SEPARATION AGREEMENT AND GENERAL RELEASE
Exhibit
10.26
This
Agreement, effective as of April 1, 2007 (“Effective Date”), is between GoFish
Corporation (“Company”) and Xxxx Xxxxxx (“Consultant”) (individually, “Party”;
collectively, “Parties”).
RECITALS
WHEREAS,
Consultant is currently engaged by Company as an independent contractor pursuant
to a Consulting Agreement between the Parties dated February 26, 2007
(“Consulting Agreement”).
WHEREAS,
Consultant
and Company have determined that it is in their mutual interests to terminate
the Consultant Agreement effective as of April 1, 2007 (“Termination Date”) and
for each to waive all claims under the Consulting Agreement as of the Effective
Date.
NOW,
THEREFORE,
the
Parties hereby agree as follows:
1. Termination
of Consulting Agreement.
The
Consulting Agreement is hereby terminated as of the Termination
Date.
2. Mutual
Release of Claims under Consulting Agreement.
Consultant hereby releases and forever discharges Company and its present
and
former stockholders, officers, directors, agents, employees, attorneys,
successors, and assigns, and Company hereby releases and forever discharges
Consultant and his successors, heirs, representatives, and assigns, from
all
claims, rights, obligations, liabilities, and causes of action arising from
or
relating to the Consultant Agreement or the termination thereof (“Released
Claims”). By way of example and not in limitation of the foregoing, Released
Claims shall include, but not be limited to, claims for services, compensation,
benefits, and stock options.
3. Integration.
The
Parties understand and agree that the preceding Sections recite the sole
consideration for this Agreement; that no representation or promise has been
made by Consultant or Company concerning the subject matter of this Agreement,
except as expressly set forth in this Agreement; and that all agreements
and
understandings between the Parties concerning the subject matter of this
Agreement are embodied and expressed in this Agreement. This Agreement shall
supersede all prior or contemporaneous agreements and understandings between
Consultant and Company whether written or oral, express or implied, relating
to
the Consulting Agreement.
4. Governing
Law.
This
Agreement shall be governed by and construed in accordance with the law of
the
State of California.
5. Counterparts.
This
Agreement may be executed in counterparts. True copies of such executed
counterparts may be used in lieu of an original for any purpose.
[Signature
page follows]
The
Parties have duly executed this Agreement as of the date first set forth
above.
/s/
Xxxx
Xxxxxx
Xxxx
Xxxxxx
GoFish
Corporation
/s/
Xxxxxxx Xxxxxxx
By:
Xxxxxxx Xxxxxxx
Its:
Chief Executive Officer
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