SETTLEMENT AGREEMENT
This Agreement entered into between XXXXXXX XXXXXXX, and SONOMA FINANCIAL
CORPORATION, is entered into by the parties in compromise of that claim asserted
by XXXXXXX XXXXXXX under Will County, Illinois case number 99 L 596. In return
for the dismissal of Will Count, Illinois case number 99 L 596 by XXXXXXX
XXXXXXX, SONOMA FINANCIAL CORPORATION agrees:
1. To immediately issue 450,000 shares of the common stock of SONOMA
HOLDING CORPORATION (symbol VMAX), said shares being unrestricted, and
negotiable. Said shares are to be issued to XXXXXXX XXXXXXX on the date that
this Agreement is signed by the parties.
2. SONOMA FINANCIAL CORPORATION shall, upon execution of this Agreement pay
to XXXXXXX XXXXXXX the sum of $6,000.00 in reimbursement of attorneys' fees or,
at its option may instead immediately issue an additional 120,000 shares of
unrestricted negotiable common stock of SONOMA FINANCIAL CORPORATION.
3. SONOMA FINANCIAL CORPORATION shall pay to XXXXXXX XXXXXXX the total sum
of $125,000.00 pursuant to the following schedule:
A. $3,000.00 per month on October 1, 2000, November 1, 2000, and December
1, 2000;
SONOMA FINANCIAL CORPORATION shall pay the sum of $5,000.00 to XXXXXXX
XXXXXXX on January 1, 2001, and shall continue paying $5,000.00 on the first of
each consecutive month until the total sum of $125,000.00 has been paid to
XXXXXXX XXXXXXX.
It is further agreed between the parties that any payment due of the first
of the month, which has not been received by XXXXXXX XXXXXXX by the tenth of
said month shall result in SONOMA FINANCIAL CORPORATION paying a penalty of ten
percent of said payment due to XXXXXXX XXXXXXX. It is further agreed between the
parties that any payment due on the first of any month, and not received by
XXXXXXX XXXXXXX by the twenty-fifth (25th) day of said month, shall be a breach
of said agreement by SONOMA FINANCIAL CORPORATION, causing the remaining balance
of said $125,000.00 to be then and there immediately due in total to XXXXXXX
XXXXXXX.
It is further agreed to between the parties that should it be necessary for
XXXXXXX XXXXXXX to take legal action to enforce his rights under this agreement,
he shall be entitled to the payment of all his attorneys fees and costs by
SONOMA FINANCIAL CORPORATION.
Dated this 20th day of September, 2000.
/s/ Xxxxxxx X. Xxxxxxx /s/ D. Xxxxxxx Xxxxx
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XXXXXXX XXXXXXX XXXXXXX XXXXX
Chairman and Chief Executive Officer
Of SONOMA FINANCIAL CORPORATION
