EXHIBIT 10.1
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RESIGNATION AGREEMENT
This Resignation Agreement (the "Agreement") dated August 26, 2005 between
iVoice Technology, Inc., a New Jersey corporation, with offices at 750 Highway
34, Matawan, NJ 07747 (the "Company") and Arie Seidler, an individual with
offices at 750 Highway 34, Matawan, NJ 07747 (the "Employee")
W I T N E S S E T H
WHEREAS, the Employee wishes to terminate his employment relationship and the
Company agrees to accept his resignation; and
WHEREAS, the Employee wishes his resignation to be effective immediately; and
NOW, THEREFORE, in consideration of the mutual covenants and agreements
contained herein, and other good and valuable consideration equal to the sum of
Ten Dollars ($10), the receipt sufficiency of which is hereby acknowledged, the
parties agree as follows:
1. The Company and Employee acknowledge that on August 23, 2005 (the "Date of
Resignation"), the Employee verbally provided the Company with his verbal
notification of his resignation as an employee, President and Chief
Executive Officer of the Company (the "Resignation"). This Agreement
confirms this Resignation.
2. Effective as of the Date of Resignation, the Company and the Employee
mutually agree to terminate the employment of the Employee with all rights
and obligations of both parties terminating on the Date of Resignation,
except as provided in this Agreement. The Company shall pay the Employee
all wages earned through the Date of Resignation.
4. The Employee agrees that he is not due any accrued vacation, sick or
personal days. From the date hereof, the Employee is not eligible for any
personal, sick and/or vacation days.
5. The Company and the Employee both agree not to make any disparaging
statements concerning each other including, the Company or any of its
officers, directors, employees or any of the Company's affiliated companies
or their officers, directors and employees.
6. The Employee agrees to return all property to the Company on the Date of
Resignation, including, but not limited to any cellular telephones,
computers, keys and any Company credit cards.
7. The Employee and the Company will not at any time testify or give evidence
in any forum concerning the Company, unless the Employee is: (i) required
by law to do so, or (ii) requested to do so in writing by an authorized
official of the Company.
8. Effective as of the date hereof, the Employee, Arie Seidler, individually,
for himself, ( the "Employee Releasor"), does hereby release, acquit, and
forever discharge iVoice Technology, Inc. and any parent, subsidiary or
affiliate corporation, partnership, limited liability company,
proprietorship, trust, any Affiliate or other form of business entity
related directly or indirectly to the foregoing, and each of their
respective heirs, administrators, executors, beneficiaries, legatees,
devisees, trusts, trustees, insurers, attorneys, experts, consultants,
partners, joint venturers, members, officers, directors, shareholders,
employees, contractors, alter egos, agents, representatives, predecessors,
successors and assigns (collectively the "Company Releasees") of and from
any and all claims, actions, causes of action, judgments, awards, costs,
expenses, attorneys' fees, debts, obligations, promises, representations,
warranties, demands, acts, omissions, rights and liabilities, of any kind
and nature whatsoever, including but not limited to those at law, in
equity, in tort, in contract, whether or not asserted to date, and whether
known or unknown, suspected or unsuspected, which have arisen, are arising,
or may in the future arise, directly or indirectly, from, or any other
matter or transaction of any kind or nature undertaken thereunder from the
beginning of time until the date hereof (the matters referred to above
being hereinafter referred to as the "Employee Released Claims"); PROVIDED,
HOWEVER, that nothing in this Release shall release Company Releasees from
any of its obligations under this Resignation Agreement.
9. Effective as of the date hereof, iVoice Technology, Inc., for itself (the
"Company Releasor"), does hereby release, acquit, and forever discharge the
Employee, Arie Seidler, individually and each of his respective heirs,
administrators, executors, beneficiaries, legatees, devisees, trusts,
trustees, insurers, attorneys, experts, consultants, partners, joint
venturers, members, officers, directors, shareholders, employees,
contractors, alter egos, agents, representatives, predecessors, successors
and assigns (the "Employee Releasees") of and from any and all claims,
actions, causes of action, judgments, awards, costs, expenses, attorneys'
fees, debts, obligations, promises, representations, warranties, demands,
acts, omissions, rights and liabilities, of any kind and nature whatsoever,
including but not limited to those at law, in equity, in tort, in contract,
whether or not asserted to date, and whether known or unknown, suspected or
unsuspected, which have arisen, are arising, or may in the future arise,
directly or indirectly, from, or any other matter or transaction of any
kind or nature undertaken thereunder from the beginning of time until the
date hereof (the matters referred to above being hereinafter referred to as
the "Company Released Claims"); PROVIDED, HOWEVER, that nothing in this
Release shall release Employee Releasees from any of its obligations under
this Resignation Agreement.
IVOICE TECHNOLOGY, INC. ARIE SEIDLER
By: _________________________ By: _________________________
Name: _______________________ Date: _______________________
Title: ______________________
Date: _______________________