SEPARATION AGREEMENT AND GENERAL RELEASE
This Separation Agreement and General Release (this "Agreement") is between Jeffrey R. Hultman ("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 Executive 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 Executive Officer of Siena effective upon the close of business on Friday, May 25, 2007 (the "Separation Date").
2. Payment . In addition to payment of salary through the Separation Date, Siena shall pay Employee the sum of (i) $96,000, 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 7, 2005, (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. Siena may make the Separation Payment in a lump sum payment on June 15, 2007 or in twelve (12) equal installments to be paid twice per month for the six (6) months immediately following June 15, 2007 on the same dates that Siena pays its employees.
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 Parties from any and all liabilities, damages, causes of action and claims of any nature, kind or description whatsoever including, but not limited to: (i) all known, unknown and unanticipated claims of whatever kind and nature,
whether foreseen or unforeseen; (ii) any and all known, unknown and unanticipated claims or causes of action for costs and attorneys' fees; and (iii) any and all known, unknown and unanticipated clai