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Exhibit 6.22
SEVERANCE AGREEMENT
This Severance Agreement (hereinafter "Agreement") is made and entered
into effective as of the 23rd day of November, 1999, by and between FutureOne,
Inc., a Nevada corporation and its affiliates, subsidiaries and related entities
(hereinafter referred to as the "Company"), and ▇▇▇▇▇▇▇ ▇. NORTHERN (hereinafter
referred to as "Northern"). The Company and Northern shall hereinafter be
referred to collectively as the "Parties."
WHEREAS, Northern and the Company entered into an Employment Agreement,
dated as of July 27, 1998 (as such agreement may have been amended or
supplemented, the "Employment Agreement"), pursuant to which the Company agreed
to retain Northern, and Northern agreed to serve, as the President and Chief
Executive Officer of the Company.
WHEREAS, Northern serves as President and Chief Executive Officer of
the Company and as a member of the Company's Board of Directors.
WHEREAS, Northern wishes to resign from active employment with the
Company and, in connection therewith, the Company and Northern wish to terminate
the Employment Agreement with the Company effective November 23, 1999
("Separation Date"); and
WHEREAS, Northern wishes to resign from the Board of Directors of the
Company effective the Separation Date.
NOW, THEREFORE, for and in consideration of the mutual agreements
herein described and agreed to be performed, the Parties agree as follows:
A. CONSIDERATION PAID BY THE COMPANY TO NORTHERN
1. MONETARY PAYMENTS. The Company agrees to provide Northern with the
payment and other items of valuable consideration listed below:
(a) The Company shall pay to Northern a total separation
payment of $100,000 payable in twelve (12) equal monthly installments.
Each subsequent installment of the separation payment shall be due and
payable within 15 days following the end of the month for which such
payment is due. The first installment of the separation payment
pursuant to this Section A.1. shall be due and payable on January 15,
2000.
(b) In addition to the amount set forth in Section A.1.(a),
the Company shall pay Northern a lump sum cash payment equal to
$50,000. Such amount shall be due and payable within ten business days
following the date of this Agreement.
(c) In addition to the amounts set forth in Sections A.1(a)
and (b), within five (5) business days following the date of this
Agreement, the Company shall pay to Northern all outstanding board of
director fees owed to Northern.
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(d) Northern shall reimburse the Company for any outstanding
charges incurred by Northern on Company credit cards for personal or
other expenses not related to the Company or the Company's business, to
be determined by Northern and the Company's Board of Directors.
(e) All accrued salary payable to Northern as of the
Separation Date, which shall be paid within five business days
following the Separation Date.
(f) All vested options to purchase common stock which are held
by Northern and are unexercised as of the close of business on the
Separation Date shall remain exercisable during the term of and
pursuant to their underlying stock option agreements, notwithstanding
that Northern's employment will terminate as of the Separation Date,
subject however to all limitations and conditions contained in such
stock option agreement and the Company's 1999 Key Employee Stock Option
Plan.
(g) All amounts payable pursuant to this Section A.1.(a) and
(e) shall be made in accordance with the Company's regular payroll
policies in effect from time to time.
2. RMI STOCK. Subject to the terms and conditions of the Asset Purchase
Agreement by and between the Company and ▇▇▇.▇▇▇, Inc. ("RMI") dated as of
November 19, 1999, Northern shall receive 47,031 shares of RMI common stock, par
value $0.001 per share ("RMI Common Stock"), on or before May 23, 1999, in
exchange for his delivery to the Company of 200,000 shares of the Company's
common stock owned by Northern ("Northern Shares"), which are free and clear of
any liabilities, including all debts, obligations, claims limitations, liens,
security interests and or any other encumbrances. The RMI Stock will be subject
to all restrictions, conditions and limitations as set forth in the Asset
Purchase Agreement.
3. CONTINUED BENEFITS. The Company shall pay the premiums for health
and dental insurance coverage as provided by COBRA, which coverage shall be no
less than Northern's insurance coverage immediately preceding the date of this
Agreement as provided by the Company, for Northern's continued benefit and the
benefit of his eligible beneficiaries, until November 23, 2000.
4. COMPANY CAR. As and for additional consideration under this
Severance Agreement, Northern shall continue to have full access to and use of
the 1999 Lincoln Navigator (AZ License Plate "FUTO"). The Company agrees to pay
the lease payments and Northern's insurance premiums on such vehicle through
November 2000.
B. WAIVER OF CLAIMS
In exchange for the consideration provided in Section A above and the
other covenants, terms and conditions, Northern hereby agrees to the following:
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1. NORTHERN RELEASE.
(a) Northern does hereby knowingly, voluntarily, and
irrevocably release and discharge the Company, its stockholders,
officers, directors, partners, agents, representatives, attorneys,
employees, contractors, managers, predecessors, successors, other
affiliates, assigns and all other persons or entities acting by,
through, under, or in concert with any of them (hereinafter
collectively referred to as the "Company Released Parties") from any
and all claims, demands, liabilities, judgments, damages, expenses, or
causes of action of any kind or nature whatsoever which Northern, his
heirs, personal representatives, and assigns, and each of them, may now
or hereafter have or assert, whether now known or unknown, arising out
of his employment relationship with the Company and his resignation and
termination therefrom or otherwise. The claims which are waived,
released and discharged include, but are not limited to, breach of
express or implied contract; breach of the covenant of good faith and
fair dealing; wrongful discharge; public policy torts of any kind or
nature; discrimination on the basis of age, sex, religion, disability,
race, or any other reason prohibited by applicable law; claims under
the Civil Rights Act of 1991; the Labor Management Relations Act; the
Family and Medical Leave Act; Title VII of the Civil Rights Act of
1964; the Equal Pay Act; the Employee Retirement Income Security Act of
1974; the Americans with Disabilities Act; or the Age Discrimination in
Employment Act, all as amended, or any state or local law; tort claims
of any kind whatsoever, any other common law or statutory claims;
claims for salary, wages, vacation pay, severance pay, bonus payments,
or earnings of any kind, fringe benefits, medical or hospital expenses
or benefits, litigation expenses, attorneys' fees, employment
reinstatement, compensatory damages of any kind, liquidated or
statutory damages, and any other amounts; any and all other damages
arising out of or connected in any way whatsoever with the employment
of Northern by the Company at any time before the date of this
Agreement, or with the separation of such employment, whether known by
the Parties at the time of the execution of this Agreement or not.
b. Northern hereby knowingly, voluntarily and irrevocably
releases, acquits and forever discharges the Company Released Parties,
or any of them, from all causes of action and claims of any kind which
could be brought against the Company Released Parties, or any of them,
arising out of the Employment Agreement, or any other agreement, oral
or otherwise, or document executed prior to the date hereof by Northern
and the Company Released Parties, or any of them, or otherwise.
Northern further warrants that he has not assigned any cause of action
released herein to any other person or entity prior to the execution of
this Agreement. In addition, and in particular, Northern, knowingly,
voluntarily and irrevocably releases, acquits and forever discharges
the Company Released Parties from all causes of action and claims which
were or could have been brought or asserted in connection with his
employment with the Company.
c. Notwithstanding any other provision of this Agreement,
Northern does not waive or release his rights or claims (i) in respect
of salary accruing to Northern through the date of this Agreement or
for reimbursement of expenses incurred by Northern through the date of
this Agreement to the extent reimbursable under this Agreement and in
accordance with the Company's usual policies and procedures or (ii) to
any
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indemnification by the Company with respect to which Northern may be
eligible, by reason of any statute or any provision of the Company's
Bylaws or Articles of Incorporation, pertaining to any claim which may
be asserted against Northern (including any claim in any suit, action
or proceeding, whether civil, criminal, administrative or
investigative), by reason of Northern being an officer, director,
employee or agent of the Company.
Northern acknowledges that the considerations afforded him under this
Agreement, including the payments described in Section A above, are in full and
complete satisfaction of any claims Northern may have, or may have had, arising
out of his employment with the Company, or the termination thereof.
2. COMPANY RELEASE. The Company hereby knowingly, voluntarily, and
irrevocably releases and discharges Northern, his heirs, personal
representatives and assigns from any and all claims, demands, liabilities,
judgements, damages, expenses, or causes of action of any kind or nature
whatsoever, arising or accruing on or prior to the date hereof, which the
Company may have had or may now or hereafter have or assert, whether now known
or unknown; provided, however, the claims which are waived, released and
discharged pursuant to this Agreement do not include any claims related to or
arising out of, either directly or indirectly, acts or omissions of Northern
which constitute willful misconduct, fraud, bad faith, intentional violations of
fiduciary duties, or gross negligence.
C. COMPANY PROPERTY
1. RETURN OF PROPERTY. Northern shall return all Company property,
including, without limitation, handbooks or manuals, building or office access
cards, keys and credit cards immediately upon November 23, 1999. Northern shall
promptly return all computer equipment immediately prior to the close of
business on November 23, 1999; provided, however, Northern shall not be
responsible for returning any of the Company's equipment to the extent such
equipment has a value of $17,500 or less on the date hereof.
2. INVENTIONS AND PROPRIETARY INFORMATION.
(a) All inventions, discoveries, computer programs, data,
technology, designs, innovations and improvements, among other things,
(whether or not patentable and whether or not copyrightable)
("Inventions") related to the business of the Company, including,
without limitation which are made, conceived, reduced to practice,
created, written, designed or developed by Northern, solely or jointly
with others and whether during normal business hours or otherwise,
during the period of Northern's employment by the Company prior to
execution of this Agreement through the Separation Date or thereafter
if resulting or directly derived from Proprietary Information (as
defined below) or if resulting or directly derived through work, time
and effort for which the Company compensated Northern, shall be the
sole property of the Company. Northern will not disclose any
Proprietary Information to any person or entity other than employees of
the Company who have a need to know such information or use the same
for any purposes (other than in the performance of his duties as an
employee of the Company) without
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written approval by an officer of the Company, either during or after
his employment with the Company, unless and until such Proprietary
Information has become public knowledge without fault by Northern.
(b) Northern agrees that all files, letters, memoranda,
reports, records, data, program listings, or other written,
photographic, or other tangible material containing Proprietary
Information, whether created by Northern or others, which shall come
into his custody or possession, shall be and are the exclusive property
of the Company to be used by Northern only in the performance of his
duties for the Company. All such materials or copies thereof and all
tangible property of the Company in the custody or possession of
Northern shall be delivered to the Company on November 23, 1999. After
such delivery, Northern shall not retain any such materials or copies
thereof or any such tangible property.
(c) Northern agrees that his obligation not to disclose or to
use information and materials of the types set forth in paragraphs (a)
and (b) above, and his obligation to return materials and tangible
property, set forth in paragraph (b) above, also extends to such types
of information, materials and tangible property of customers of the
Company or suppliers to the Company or other third parties who may have
disclosed or entrusted the same to the Company or to Northern.
(d) For purposes of this Agreement, "Proprietary Information"
means and includes the following: the identity of clients or customers
or potential clients or customers of the Company or its affiliates; any
written, typed or printed lists, or other materials identifying the
clients or customers of the Company or its affiliates; any financial or
other information supplied by clients or customers of the Company or
its affiliates; any and all data or information involving the Company,
its affiliates, programs, methods, or contacts employed by the Company
or its affiliates in the conduct of their business; any lists,
documents, manuals, records, forms, or other material used by the
Company or its affiliates in the conduct of their business; and any
other secret or confidential information concerning the Company's or
its affiliates' business or affairs. The terms "list," "document" or
other equivalents, as used in this subparagraph (d), are not limited to
a physical writing or compilation but also include any and all
information whatsoever regarding the subject matter of the "list" or
"document," whether or not such compilation has been reduced to
writing. "Proprietary Information" shall not include any information
which: (i) is or becomes publicly available through no act or failure
of Northern; (ii) was or is rightfully learned by Northern from a
source other than the Company before being received from the Company;
or (iii) becomes independently available to Northern as a matter of
right from a third party. If only a portion of the Proprietary
Information is or becomes publicly available, then only that portion
shall not be Proprietary Information hereunder.
D. NO DISPARAGEMENT
The Parties agree that, as part of the consideration for this
Agreement, and as an expression of their desire to obtain an amicable
termination of their employment and business
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relationship, neither party will make disparaging or derogatory statements,
whether oral or written, about the other party, or in the case of the Company,
its subsidiaries, affiliates, officers, directors, employees or agents, for a
five (5) year period effective at the date of execution of this Agreement unless
required to by law.
E. CONFIDENTIALITY
1. NONDISCLOSURE. Northern shall keep confidential the terms and
existence of this Agreement and the negotiations that led to its creation and
execution to any third party or parties for a five (5) year period effective at
the date of execution of this Agreement unless required to by law. Any breach of
this paragraph, including the disclosure of the foregoing confidentiality
provision, shall be deemed a material breach of this Agreement.
2. CONFIDENTIAL MATERIAL. In the course of Northern's employment by the
Company, Northern agrees that he had access to secret or confidential technical
and commercial information, business plans and strategies, financial
information, financial forecasts, business records, information regarding key
business relationships, records, data, specifications, systems, methods, plans,
designs, policies, inventions, material and other knowledge ("Confidential
Material"), whether or not copyrighted, owned by the Company. Northern
recognizes and acknowledges that the Confidential Material is valuable, special
and unique to the Company's business. All such Confidential Material shall be
and remain the property of the Company. Northern hereby affirms that during the
course of his employment with the Company he has not disclosed any Confidential
Information to any third party except in good faith and in the course of
fulfilling his assigned responsibilities. Northern shall not, directly or
indirectly, either during the term of the Agreement under Section C, or at any
time thereafter, disclose or disseminate to anyone or make use of, for any
purpose whatsoever, any Confidential Material. Northern shall not be deemed to
have breached this Section E if Northern shall be specifically compelled by
lawful order of any judicial, legislative, or administrative authority or body
to disclose any Confidential Material or else face civil or criminal penalty or
sanction. The term "Confidential Material" does not include information which
(i) is currently or becomes generally available to the public other than as a
result of a disclosure by Northern or (ii) becomes available to Northern on a
nonconfidential basis from a source other than the Company or its
representatives provided that such source is not bound, to Northern's knowledge
after due inquiry, by a confidentiality agreement with respect to such
information.
3. REMEDIES. Northern hereby agrees that damages and any other remedy
available at law would be inadequate to redress or remedy any loss or damage
suffered by the Company upon any breach of the terms of this Section E by
Northern, and Northern therefore agrees that the Company, in addition to
recovering on any claim for damages or obtaining any other remedy available at
law, also may enforce the terms of this Section E by injunction or specific
performance, and may obtain any other appropriate remedy available in equity.
F. NON-COMPETE
1. NO COMPETITION. Northern agrees that for a period of one (1) year
commencing on the Separation Date, unless the Company breaches one or more of
its payment obligations
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under Section A.1.(a), (b), (c) or (e) of this Agreement in which case this
Section F shall no longer be in effect, he shall not engage in, plan for,
organize, work for, or assist, directly or indirectly, any business with
operations in Arizona or Colorado that is competitive, directly or indirectly,
with the Company's business, nor solicit participants in or customers of the
Company's products and services, nor use Northern's knowledge of the Company or
its business in any manner that competes, directly or indirectly, with, or
otherwise may adversely affect, the Company. Northern expressly understands that
the Company has a legitimate business purpose in requiring Northern to abide by
all of the restrictions described in this paragraph. Northern acknowledges that
the services he rendered, and may render, to the Company, the information
exchanged between all parties in connection with rendering those services, and
Northern's and the Company's relationships with the Company's customers,
consultants, employees, vendors, banks, accountants, and any other Company
product or service participants, purchasers and suppliers are each of a unique
and valuable character. Northern acknowledges that any competition by Northern
for a one (1) year period following the Separation Date would materially and
unfairly harm the Company's ability to carry out its business.
2. LIMITATION OF ACTIVITIES IN ARIZONA AND COLORADO. Northern agrees
that for a period of one (1) year after the Separation Date, unless the Company
breaches one or more of its payment obligations under Section A.1.(a), (b), (c)
or (e) of this Agreement in which case this Section F shall no longer be in
effect, the foregoing restrictions shall prohibit Northern from participating in
the following non-exclusive list of activities.
(a) Participate in, be employed in any capacity by, serve as
director, consultant, agent or representative for, or have any
interest, directly or indirectly, in any enterprise which is engaged in
a business competitive to any products or services of the Company or
any of its subsidiaries, affiliates or joint ventures existing or
proposed, or at the locations at which any of such entities is
providing services or proposes to provide services at any time during
the term of this Agreement, or which are competitive to any products
and services offered or being actively developed by the Company to
Northern's knowledge, with the bona fide intent to market same.
(b) In addition, Northern agrees that he shall observe the
covenants set forth in this Section G and shall not own, either
directly or indirectly or through or in conjunction with one or more
members of her family or her spouse's family or through any trust or
other contractual arrangement, a greater than five percent (5%)
interest in, or otherwise control either directly or indirectly, any
partnership, corporation, or other entity which has products and
services that are competitive to any products and services being
developed or otherwise offered by the Company during the term of this
Agreement or being actively developed by the Company during the term of
this Agreement with a bona fide intent to market same. Northern further
agrees, for such one-year period following the Separation Date, to
refrain from directly or indirectly soliciting the Company's vendors,
customers or employees, except that the Northern may solicit the
Company's vendors or customers in connection with a business that does
not compete with the Company.
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(c) Northern agrees not to provide services as an employee or as a
consultant to any entity that is competitive, directly or indirectly,
with the Company or its products and services in Arizona and Colorado.
3. REMEDIES. Northern hereby agrees that damages and any other remedy
available at law would be inadequate to redress or remedy any loss or damage
suffered by the Company upon any breach of the terms of this Section F by
Northern, and Northern therefore agrees that the Company, in addition to
recovering on any claim for damages or obtaining any other remedy available at
law, also may enforce the terms of this Section F by injunction or specific
performance, and may obtain any other appropriate remedy available in equity,
without the need to post a bond or other security.
If any provision of this Section F is deemed, as a matter of law, to be
unreasonable as to time, area, or scope by any court or arbitrator, then such
court or arbitrator shall have authority to modify this paragraph as to time,
area or scope, but only to the limited extent necessary to make this paragraph
reasonable and in a manner intended to preserve the relative expectations,
benefits and intents of the parties hereto.
G. RESIGNATIONS. Northern hereby resigns as an officer, director and employee of
the Company and its affiliates effective November 23, 1999. The Company hereby
accepts Northern's voluntary resignation from employment effective November 23,
1999.
H. TERMINATION OF EMPLOYMENT. The Company and Northern hereby agree that the
Employment Agreement is terminated as of the date hereof and Northern agrees
that the Company has no obligation or liability thereunder and that the Company
has fully performed and fulfilled its obligations thereunder.
I. DIRECTORS' AND OFFICERS' INSURANCE; INDEMNIFICATION. To the extent that the
Company maintains an insurance policy or policies providing liability insurance
for officers or directors of the Company or fiduciaries of any other
corporation, partnership, joint venture, trust, employee benefit plan or other
enterprise which such person serves at the request of the Company, the Company
shall cause Northern to be covered by such policy or policies in accordance with
the terms thereof to the maximum extent of the coverage available to all of the
directors and officers of the Company under such policy or policies. In the
event that (a) Northern is made a party to, or threatened to be made a party to,
any threatened or pending action, suit or proceeding brought by any third party,
whether civil, criminal, administrative or investigative, by reason of the fact
that he was an officer, director, employee or agent of the Company or an
affiliate of the Company or was serving at the request of the Company as a
director, officer, employee or agent of any other corporation, partnership,
joint venture, trust or other enterprise, and (b) the Company provides
indemnification and/or defends and holds harmless with respect to such action,
suit or proceeding to any other person who is or was an officer, director,
employee or agent of the Company or an affiliate of the Company or is or was
serving at the request of the Company as a director, officer, employee or agent
of any other corporation, partnership, joint venture, trust or other enterprise,
and (c) the indemnification and/or defense and holding harmless provided to such
other person is more favorable than the
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indemnification and/or reimbursement of expenses to which Northern would be
entitled but for this Section 7, then the Company shall provide indemnification
and/or reimbursement of expenses (as the case may be) to Northern in the same
amount, at the same time, and on the same terms and conditions as such
indemnification and/or reimbursement of expenses are provided by the Company to
such other person.
2. GENERAL. This Agreement is entered into and shall be interpreted,
enforced and governed by the laws of the State of Arizona, regardless of
conflict of laws rules. Any action regarding this agreement shall be brought in
a court in Maricopa County, Arizona. In any proceeding to enforce this
Agreement, the non-prevailing party will pay the costs and reasonable attorneys'
fees of the prevailing party.
J. REPRESENTATIONS OF EMPLOYEE
Northern, by his execution of this Agreement, represents and warrants
that the following statements are true:
1. That he has been given a fair and reasonable opportunity to read
this entire Agreement, that this Agreement is written in a manner that is
understandable to him and he has read and has had all questions regarding its
meaning and content answered to his satisfaction;
2. That he fully understands the contents of this Agreement and
understands that it is a full waiver of all claims against the Company;
3. That this full waiver of all claims is given in return for valuable
consideration, as provided under the terms of this Agreement;
4. That he entered into this Agreement knowingly and voluntarily in
exchange for the promises referenced in this Agreement, and that no other
representations have been made to him to induce or influence him to execute this
Agreement;
5. That he has been advised that he may consult with counsel of his own
choosing or such other persons as he may deem advisable before signing this
Agreement.
6. That he understands, agrees and acknowledges that the law firm of
Squire, ▇▇▇▇▇▇▇ & ▇▇▇▇▇▇▇ L.L.P. has not represented him in his individual
capacity at any time and will not represent or advise him with respect to this
Agreement; and
7. That the Northern Shares are free and clear of any liabilities,
including all debts, obligations, claims, limitations, liens, security interests
and/or any other encumbrances whatsoever.
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K. MISCELLANEOUS
1. PENDING OBLIGATIONS. This Agreement and all provisions thereof,
including all representations and promises contained herein, are contractual and
not a mere recital and shall continue in permanent force and effect.
2. ENTIRE AGREEMENT. This Agreement constitutes the sole and entire
agreement of the Parties with respect to the subject matter hereof, and there
are no agreements of any nature whatsoever between the Parties hereto regarding
the subject matter hereof. The Parties expressly acknowledge and agree that that
certain Employment Agreement, upon execution of this Agreement, be of no further
force or effect. No provision of this Agreement shall be amended, waived or
modified except by an instrument in writing, signed by the Parties hereto.
3. NO VIOLATION OF LAW, ETC. It is understood and agreed that the
execution of this Agreement by the Company is not to be construed as an
admission of any violation of any statute, law or regulation or breach of any
contract or agreement or other liability on its part to Northern other than to
comply with the terms of this Agreement.
4. ENFORCEABILITY. This Agreement may be enforced in any jurisdiction
within or outside the United States and this Agreement shall constitute a
severable and enforceable agreement in each of such jurisdictions,
notwithstanding any contrary choice of law or venue provisions set forth herein.
In the event that any portion of this Agreement is found to be invalid, illegal
or unenforceable for any reason whatsoever, that portion shall be considered to
be severable and the remainder of this Agreement shall continue to be in full
force and effect. The parties shall negotiate in good faith to preserve each
partner's anticipated benefits hereunder.
5. GOVERNING LAW. This Agreement shall be governed in all respects,
whether as to validity, construction, capacity, performance, or otherwise, by
the laws of the State of Arizona, without regard to conflict of law principles.
The parties hereto hereby consent to personal jurisdiction in any court of
appropriate subject matter jurisdiction located in Arizona County in which the
Company's principal executive officers are situated.
6. REMEDIES. In the event of default or breach set forth in the above
paragraphs are intended to be non-exclusive, and either party may, in addition
to such remedies, seek any additional remedies available either in law or in
equity.
7. ARBITRATION. Any dispute or controversy arising under or in
connection with this Agreement shall be settled by arbitration in Phoenix,
Arizona in accordance with the rules of the American Arbitration Association.
Judgement may be entered on the arbitrator's award in any court having
jurisdiction over this Agreement. The nonprevailing party shall pay the fees,
costs, and expenses of the arbitration proceeding (including reasonable
attorneys' fees).
8. BINDING; ASSIGNMENT. The Agreement shall be binding upon and inure
to the benefit of the successors and assigns of the parties hereto. No party
hereto may assign or transfer its rights or delegate its duties or obligations
hereunder without the prior written consent of the
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other party; and any document, instrument or act for which consent has not been
obtained purporting to effect any such assignment, transfer or delegation shall
be void.
9. CONSTRUCTION. The parties agree that any rule of construction to the
effect that ambiguities are to be resolved against the drafting party shall not
apply in the interpretation of this Agreement or any amendments or exhibits
hereto.
10. COUNTERPARTS. This Agreement may be executed in any number of
counterparts, and each such counterpart will be deemed to be an original, and
all such counterparts shall constitute one and the same instrument.
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement on
the dates get forth below.
DATED as of the 23rd day of November, 1999.
/s/ ▇▇▇▇▇▇▇ ▇. Northern
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▇▇▇▇▇▇▇ ▇. NORTHERN
DATED as of the 23rd day of November, 1999.
FUTUREONE, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇
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Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇
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Title: Secretary
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State of Arizona )
) ss.
County of Maricopa )
On this 23rd day of November, 1999, before me personally appeared
▇▇▇▇▇▇▇ ▇. Northern who voluntarily executed the foregoing Severance Agreement.
/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇
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Notary Public
My Commission Expires:
August 19, 2001
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State of Arizona )
) ss.
County of Maricopa )
On this 23rd day of November, 1999, before me personally appeared
▇▇▇▇▇▇▇ ▇▇▇▇▇, who voluntarily executed the foregoing Severance Agreement on
behalf of FutureOne, Inc., as its Corp. Secretary and duly authorized agent.
/s/ ▇▇▇▇ ▇. ▇▇▇▇
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Notary Public
My Commission Expires:
July 17, 2003
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