0001193125-06-032773 Sample Contracts

TO: Diane Kayser FROM: Ron Elliot DATE: September 13, 2005 RE: Separation Agreement
Excelligence Learning Corp • February 15th, 2006 • Retail-catalog & mail-order houses • California

This confirms the agreement (the “Agreement”) between Excelligence Learning Corporation (the “Company”) and you regarding the terms of your separation from the Company. This Agreement (except for paragraph 1, which is effective immediately) will become effective on the eighth (8) day after you have signed the agreement (the “Effective Date”), unless you revoke the Agreement within the period set forth in paragraph 5.d below, in which case the Agreement, and the parties’ obligations hereunder, will be null and void.

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