Chief Executive Officer
EXECUTIVE
/s/Mats Berglund
Mats Berglund
EXHIBIT A
ACCEPTANCE FORM AND RELEASE
Release
1.
I AGREE AND ACKNOWLEDGE THAT THE
PAYMENTS AND OTHER BENEFITS PROVIDED PURSUANT TO THE CHANGE OF CONTROL
PROTECTION AGREEMENT ("AGREEMENT"), DATED JANUARY 1, 2006: (I) ARE IN FULL
DISCHARGE OF ANY AND ALL LIABILITIES AND OBLIGATIONS OF THE COMPANY TO ME,
MONETARILY OR WITH RESPECT TO EMPLOYEE BENEFITS OR OTHERWISE, INCLUDING BUT NOT
LIMITED TO ANY AND ALL OBLIGATIONS ARISING UNDER ANY ALLEGED WRITTEN OR ORAL
EMPLOYMENT AGREEMENT, POLICY, PLAN OR PROCEDURE OF THE COMPANY AND/OR ANY
ALLEGED UNDERSTANDING OR ARRANGEMENT BETWEEN ME AND THE COMPANY; AND (II) EXCEED
ANY PAYMENT, BENEFIT, OR OTHER THING OF VALUE TO WHICH I MIGHT OTHERWISE BE
ENTITLED UNDER ANY POLICY, PLAN OR PROCEDURE OF THE COMPANY AND/OR ANY AGREEMENT
BETWEEN ME AND THE COMPANY.
2.
IN CONSIDERATION FOR THE PAYMENTS AND
BENEFITS TO BE PROVIDED TO ME PURSUANT TO THE AGREEMENT, I FOREVER RELEASE AND
DISCHARGE THE COMPANY FROM ANY AND ALL CLAIMS.
THIS INCLUDES CLAIMS THAT ARE
NOT SPECIFIED IN THIS ACCEPTANCE FORM AND RELEASE (THIS "RELEASE"), CLAIMS OF
WHICH I AM NOT CURRENTLY AWARE, CLAIMS UNDER: (I) THE AGE DISCRIMINATION IN
EMPLOYMENT ACT, AS AMENDED; (II) TITLE VII OF THE CIVIL RIGHTS ACT OF 1964, AS
AMENDED; (III) THE AMERICANS WITH DISABILITIES ACT, AS AMENDED; (IV) THE
EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED (EXCLUDING CLAIMS
FOR ACCRUED, VESTED BENEFITS UNDER ANY EMPLOYEE BENEFIT PENSION PLAN OF THE
COMPANY IN ACCORDANCE WITH THE TERMS AND CONDITIONS OF SUCH PLAN AND APPLICABLE
LAW); (V) THE WORKERS' ADJUSTMENT AND RETRAINING NOTIFICATION ACT; (VI) THE
FAMILY AND MEDICAL LEAVE ACT; (VII) ANY CLAIM UNDER THE NEW YORK STATE HUMAN
RIGHTS LAW AND THE NEW YORK CITY ADMINISTRATIVE CODE; (VIII) ANY OTHER CLAIM
(WHETHER BASED ON FEDERAL, STATE, OR LOCAL LAW, STATUTORY OR DECISIONAL)
RELATING TO OR ARISING OUT OF MY EMPLOYMENT, THE TERMS AND CONDITIONS OF SUCH
EMPLOYMENT, THE SEPARATION OF SUCH EMPLOYMENT, AND/OR ANY OF THE EVENTS RELATING
DIRECTLY OR INDIRECTLY TO OR SURROUNDING THE SEPARATION OF THAT EMPLOYMENT,
INCLUDING, BUT NOT LIMITED TO, BREACH OF CONTRACT (EXPRESS OR IMPLIED), WRONGFUL
DISCHARGE, DETRIMENTAL RELIANCE, DEFAMATION, EMOTIONAL DISTRESS OR COMPENSATORY
OR PUNITIVE DAMAGES; AND (IX) ANY CLAIM FOR ATTORNEYS' FEES, COSTS,
DISBURSEMENTS AND/OR THE LIKE.
NOTWITHSTANDING ANYTHING HEREIN TO THE CONTRARY,
THE SOLE MATTERS TO WHICH THIS RELEASE DOES NOT APPLY ARE (I) THE RIGHTS OF
INDEMNIFICATION AND DIRECTORS AND OFFICERS LIABILITY INSURANCE COVERAGE TO WHICH
I WAS ENTITLED IMMEDIATELY PRIOR TO MY TERMINATION; AND (II) MY RIGHTS UNDER ANY
TAX-QUALIFIED PENSION PLAN OR CLAIMS FOR ACCRUED VESTED BENEFITS UNDER ANY OTHER
EMPLOYEE BENEFIT PLAN, POLICY OR ARRANGEMENT MAINTAINED BY THE COMPANY OR UNDER
THE CONSOLIDATED OMNIBUS BUDGET RECONCILIATION ACT OF 1985.
3.
THIS RELEASE APPLIES TO ME AND TO
ANYONE WHO SUCCEEDS TO MY RIGHTS, SUCH AS MY HEIRS, EXECUTORS, ADMINISTRATORS OF
MY ESTATE, TRUSTEES, AND ASSIGNS.
THIS RELEASE IS FOR THE BENEFIT OF (I) THE
COMPANY, (II) ANY RELATED CORPORATION OR ENTITY, (III)