Exhibit 10.3
AGREEMENT OF TERMINATION
This Agreement of Termination (this "Termination") is entered into as of
the 26th day of February, 1999 between INFONAUTICS, INC., a Pennsylvania
corporation formerly known as Infonautics Corporation (the "Corporation"), and
XXXXXX XXXXXX ("Xxxxxx").
WHEREAS, the parties entered into a Consulting Agreement effective as of
July 1, 1994 that was amended by Amendment No. 1 thereto effective as of August
1, 1996 and Amendment No. 2 thereto effective as of August 1, 1998 (the
"Agreement");
WHEREAS, Melman has requested the termination of the Agreement effective as
of January 31, 1999 and the parties have agreed to such termination and the
Corporation has agreed to provide for final compensation to Melman thereunder.
NOW, THEREFORE, in consideration of the mutual promises contained herein
and intending to be legally bound hereby, the parties agree as follows:
1. The Agreement is hereby terminated and ended, and shall be of no
further force and effect.
2. As consideration for Melman's consulting services to the Corporation
under the terms of the Agreement and as full and final payment thereunder,
Melman shall be paid a consulting fee equal to 3,918 shares of Class A Common
Stock of the Corporation. Except as set forth in this Paragraph 2 of this
Termination, the Corporation shall have no further obligation to Melman under
the Agreement.
3. Melman remises, releases and forever discharges the Corporation and
its successors and assigns, from any and all rights, claims, demands,
agreements, contracts, covenants, promises, actions, suits, causes of action,
obligations, bonds, variances, controversies, debts, costs, sums of money,
expenses, accounts, damages, judgments, losses and liabilities of whatever kind
or nature, in law or in equity or otherwise, whether known or unknown which
Melman ever had, now has, or shall in the future have, or which its successors,
assigns or representatives shall or may in the future have, for any reason
whatsoever arising out of or relating to the Agreement.
4. This Termination may be executed in one or more counterparts, each of
which shall be deemed an original, but all of which together shall constitute
one and the same instrument.
IN WITNESS WHEREOF, the parties have executed this Termination on the date
first written above.
INFONAUTICS, INC.
By: /s/ Xxxxxx X. Xxxxx, Xx. /s/ Xxxxxx Xxxxxx
Title: VP + General Counsel XXXXXX XXXXXX
