EXHIBIT 2.2
MUTUAL GENERAL RELEASE
THIS MUTUAL GENERAL RELEASE, dated this 17th day of December, 1998, is hereby
entered into by and among XXXX XXXX, XXXX XXXX, XXXX XXXXXXXXXXX (hereinafter
collectively "First Party") and GMG COMPUTER CONSULTANTS, INC. (hereinafter
"Second Party").
First Party and Second Party, for and in consideration of the mutual releases
provided herein, the receipt of which is hereby acknowledged, with the
intention of binding themselves and all of their beneficiaries, successors,
heirs and assigns, do hereby remise, release, acquit, satisfy, and forever
discharge each other and their respective officers, agents subsidiaries,
affiliates, successors, predecessors and attorneys of and from all, and all
manner of actions, causes of action, suits, debts, dues, sums of money,
accounts, covenants, contracts, controversies, agreements, promises, damages,
judgments, executions, claims, and demands whatsoever, in law or in equity,
which either party ever had, now has, or which any personal representative,
successor, heir or assign of either party arising from, based upon, or by
reason of any matter, cause or thing whatsoever, or any other thing, whether
now known or unknown, suspected or unsuspected which either party now has or
way have against each other, occurring or existing at anytime, to and
including the date hereof including, without in any manner limiting the
foregoing, any of the foregoing arising from or relating to that certain
Acquisition Agreement, dated July 22, 1997, by and between GMG and INI, Xxxx
X. Xxxx, Xxxx Xxxx, and Xxxx Xxxxxxxxxxx. This Mutual General Release does
not pertain to that certain Reversion Agreement dated December 17th, 1998, as
between the above identified parties.
This Mutual General Release shall be effective as a full and final accord and
satisfaction, bar and general release of all tights, claim, demands,
misrepresentations, non-disclosures, damages, debts, liabilities, accounts,
compensation, reckonings, obligations, costs, contracts, agreements, expenses,
liens, prior relationships, loss of use, loss of services, consequential
damages, judgments and executions, actions and causes of action, of every kind
and nature whatsoever, whether now known or unknown, suspected of unsuspected
of the parties, hereto. It is the intention of the parties to fully, finally
and forever settle and release all of the matters being released herein,
whether now known or unknown, suspected or unsuspected which now exist, may
exist or heretofore have existed between themselves. In furtherance of this
intention, the mutual releases herein given shall be and remain in effect as a
full and complete general mutual release notwithstanding the discovery or
existence of any additional or different claims or facts or the failure of any
consideration or promises between the parties no matter what they may be for
any reason whatsoever. This Mutual General Release is not contingent upon the
performance of any conditions precedent or subsequent.
Should any party constituent thereof bring any action or proceeding for the
enforcement of, or seek a declaration of the Court or any other adjudicating
body as to, or assert by way of defense or offset in any suit or other
proceedings, any of the release matters, herein, there shall be awarded to the
prevailing party thereof all reasonable attorneys' fees and costs.
This Mutual General Release may be signed in one or more counterparts, all of
which together shall serve as an original. A facsimile of a signed copy of
this Mutual General Release shall serve as an original executed copy for all
purposes.
IN WITNESS WHEREOF, the parties hereto have executed this instrument on the
date set forth above.
Witnesses: GMG COMPUTER CONSULTANTS, INC.
/s/Xxxx Xxxxxxxx By: /s/ Xxxxxxx X. Xxxxxx
Title: President
FIRST PARTY:
Xxxx Xxxx
/s/Xxxx Xxxxxxxx By: /s/ Xxxx Xxxx
Xxxx Xxxx
/s/Xxxx Xxxxxxxx By: /s/ Xxxx Xxxx
Xxxx Xxxxxxxxxxx
/s/Xxxx Xxxxxxxx By: /s/ Xxxx Xxxxxxxxxxx
GMG COMPUTER CONSULTANTS, INC.
By: /s/ Xxxxxxx X. Xxxxxx
/s/Xxxx Xxxxxxxx Title: President
