PROXIM CORPORATION. By: /s/ Keith E. Glover --------------------------------
PROXIM CORPORATION. By: --------------------------------- Name: Title: EXHIBIT C CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF SERIES A CONVERTIBLE PREFERRED STOCK OF PROXIM CORPORATION Pursuant to Section 151 of the General Corporation Law of the State of Delaware The undersigned, pursuant to the provisions of Section 151 of the General Corporation Law of the State of Delaware, does hereby certify that, pursuant to the authority expressly vested in the Board of Directors of Proxim Corporation, a Delaware corporation (the "CORPORATION"), by the Corporation's Certificate of Incorporation, the Board of Directors of the Corporation (the "BOARD OF DIRECTORS") has duly provided for the issuance of and created a series of Preferred Stock (the "PREFERRED STOCK") of the Corporation, par value $.01 per share, and in order to fix the designation and amount and the voting powers, designations, preferences and relative, participating, optional and other special rights, and the qualifications, limitations and restrictions, of a series of Preferred Stock, has duly adopted this Certificate of Designations, Preferences and Rights of Preferred Stock (the "CERTIFICATE"). Each share of such series of Preferred Stock shall rank equally in all respects and shall be subject to the following provisions:
PROXIM CORPORATION. By: /s/ Merle Gilmore --------------------------------------------- Xxxxx Xxxxore, on behalf of the Board UNDERSTOOD AND AGREED: /s/ Xxxxxxxx Xxkin ------------------------------------ Jonathan Zakin 0/00/00 ------------------------------------ Date EXHIBIT A GENERAL RELEASE OF ALL CLAIMS I, Jonathan Zakin, understand and agree that my employment, and my servxxx xx xxx xxxacity, with Proxim Corporation (the "Company") terminated on August 5, 2003. In consideration for the benefits provided to me by the Company, as described in the separation agreement (the "Agreement," incorporated by reference herein) between the Company and me which I executed on August 21, 2003, which benefits I would not otherwise be entitled to, I hereby make the following representations, warranties and affirmations:
PROXIM CORPORATION. By: ------------------------------------------------- Merle Gilmore, on behalf of the Board Understood and Agreed: --------------------------------------------- Jonathan Zakin --------------------------------------------- Date EXHIBIT A GENERAL RELEASE OF ALL CLAIMS I, Jonathan Zakin, understand and agree that my employment, and my servixx xx xxx xxxxcity, with Proxim Corporation (the "Company") terminated on August 5, 2003. In consideration for the benefits provided to me by the Company, as described in the separation agreement (the "Agreement," incorporated by reference herein) between the Company and me which I executed on August 21, 2003, which benefits I would not otherwise be entitled to, I hereby make the following representations, warranties and affirmations:
PROXIM CORPORATION. By: ---------------------------- Name: Xxxxxx Xxxxxxxx Title: President and Chief Executive Officer
