Hasbro (HAS)

COMPANY’S POST-TERMINATION OBLIGATIONS

2.1

The Company shall, no later than 30 days after the Termination Date, pay to Employee £26,414 in compensation for the termination of Employee’s employment and his loss of office (the “Termination Payment”).  The Company and the Employee believe that the Termination Payment will be tax free.  Notwithstanding the foregoing, however, Employee shall indemnify the Company on a continuing basis in respect of any income tax or national insurance contribution (save for employers’ national insurance contributions) in respect of the Termination Payment (and any related interest, penalties, costs and expenses).

2.2

Other than the Termination Payment and amounts payable under the Company’s Pension Scheme, Employee agrees that he will have no entitlement to any payment or other benefits from the Company after the Termination Date.  Without limiting the foregoing, Employee specifically acknowledges that he will not be entitled to any bonus for or relating to services provided during the 2007 fiscal year.  Employee also acknowledges that his rights with respect to any Company stock options will be governed exclusively by the terms of the specific plans pursuant to which such options were granted, and that any options that have not vested as of the Termination Date will expire as of that date and will not be available for exercise.  Except as specifically set forth in this clause 2, Employee expressly waives any right or claim that he has or may have to any payments, benefits, award programmes or grants of any equity interests under any policy or programme of the Company, or to any other payment, benefit or award that he may have been entitled to had his employment not terminated.