Exhibit 10.03
SETTLEMENT AND RELEASE AGREEMENT
This Settlement and Release Agreement (Agreement) is made by and
between Schimatic Cash Transactions Xxxxxxx.xxx, Inc., a Florida corporation
with principal offices at 000 Xxxx 0000 Xxxxx, Xxxx Xxxx Xxxx, Xxxx 00000, the
parent corporation and sole owner of IC One, Inc., a Delaware Corporation, and
INTERNATIONAL BUSINESS MACHINES CORPORATION ("IBM"), a New York Corporation.
SCTN has entered into the following written agreements:
IBM Customer Agreement Number VJ61633
IBM Global Services Statement of Work Numbers CHWWA and CJFGA
IBM claims that SCTN has failed to meet certain responsibilities and
obligations in connection with the aforesaid agreements, including failure to
pay $1.97 million which is due under the agreements.
The parties now desire to settle any potential liability that may have
been incurred as a result of the matter mentioned above. Therefore, with the
consideration and mutual promises listed below, the parties agree as follows:
1. SCTN will pay $1,200,000 to IBM in eleven installment payments
according to the following payment schedule:
DUE NO LATER THAN AMOUNT
----------------- ------
September 30, 2001 $70,000.00
October 30, 2001 $70,000.00
November 30, 2001 $70,000.00
December 30, 2001 $70,000.00
January 30, 2002 $70,000.00
February 30, 2002 $70,000.00
March 30, 2002 $80,000.00
April 30, 2002 $80,000.00
May 28, 2002 $80,000.00
June 30, 2002 $90,000.00
July 30, 2002 $90,000.00
August 30, 2002 $90,000.00
September 30, 2002 $90,000.00
October 30, 2002 $90,000.00
November 30, 2002 $90,000.00
------------------------------------------------------
TOTAL OF PAYMENTS $1,200,000.00
2. IBM will charge no late fees as long as SCTN adheres to this payment
plan. IBM will charge, and SCTN is additionally liable for a late fee charge of
2% per month for any payments that become past due under this Agreement.
3. IBM will return to SCTN shares of stock which SCTN had previously
issued to IBM, and hereby authorizes cancellation of all shares in IBM's name,
including any shares held in escrow.
4. To induce IBM to enter into this Agreement, SCTN shall and hereby
does release and discharge IBM and their respective officers, directors, agents,
employees, representatives, successors and assigns of and from ail claims,
demands, debts, damages, duties, causes of action, actions, and suits
whatsoever, in law or equity, which it now has or to which it may hereafter
become entitled, on account of any act, failure to act, or event occurring prior
to the date of this Agreement, including claims and damages not yet
ascertainable, if there be any, as well as those known, and it does hereby
acknowledge satisfaction thereof.
5. SCTN, in executing this Agreement, does not rely on any inducements,
promises, or representations made by IBM, with the exception of the
consideration cited herein.
6. SCTN agrees not to publicize or disclose the terms and conditions of
this Agreement or the underlying circumstances except with the prior written
consent of IBM.
7. This Agreement shall be binding upon and inure to the benefit of the
parties hereto and with respect to each of its successors and assigns.
8. SCTN acknowledges that it has read this Agreement carefully, has had
an opportunity to review it with its counsel of choice, and has freely and
voluntarily agreed to the releases and obligations set forth in this Agreement.
9. The laws of the State of New York shall govern this Agreement.
Executed by the authorized representatives of:
Schimatic Cash Transaction Xxxxxxx.xxx, Inc. (SCTN)
By: /s/ Xxx Xxxxxxxx
-----------------------------------------
Name: Xxx Xxxxxxxx
Title: President and CEO
Date: 8/2/01
INTERNATIONAL BUSINESS MACHINES CORPORATION
By: /s/ Xxxxx X. Xxxx
---------------------------------------
Name: Xxxxx Xxxx
Title: Principal, IBM Global Services
Date: 8-2-2001
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