SEPARATION AGREEMENT AND GENERAL
RELEASE
This Separation Agreement and General Release (this
"Agreement") is between Christopher G. Pizzo ("Employee") and Siena
Technologies, Inc. ("Siena"), dated as of the 25 th day
of May 2007. Employee and Siena are referred to collectively as the
“Parties.”
WHEREAS, Employee is currently serving as a Director
and as the Chief Financial Officer at Siena, and Siena and Employee
have mutually determined to conclude and terminate their employment
relationship and Employee’s service on the Board of Directors
of Siena on the terms provided herein; and
WHEREAS, Employee and Siena desire to resolve all
claims, disputes and causes of action which Employee, Employee's
heirs, executors, administrators and assigns (the “Employee
Released Parties”) have or may have against Siena and its
officers, directors, agents, employees, agents, successors and
assigns (the “Siena Released Parties”) and all claims,
disputes and causes of action which the Siena Released Parties may
have against the Employee Released Parties;
NOW THEREFORE, the Parties hereby agree as
follows:
1.
Resignation . Employee
hereby resigns as a Director at Siena effective immediately.
Employee hereby resigns as the Chief Financial Officer of Siena
effective upon the earlier to occur of (i) notification from the
Board of Directors of Siena that the resignation is effective or
(ii) the date of the Company’s submission to the Securities
and Exchange Commission of its Form 10-QSB for the period ending
June 30, 2007, (the "Separation Date").
2.
Payment . In addition
to payment of salary through the Separation Date, Siena shall pay
Employee the sum of (i) $90,000.00 (ninety thousand dollars) less
any applicable withholding taxes, which is equal to
Employee’s current monthly salary, for a period of six
months, in accordance with Employee’s Employment Agreement
effective March 27, 2006, (ii) Employee’s monthly car
allowance for a period of six months, (iii) Employee’s
monthly life insurance allowance for a period of six months, and
(iv) Employee’s accrued and unpaid vacation pay (the
“Separation Payment”). Siena will make the Separation
Payment as follows: (i) Siena will pay a first installment
consisting of $45,000 (forty five thousand dollars) plus
Employee’s accrued and unpaid vacation pay through the
Separation Date, less any applicable withholding taxes on the
Separation Date (ii) Siena will pay Employee’s monthly car
allowance within 5 business days of receiving an invoice from
Employee, (iii) Siena will pay Employee’s monthly life
insurance allowance in the same manner as it is currently being
paid, and (iv) Siena will pay a second installment of $45,000
(forty five thousand dollars) less any applicable withholding taxes
within 90 days following the Separation Date.
3.
Termination of Stock Options and
Warrants . Effective as of the Separation
Date, all of Employee’s outstanding options and warrants to
purchase the common stock of Siena or other securities issued by
Siena shall be terminated and cancelled and shall be of no further
force and effect.
4.
Release of Siena .
Effective as of the Separation Date, except for the obligations of
Siena under this Agreement, Employee, on behalf of Employee and the
Employee Released Parties, does hereby release, acquit and forever
discharge the Siena Released
