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EXHIBIT 10.24
 (S1 CORPORATION LOGO)
 S1 CORPORATION
    
    Headquarters  3500 Lenox Road, Suite 200 Atlanta, Georgia 30326 U.S.A.
 T F TOLL FREE
  
   1
 A. Separation Terms
 Separation Benefits
 (a)
    
    Separation Payment. Make payments to You (the Separation Payments)
in the aggregate amount of One Million Two Hundred Thousand ($1,200,000.00) dollars.
The initial payment will be in the amount of $507,692.31 and will be due upon the
expiration of the Revocation Period described in section A.3 (vi) of this Agreement.
The remaining balance of $692,307.69 will be payable in equal twice monthly
installments over the 60 week period commencing on the first regular payroll following
the expiration of the Revocation Period;
 
 1
    
    The term Company includes the companys parents,
subsidiaries, affiliates and all related companies, as well as their respective
officers, directors, shareholders, employees, agents and any other
representatives, any employee benefits plan of the Company, and any fiduciary
of those plans. 
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(b)
    
    Average Annual Bonus Payment. Pay to You $233,687.00 (the Average
Annual Bonus Payment) for each of two years. The Average Annual Bonus Payment will be
paid as a lump sum for each of two years (a) in the case of the first payment, 8 days
after the expiration of the revocation period, and (b) in the case of the second
payment, March 15, 2007.(c)
    
    Reimbursement of COBRA Premiums, Life Insurance Cost and Long Term
Disability Cost. Reimburse Your COBRA premium under the Companys major medical
group health and dental and vision plans and the cost of long term disability coverage
comparable to that which you had under the Companys long term disability benefit on a
monthly basis, for a period of twenty-four (24) months after the Separation Date.
Reimburse You for the cost of conversion of the S1 group term Life Insurance policy to
an individual policy. Reimbursement of amounts under this paragraph will be made within
30 days of receipt of your proof of payment by You of the premiums for such coverage.(d)
    
    Accelerated Vesting. Accelerate two years of vesting of Your option to
acquire shares of the Companys common stock (the Option) granted to You
pursuant to those certain S1 Corporation 2003 Stock Incentive Plan Option Agreements
dated as of August 11, 2003 and April 11, 2004 by and between the Company and You (the
Option Agreements), incorporated by reference, so that as of the Separation Date you
may acquire a cumulative amount of up to 392,277 shares of the Companys common stock.
Except as provided in this provision, the Options will continue to be governed by the
Option Agreement.(e)
    
    Unemployment Compensation. Not contest Your claim for unemployment
compensation; and(f)
    
    References. Provide a reference letter in the form attached as Exhibit
A in response to a written reference request authorized by You. You must direct all
reference requests to VP, Human Resources, S1 Corporation, 3500 Lenox Road, Suite 200,
Atlanta, Georgia 30326, or his successor. In response to inquiries concerning Your
employment, the Company will disclose Your dates of employment and job titles.
  Release
 
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provided,
 OWBPA/ADEA Waiver et seq et seq
 (i)
    
    this Agreement is written in a manner that You understand;(ii)
    
    You do not release or waive rights or claims that may arise
after You sign this Agreement;(iii)
    
    You waive rights and claims You may have had under the OWBPA
and the ADEA, but only in exchange for payments and/or benefits in addition to
anything of value to which You are already entitled;(iv)
    
    You have been advised to consult with an attorney before
signing this Agreement;(v)
    
    You have 45 days (the Offer Period) from receipt of this
Agreement to consider whether to sign it. If You sign before the end of the
Offer Period, You acknowledge that Your decision to do so was knowing,
voluntary, and not induced by fraud, misrepresentation, or a threat to
withdraw, alter, or provide different terms prior to the expiration of the
Offer Period;
 
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(vi)
    
    You have 7 days after signing this Agreement to revoke this
Agreement (the Revocation Period). If You revoke, the Agreement shall not be
effective or enforceable and You shall not be entitled to the separation
benefits stated above. To be effective, the revocation must be in writing and
received by the Chief Legal Officer, S1 Corporation, 3500 Lenox Road, Suite
200, Atlanta, Georgia 30326, or his successor, within the Revocation Period;(vii)
    
    this Waiver will not become effective or enforceable until the
Revocation Period has expired; and
 B. Your Ongoing Obligations
 Return of Company Property
 Non-Disparagement
 Future Employment
 Exercise of Vested Options .
 Confidentiality or
 
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C. General Provisions
 No Admission of Liability
 Attorneys Fees
 Waiver
 Severability
 Governing Law
 Entire Agreement
 
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Amendments
 Successors and Assigns
 ,
 Sincerely,Richard DobbChief Legal Officer  Jaime Ellertson
    
    Date
 
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EXHIBIT A
 
  
  Date of Employment:
    
    November 27, 2000 through July 24, 2005Position:
    
    Chief Executive Officer
  Sincerely yours,Human Resources Director 
 [Employee Initials]
MIADOCS 883949 2 Page 7 of 7 - Separation and Release Agreement