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RELEASE OF CLAIMS
The parties to this Release of Claims (the
"AGREEMENT") are PHOENIX FORMS, INC., a Georgia corporation,
together with any and all of its affiliates and subsidiaries
("Phoenix"), and WILLIAM R. FALCON ("Falcon"), an individual
residing in Gwinnett County, Georgia. The Agreement shall have an
Effective Date as of April 1, 2005 (the "Effective Date").
The specific terms and conditions of this Agreement are described
more particularly as follows:
A.
INTRODUCTION
1. PURPOSE OF AGREEMENT. Phoenix, Falcon and Alexander
Riess have entered into a Stock Purchase Agreement dated April 1,
2005 with VillageEDOCS Acquisition Corp. ("Acquisition Corp"), a
Florida corporation, pursuant to which Acquisition Corp has agreed
to purchase all shares of outstanding stock of Falcon (the
"Purchase Agreement"). As a condition to closing of the
transactions described in the Purchase Agreement, Acquisition Corp
has required that Falcon and Phoenix enter into this
Agreement. The purpose of this Agreement is to compromise,
settle and dispose of all claims, potential claims, losses,
damages, demands, potential litigation and disputes that Falcon may
have against Phoenix that arise out of, relate to or in any way
concern Falcon' employment, stockholder relationship, or any other
relationship of Falcon with Phoenix, to the extent arising prior to
the Effective Date.
2. FALCON'S RELEASE OF PHOENIX. For and in
consideration of the foregoing and the other good and valuable
consideration that is set forth in the Purchase Agreement, Falcon
hereby releases and forever discharges Phoenix, as well as all of
its directors, officers, shareholders, employees, agents,
representatives and attorneys, of and from all claims that ever
existed and which arose out of, relate to or concern in any way
Falcon' employment, stockholder relationship, or any other
relationship of Falcon with Phoenix. This release therefore
includes all claims whether they are now known or unknown, matured
or unmatured, in law or in equity, that Falcon ever had, now has or
may later claim to have against Phoenix, its directors, officers,
shareholders, employees, agents, representatives and attorneys
arising
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