulation
                9 of the Part Time Workers (Prevention of Less Favourable Treatment)
                Regulations 2000;

            


    

     

    
      	
              12.10

            	
              regulation
                10 of the Fixed Term Employees (Prevention of Less Favourable Treatment)
                Regulations 2002;

            


    

     

    
      	
              12.11

            	
              Schedule
                4, Paragraph 2(2) Employment Equality (Sexual Orientation) Regulations
                2003;

            


    

     

    
      	
              12.12

            	
              Schedule
                4, Paragraph 2(2) Employment Equality (Religion or Belief) Regulations
                2003;

            


    

     

    
      	
              12.13

            	
              Regulation
                40(4) Information and Consultation of Employees Regulations
                2004;

            


    

     

    
      	
              12.14

            	
              paragraph
                12 of the schedule to the Occupational and Personal Pension Schemes
                (Consultation by Employers and Miscellaneous Amendment) Regulations
                2006;
                

            


    

     

    
      	
              12.15

            	
              Schedule
                5 paragraph 2(2) of the Employment Equality (Age) Regulations
                2006,

            


    

     

    are
      intended to be and have been satisfied.

     

    
      	
              13

            	
              Miscellaneous

            


    

     

    
      	
              13.1

            	
              This
                Agreement shall be governed by and interpreted in accordance with
                English
                Law.  The parties hereby submit to the jurisdiction of the High
                Court of Justice in England.

            


    

     

    
      	
              13.2

            	
              Subject
                to any provision which specifically refers to an Associated Company
                and
                which is intended to confer benefits on any such Associated Company,
                no
                term of this Agreement is enforceable by a person who is not party
                to
                it.

            


    

     

    
      	
              14

            	
              Whole
                agreement

            


    

     

    
      	
              14.1

            	
              This
                Agreement sets out the entire agreement between the parties and supersedes
                all prior discussions between them or their advisers and all statements,
                representations, terms and conditions, warranties, guarantees, proposals,
                communications and understandings whenever given and whether orally
                or in
                writing in relation to the termination of employment of the
                Employee.  If signed by all parties to the Agreement it shall
                then, notwithstanding being marked “without prejudice” or “without
                prejudice subject to contract” and subject to any written statement to the
                contrary, be treated as an open and binding
                agreement.

            


    

     

    
      	
              14.2

            	
              The
                Agreement may not be modified or amended except in writing signed
                by all
                the parties.

            


    

     

    
      
        
          
          

        

        
          10

          
            

          

        

        
          
          

        

      

    

     

    IN
      WITNESS whereof this Agreement has been executed the day and year first
      above written.

     

    
      


      
        	
                SIGNED
                  by Natalia Bikkenina, HR Director

              	 )	
                /s/
                  Natalia Bikkenina

              
	
                for
                  and on behalf of the Viewsonic Europe Limited

              	 )	 
	
                dated   28/11/2008

              	 )	 
	 	 	 
	 	 	 
	
                SIGNED
                  by Jan Jensen

              	 )	
                /s/
                  Jan Jensen

              
	
                the
                  Employee

              	 )	 
	
                dated   28/11/2008

              	 )	 


      

       

    

    
      
        
          
          

        

        
          11

          
            

          

        

        
          
          

        

      

    

     

    Schedule 1

     

    Claims

     

    


    
      	
              1.

            	
              any
                claim for wrongful dismissal or any other claim for breach of
                contract;

            


    

     

    
      	
              2.

            	
              any
                claim for unfair dismissal under Part X of the Employment Rights
                Act
                1996;

            


    

     

    
      	
              3.

            	
              any
                claim for a statutory redundancy payment pursuant to section 135
                of the
                Employment Rights Act 1996;

            


    

     

    
      	
              4.

            	
              any
                claim arising out of a contravention or an alleged contravention
                of Part
                II of the Employment Rights Act 1996 (protection of wages including
                any
                claim for unlawful deduction from wages pursuant to section 13 Employment
                Rights Act 1996 and Guarantee Payments pursuant to section 28 Employment
                Rights Act 1996);

            


    

     

    
      	
              5.

            	
              any
                claim in relation to the right of an itemised pay statement pursuant
                to s8
                Employment Rights Act 1996;

            


    

     

    
      	
              6.

            	
              any
                claim in relation to the right for written statement of reasons for
                dismissal pursuant to section 92 Employment Rights Act
                1996;

            


    

     

    
      	
              7.

            	
              any
                claim in relation to protection from suffering detriment in employment
                pursuant to Part V the Employment Rights Act
                1996;

            


    

     

    
      	
              8.

            	
              any
                claim in relation to exercising the right to time off work pursuant
                to
                Part VI the Employment Rights Act
                1996;

            


    

     

    
      	
              9.

            	
              any
                claim in relation to suspension from work pursuant to Part VII the
                Employment Rights Act 1996;

            


    

     

    
      	
              10.

            	
              any
                claim in relation to the right to take parental leave pursuant to
                the
                Employment Rights Act 1996;

            


    

     

    
      	
              11.

            	
              any
                claim in relation to the right to request contract variation for
                flexible
                working pursuant to section 80 Employment Rights Act
                1996;

            


    

     

    
      	
              12.

            	
              any
                claim arising out of a contravention or alleged contravention of
                the Trade
                Union and Labour Relations (Consolidation) Act 1992 as specified
                in
                section 18(1)(b) Employment Tribunals Act 1996 (excluding a claim
                for
                non-compliance of section 188);

            


    

     

    
      	
              13.

            	
              any
                claim pursuant to section 63 the Sex Discrimination Act 1975
                (discrimination, harassment and victimisation on the grounds of sex,
                marital status, gender re-assignment or civil partnership
                status);

            


    

     

    
      	
              14.

            	
              any
                claim pursuant to section 2 the Equal Pay Act 1970 (equal
                pay);

            


    

     

    
      	
              15.

            	
              any
                claim pursuant to section 54 Race Relations Act 1976 (discrimination,
                harassment and victimisation on the grounds of colour, race, nationality
                or ethnic or national origin);

            


    

     

    
      	
              16.

            	
              any
                claim pursuant to section 17A or 25(8) Disability Discrimination
                Act 1995
                (discrimination or harassment on grounds of
                disability);

            


    

     

    
      	
              17.

            	
              any
                claim pursuant to Reg 30 Working Time Regulations 1998 (working time
                or
                holiday pay);

            


    

     

    
      	
              18.

            	
              any
                claim pursuant to section 10 Employment Relations Act 1999 (right
                to be
                accompanied to a disciplinary or grievance
                hearing);

            


    

     

    
      
        
          
          

        

        
          12

          
            

          

        

        
          
          

        

      

    

     

    
      	
              19.

            	
              any
                claim pursuant to Regulation 15 of the Flexible Working (Procedural
                Requirements) Regulations 2002 and the Flexible Working (Eligibility,
                Complaints and Remedies) Regulations 2002 pursuant to section 80
                Employment Rights Act 1996;

            


    

     

    
      	
              20.

            	
              any
                claim pursuant to Regulation 28 the Employment Equality (Sexual
                Orientation) Regulations 2003 (discrimination, harassment on grounds
                of
                sexual orientation); 

            


    

     

    
      	
              21.

            	
              any
                claim pursuant to Regulation 28 the Employment Equality (Religion
                or
                Belief) Regulations 2003 (discrimination and harassment on grounds
                of
                religion or belief); 

            


    

     

    
      	
              22.

            	
              any
                claim pursuant to Reg 29 or 33 the Information and Consultation of
                Employees Regulations 2004

            


    

     

    
      	
              23.

            	
              any
                claim under S47B Employment Rights Act 1996;
                and/or

            


    

     

    
      	
              24.

            	
              any
                claim in relation to failure to elect appropriate representatives
                or
                inform or consult or any entitlement to compensation under the Transfer
                of
                Undertaking (Protection of Employment) Regulations
                2006;

            


    

     

    
      	
              25.

            	
              any
                claim in relation to the Occupational and Personal Pension Schemes
                (Consultation by Employers and Miscellaneous Amendment) Regulations
                2006;

            


    

     

    
      	
              26.

            	
              any
                claim pursuant to Regulation 36 the Employment Equality (Age) Regulations
                2006 (direct or indirect discrimination, harassment or victimisation
                on
                the grounds of age);

            


    

     

    
      	
              27.

            	
              any
                claim for failure to comply with obligations under the Human Rights
                Act
                1998;

            


    

     

    
      	
              28.

            	
              any
                claim for failure to comply with obligations under the Data Protection
                Act
                1998;

            


    

     

    
      	
              29.

            	
              any
                claim under any provision of directly applicable European
                law;

            


    

     

    
      	
              30.

            	
              any
                claim in respect of harassment under section 3 Protection from Harassment
                Act 1997; and

            


    

     

    
      	
              31.

            	
              any
                claims for physical or psychiatric illness relating to any acts of
                discrimination or any stress-related claims and/or any claims relating
                to
                depression.

            


    

     

    
      
        
          
          

        

        
          13

          
            

          

        

        
          
          

        

      

    

     

    Schedule 2

     

     Draft
      Letter of Resignation

     

    


    Private
      & Confidential

    Company
      Secretary

    Viewsonic
      Europe Limited and Viewsonic Netherlands

    Riverside
      House

    2a
      Southwark Bridge Road

    London

    SE1
      9HA

    


    November
      29, 2007

    Dear
      Sirs

     

    Please
      accept this letter as formal notice of my resignation as a Director of both
      Viewsonic Europe Limited and Viewsonic Netherlands and each of the
      companies named in the schedule below of which I am a Director.  Each
      of the named companies will be sent a copy of this letter of resignation
      addressed to that company secretary and should be accepted as an immediate
      resignation. My resignation as a Director of the Company
      is to be effective immediately. I acknowledge that I have no further claims
      as
      against each and any of these companies arising from any offices, trusteeships,
      secretaryships or any other arrangements for the provision of my services to
      it
      or them or the termination of it or them.

     

    You
      and
      the other company secretaries are asked to arrange for particulars of my
      resignation to be filed with the Registrar of Companies.

     

    Yours
      faithfully

    


     

    
      	
              SIGNED 
                

            	
              /s/
                Jan Jensen.

            
	 	 
	 	
              Jan Jensen

            
	 	 
	 	
              Viewsonic
                Netherland

            
	 	 
	 	
              Viewsonic
                Technology Gmbh

            
	 	 
	 	
              Registered
                Representative office Viewsonic Europe Ltd. in
                Russia

            
	 	 
	 	
              Registered
                Representative office Viewsonic Europe Ltd. in
                Ukraine

            


    

     

    
      
        
          
          

        

        
          14

          
            

          

        

        
          
          

        

      

    

     

    Schedule 3

     

    Certificate
      by UK Adviser

     

    


    I
      confirm
      that I have given independent legal advice to Jen Jensen as to
      the terms and effect of the above Agreement and in particular its effect on
      my
      client’s ability to pursue his rights before an employment
      tribunal.

    


    I
      confirm
      that I am a Solicitor of the Supreme Court holding both at the date of the
      above
      Agreement and at the date the said advice a current practising certificate
      and
      that there is and was at the time I gave the advice referred to above in force
      a
      policy of insurance which covers the risk of a claim by Jan
      Jensen in respect of any loss arising in consequence of
      that advice.

    


    
      


      
        	
                Signed

              	
                /s/
                  Nigel Forsyth

              	 
	
                Name

              	
                Nigel Forsyth

              	 
	
                Firm

              	
                Barker
                  Gillette

              	 
	
                Address
                  of firm    

              	
                11-12
                  Wigmore Place

              	 
	 	
                London
                  W1U 2LU

              	 


      

       

    

    
      
        
          
          

        

        
          15

          
            

          

        

        
          
          

        

      

    

    


    Schedule 4

     

    Statement

     

    To:
      Whom
      it my concern (Employees, customers, etc as applicable)

    


    From
      James Chu

    


    Re:
      Jan
      Jensen

    


    Effective
      (date), Jan Jensen has elected to leave the company to pursue his career
      elsewhere.

    


    After
      three years with ViewSonic, we are thankful for Jan’s contributions as the
      European arm of ViewSonic has steadily grown in revenue and market share under
      his leadership. We wish him all the best in his future endeavors.

    


    Alan
      will
      take responsibility for all Jan’s direct reports until a full organizational
      plan can be analyzed.

     

     

     16