1. FORMER EMPLOYER, as used herein, shall at all times mean FORMER EMPLOYER, Inc., its predecessors, parent, subsidiaries and affiliates; their respective successors and assigns; and their respective current, former or future officers, Board members, shareholders, employees, agents or representatives, whether in their individual or official capacities.

2. OFFICER 1, as used herein, shall at all times mean OFFICER 1, his agents, attorneys and all other persons acting on his behalf.

3. OFFICER 2, as used herein, shall at all times mean OFFICER 2, his agents, attorneys and all other persons acting on his behalf.

4. In consideration of this Agreement and General Release, FORMER EMPLOYER agrees to pay FORMER EMPLOYEE the sum of AMOUNT, payment of which sum shall be made within eight (8) days of receipt by the legal counsel of FORMER EMPLOYER, OFFICER 1 and OFFICER 2 of a duly-executed original of this Agreement and General Release and a signed Stipulation of Dismissal, as is described more fully in Paragraph 8 herein. Payment shall be made by a check in the above-stated amount to the order of "FORMER EMPLOYEE," which check shall be sent by certified mail to FORMER EMPLOYEE ATTORNEY.

5. The above payment to FORMER EMPLOYEE represents full and complete settlement of alleged damages to him for any acts or omissions by FORMER EMPLOYER, OFFICER 1 and/or OFFICER 2. The parties hereto agree that no portion of this sum will be considered a payment of wages or a substitute for wages which may be claimed by FORMER EMPLOYEE or on his behalf against FORMER EMPLOYER, OFFICER 1 and/or OFFICER 2, and that this sum is compensation solely for alleged tort claims and personal injuries.

6. The parties understand, agree and intend that upon payment by FORMER EMPLOYER of the sum referred to in Paragraph 4 hereof, FORMER EMPLOYEE will have received complete satisfaction of any and all claims, whether known, suspected, or unknown, that he may have or have had against FORMER EMPLOYER, OFFICER 1 or OFFICER 2. FORMER EMPLOYEE hereby waives any and all relief not explicitly provided for herein. FORMER EMPLOYEE, for himself and his heirs, legal representatives, beneficiaries, assigns and successors in interest, hereby releases and forever discharges FORMER EMPLOYER, OFFICER 1 and OFFICER 2 of and from any and all actions or causes of action, suits, debts, claims, complaints, contracts, controversies, agreements, promises, damages, claims for attorneys' fees, claims for punitive damages, judgments, and demands whatsoever, in law or equity, he ever had from the beginning of the world to the date of this Agreement and General Release, including, but without limiting the generality of the foregoing, any claim alleging violation of G.L. c. 93A, G.L. c. 151B, or the Age Discrimination in Employment Act, 29 U.S.C. ¤¤ 621, et seq.; breach of contract, fraud, or quantum meruit; violation of any other local, state or federal law, regulation or ordinance; or pursuant to any common law theory of tort or contract.

7. FORMER EMPLOYEE agrees not only to release and discharge FORMER EMPLOYER, OFFICER 1 and OFFICER 2 from any and all claims which he could make on his own behalf, but also those which may have been or may be made by any other person or organization on his behalf, and he specifically waives any right to become, and promises not to become, a member of any class in a case in which any claim or claims are asserted against FORMER EMPLOYER, OFFICER 1 and OFFICER 2 involving any events occurring on or before the date of this Agreement and General Release and further agrees that he shall not aid or encourage the filing or conduct of litigation or any other legal proceeding against FORMER EMPLOYER, OFFICER 1 or OFFICER 2 by any other person on his behalf or on such person's own behalf.

8. FORMER EMPLOYEE agrees immediately to execute, by his counsel, the attached Stipulation of Dismissal of Civil Action No. NUMBER, filed with the COURT, and denominated FORMER EMPLOYEE v. FORMER EMPLOYER, OFFICER 1, and OFFICER 2, and to forward forthwith the executed Stipulation to FORMER EMPLOYER ATTORNEY to be held in escrow until receipt and clearance of the payment to FORMER EMPLOYEE in accordance with Paragraph 4 herein, and thereupon to be filed with said Court. In the event that for any reason the filing of the said Stipulation does not result in the complete and final dismissal of said action, FORMER EMPLOYEE agrees not to voluntarily testify, provide documents, or otherwise participate, or to permit others to participate voluntarily on his behalf, in any further litigation arising therefrom or associated therewith. In such event, FORMER EMPLOYEE also agrees to execute such other papers or documents as counsel for FORMER EMPLOYER, OFFICER 1 and OFFICER 2 determines may be necessary to have said suit dismissed, with prejudice.

9. The parties agree to bear their own costs in connection with said civil action.

10. FORMER EMPLOYEE affirms that he has not caused or permitted to be filed any other currently pending charge, complaint or action against FORMER EMPLOYER, OFFICER 1 and OFFICER 2. In the event that there is outstanding any such charge, complaint or action, FORMER EMPLOYEE agrees to seek his immediate withdrawal and dismissal with prejudice. In the event that for any reason said charge, complaint, or action is not withdrawn, FORMER EMPLOYEE agrees not to voluntarily testify, provide documents or otherwise participate, or to permit others to participate voluntarily on his behalf, in any investigation or litigation arising therefrom or associated therewith. FORMER EMPLOYEE further agrees to execute such other papers or documents as counsel to FORMER EMPLOYER, OFFICER 1 and OFFICER 2 determines may be necessary to have said charge, complaint or action dismissed with prejudice.

11. FORMER EMPLOYEE and his attorneys agree and promise not to disclose, either directly or indirectly, in any manner whatsoever, any information regarding either the substance or existence of his asserted claims against FORMER EMPLOYER, OFFICER 1 and OFFICER 2, or the existence or terms of this Agreement and General Release, to any person or organization, including but not limited to, members of the press and media, present and former officers, employees and agents of FORMER EMPLOYER, and other members of the public. This paragraph shall not be construed to apply to information provided by FORMER EMPLOYEE to applicable state and federal tax collection agencies.

12. The Parties agree that this Agreement and General Release shall not constitute an admission by FORMER EMPLOYER, OFFICER 1 and OFFICER 2 and that it shall not be admissible into evidence in any legal proceeding, except a proceeding to enforce the terms of this Agreement and General Release or a proceeding before a federal or state tax authority regarding the tax status of the payment referred to in Paragraph 4 herein.

13. FORMER EMPLOYEE agrees that he shall not seek or accept employment with FORMER EMPLOYER in the future and that, unless invited to do so in writing by an official of FORMER EMPLOYER, he will refrain from visiting any office or working area of FORMER EMPLOYER and from contacting employees of FORMER EMPLOYER at any location during their working time.

14. This Agreement and General Release may not be modified, altered or changed except upon the express prior written consent of the parties.

15. This Agreement and General Release contains all the terms and conditions agreed upon by the parties hereto with reference to the subject matters hereof. No other agreements, oral or otherwise, shall be deemed to exist or to bind either of the parties hereto. No representative of either party hereto had or has any authority to make any representation or promise not contained in this Agreement and General Release, and each of the parties hereto acknowledges that each has not executed this Agreement and General Release in reliance upon any such representation or promise.

16. This Agreement and General Release may be executed in any number of counterparts, each of which shall be deemed to be an original and all of which together shall be deemed to be one and the same instrument.

17. FORMER EMPLOYEE acknowledges and agrees that he understands the meaning of this Agreement and General Release and that he freely and voluntarily enters into it after conferring with counsel. FORMER EMPLOYEE agrees that no fact, evidence, event or transaction currently unknown to him but which may hereafter become known to him shall affect in any manner the final and unconditional nature of the releases set forth above.

18. FORMER EMPLOYEE is hereby advised that he has twenty-one (21) days to consider this Agreement and General Release and that he should consult with his attorney prior to executing this Agreement and General Release. For a period of seven (7) days after executing this Agreement and General Release, FORMER EMPLOYEE may revoke this Agreement and General Release by so notifying FORMER EMPLOYER ATTORNEY. The Releases contained herein shall not become effective or enforceable until said seven day period has expired. The revocation of said Agreement and General Release shall constitute a breach of this Agreement and General Release and shall render this Agreement and General Release null and void.

19. This Agreement and General Release shall in all respects be interpreted, enforced, governed and construed by and under the law of the Commonwealth of Massachusetts.