SEPARATION AGREEMENT AND GENERAL RELEASE

In consideration for my signing of this Separation Agreement and General Release (“Agreement”) and agreement to abide by its terms, Innodata Isogen, Inc. (“Innodata Isogen”) agrees to provide me with:

(a) Continuation of my employment through June 30, 2009 per the terms of the employment agreement attached to this Agreement as Exhibit A.

I understand and agree that I would not receive such consideration except for my execution of this Agreement and my fulfillment of the promises contained in this document that apply to me.

I acknowledge this Agreement is invalid if signed before April 27, 2009, the date of my resignation as Executive Vice President and Chief Financial Officer of Innodata Isogen. A copy of my resignation letter is attached to this Agreement as Exhibit B.

  I knowingly and voluntarily release and forever discharge, to the full extent permitted by law,  Innodata Isogen, its affiliates, subsidiaries, divisions, successors and assigns, and their current and former partners, affiliates, owners, agents, officers, directors, employees, successors and assigns, individually and in their corporate capacities and Innodata Isogen’s attorneys, insurers, employee benefit plans, programs and arrangements and their administrators, functionaries and fiduciaries (collectively referred to throughout the remainder of this Agreement as “Releasees”), of and from any and all claims, known or unknown, asserted and unasserted, that I, my heirs, executors, administrators, successors and assigns, have or may have against Releasees as of the date of my execution of this Agreement, including but not limited to, arising out of or related to my employment or the cessation of my employment with Innodata Isogen, including, but not limited to, any alleged violation of: Title VII of the Civil Rights Act of 1964; The Civil Rights Act of 1991; Sections 1981 through 1988 of Title 42 of the United States Code; The Employee Retirement Income Security Act of 1974 (“ERISA”) (except for any vested benefits under any tax qualified benefit plan); The Immigration Reform and Control Act; The Americans with Disabilities Act of 1990; The Age Discrimination in Employment Act of 1967 (“ADEA”); The Workers Adjustment and Retraining Notification Act; The Occupational Safety and Health Act; The Fair Credit Reporting Act; Sarbanes-Oxley Act of 2002; New Jersey Law Against Discrimination; New Jersey Statutory Provision Regarding Retaliation/Discrimination for Filing a Workers’ Compensation Claim; New Jersey Family Leave Act;  New Jersey Equal Pay Act;   New Jersey Conscientious Employee Protection Act (Whistleblower Protection); The New Jersey Wage Payment and Work Hour Laws;  The New Jersey Public Employees’ Occupational Safety and Health Act;  New Jersey Fair Credit Reporting Act;  New Jersey laws regarding Political Activities of Employees, Lie Detector Tests, Jury Duty, Employment Protection, and Discrimination; any claim for costs, fees, or other expenses including attorneys’ fees incurred in these matters; any other federal, state, local or other civil or human rights law; or any other regulation or ordinance, and/or public policy, contract, tort or common law; provided , however , that nothing herein shall release Innodata Isogen from its obligations to provide the payments and benefits set forth on Exhibits A hereto, any of my rights to indemnification or coverage under Innodata Isogen’s officers’ and directors’ liability insurance and as provided in the Innodata Isogen by-laws, which shall continue to apply to me as in effect on the date hereof solely in accordance with their terms and with respect to actions taken by me while an officer of Innodata Isogen (collectively, the “Indemnification Rights”) or any of my vested benefits under any tax-qualified retirement plans (the “Retirement Plans”), the health insurance benefits, vacation, and other accrued benefits in accordance with the Innodata Isogen “Personnel Handbook for U.S.-Based Employees (the “Accrued Benefits”), and the 2001 Stock Option Plan of Innodata Isogen (the “Stock Plan”) in which I participate.  Moreover, although I retain the right to file a charge of discrimination, I will not be entitled to receive any relief, recovery or monies in connection with any complaint, charge or legal proceeding brought against Releasees, including attorneys’ fees, without regard to the party or parties who have instituted any such complaint, charge or legal proceeding, to the extent permitted by law.

I agree to return to Innodata Isogen or destroy all Innodata Isogen confidential information, and to return to Innodata Isogen all Innodata Isogen property on or before the last day of my employment, or earlier upon written request. Innodata Isogen will have no obligation to provide any consideration hereunder unless I return or destroy all such confidential information and Innodata Isogen property to Innodata Isogen as requested.

I agree not to defame, disparage, or demean Innodata Isogen, its affiliates, subsidiaries and their respective current and former officers and directors, in any manner whatsoever, provided that nothing contained herein shall prevent me from providing truthful information about Innodata Isogen in connection with any legal proceeding or to the extent compelled to do so by law or in connection with seeking new employment, subject to my on-going obligations under the Confidentiality Agreement (defined below) and  Innodata Isogen, on behalf of itself and its officers and directors, agrees not to defame, disparage, or demean me, provided that nothing contained herein shall prevent Innodata Isogen, its officers and directors from providing truthful information about me in connection with any leg