Exhibit 10.1
SLS International, Inc.
0000 Xxxxx Xxxxxx
Xxxxxxxxxxx, XX 00000
July 17, 2002
Xxxxxx X. Xxxxx PLLC
000 Xxxxx Xxxxxx
Xxx Xxxx, XX 00000
Attn: Xxxxxx X. Xxxxx
Re: Xxxxxx X. Xxxxx v. SLS International, Inc.
(Settlement Agreement)
Gentlemen,
This letter memorializes the terms and concept agreed on for the settlement of
the captioned action between Xxxxxx X. Xxxxx PLLC ("Xxxxx") and SLS
International, Inc. (the "Company").
1. The Company and Xxxxx agree to settle the captioned action for
$40,000, in the form of a credit account with the Company in
favor of Xxxxx. The Company shall not be required to pay all
or any portion of such amount to Xxxxx, but Xxxxx shall only
be permitted to use the amount of such credit account in
payment of the exercise price of Company stock options issued
to Xxxxx for future services performed by Xxxxx. In a separate
agreement, Xxxxx and the Company have agreed upon the services
to be rendered by Xxxxx, and the terms of the options to be
granted for such services, with an aggregate exercise price
equal to $40,000.
2. In consideration for the Company's agreement to settle the
claim for $40,000 as set forth herein, and as a condition to
the Company's agreements contained herein, (a) simultaneously
herewith, Xxxxx and AVG shall sign the General Release in the
form attached hereto as Exhibit A; and (b) Xxxxx and AVG shall
sign the Stipulation in the form attached hereto as Exhibit B,
to be held in escrow by Xxxxx'x and AVG's attorney, Xxxxxx
Xxxxxxx ("Xxxxxxx"). Xxxxxxx shall deliver the General Release
to the Company, and Xxxxxxx shall file the Stipulation with
the Supreme Court of the State of New York, County of New
York, promptly following the parties' agreement on the
services to be performed pursuant to item 1 above, Xxxxx'x
performance of such services, and the Company's delivery of
the options as compensation for such services in accordance
with item 1 above.
[Signatures on following page.]
Very truly yours,
SLS International,
Inc.:
By
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Xxxx Xxxx, President
Accepted and Agreed:
Xxxxxx X. Xxxxx PLLC
By
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Xxxxxx X. Xxxxx, Principal
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Xxxxxx X. Xxxxx Xxxxxx Xxxxxxx