EXHIBIT 10.6


              SEPARATION AGREEMENT AND MUTUAL RELEASE OF ALL CLAIMS



EMPLOYEE:                                           Joel J. Kocher

DATE OF HIRE:                                       January 16, 1998

DATE OF TERMINATION:                                August 1, 2005

COMPLETION DEADLINE PER PARAGRAPH 12(E):            August 9, 2005



     THIS SEPARATION AGREEMENT AND MUTUAL RELEASE OF ALL CLAIMS (hereinafter
"the Agreement") is entered into by and among Interland, Inc. ("the Company"),
and the employee identified above ("Employee").

BACKGROUND

     Employee and the Company are terminating their employment relationship and
desire to settle fully and finally all differences between them that may arise
out of or relate to Employee's employment with the Company and all other claims
Employee has or may have through the Effective Date.

     NOW, THEREFORE, in consideration of this recital, the mutual agreements
contained herein and other good and valuable consideration, the receipt,
adequacy and sufficiency of which is hereby acknowledged, the parties to this
Agreement hereby agree, promise and covenant as to each of the following:

     1.   Capacity to Execute. Each of the parties represents and warrants that
          she/he or it is legally viable and competent to enter into this
          Agreement, is relying on independent judgment and the advice of legal
          counsel and has not been influenced, pressured or coerced to any
          extent whatsoever in making this Agreement by any representations or
          statements made by the Company and/or any person or persons
          representing the Company, and that the individuals executing this
          Agreement on her/his or its behalf are authorized to do so. Each of
          the parties further represents and warrants that she/he or it has not
          sold, assigned, transferred, conveyed or otherwise disposed of all or
          any part of the claims released hereunder, whether known or unknown.

     2.   Specific Consideration Provided to Employee.

          (a)  In exchange for the release provided hereunder and other good and
               valuable consideration, and following the Effective Date assuming
               that this Agreement is not revoked pursuant to Section 12, the
               Company will:

          i)   to the extent that Employee elects to employ separate counsel,
               reimburse 50% of reasonable attorneys' fees of such counsel
               actually incurred by Employee in connection with certain pending
               litigation styled Heitman v. Communitech.net, Inc. et al. and
               pending in Jackson County, Missouri (the "Heitman Litigation") in
               which Employee is a defendant, up to a maximum reimbursement of

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               $60,000 per twelve-month period, beginning as of the Effective
               Date (as defined below), subject to limits placed on such
               indemnification by applicable law (including but not limited to
               the Minnesota Business Corporation Act and state and federal
               securities law and related regulations) ("Applicable Law") and to
               Employee's continued compliance with the terms of Employee's
               Employment and Noncompete Agreement dated as of January 16, 1998
               (the "Employment Agreement"), including but not limited to the
               terms regarding competition, solicitation of customers and
               suppliers, and interference or diversion of business, and
               provided that such reimbursement shall cease if the Company
               becomes aware of circumstances which indicate that Employee is
               not entitled to such indemnification under Applicable Law or is
               in violation of the terms of the Employment Agreement. This
               reimbursement does not supersede Employee's rights to
               indemnification, advancement of expenses, or insurance coverage
               under the Indemnification Agreement dated January 15, 1998, by
               and between the Company and Employee; the Company's Bylaws; the
               Minnesota Business Corporation Act; applicable insurance
               policies; and any other agreement, contract, law, or otherwise
               under which Employee is entitled to indemnification, advancement
               of expenses, or insurance coverage, for liability, fees, and
               costs associated with (i) the Heitman Litigation or any other
               previously asserted or noticed claims, or (ii) claims arising
               after the Effective Date. Employee shall be entitled to
               reimbursement under this Section 2(a)(i) only if the Employee
               delivers proof of payment of reasonable attorneys' fees in
               connection with the Heitman Litigation and a request for
               reimbursement of 50% of same (in such form as the Company may
               reasonably require) to the Company's Legal Department, at the
               address specified in Section 21(b) hereof, within thirty (30)
               days of Employee's receipt of invoices for such attorneys' fees.
               The Company shall reimburse Employee for 50% of such attorneys'
               fees within thirty (30) days of receiving from Employee such
               proof of payment and request for reimbursement. Provided,
               however, that the foregoing does not supersede the Employee's
               rights to full indemnification, advancement of expenses, or
               insurance coverage under the Indemnification Agreement dated
               January 15, 1998, by and between the Company and Employee, to the
               extent that Employee does not employ separate counsel as
               described therein. Notwithstanding the foregoing, Employee may
               submit proof of up to $12,800 in reasonable attorneys' fees
               incurred prior to the Effective Date and receive reimbursement
               for those fees, provided that any amount so reimbursed will count
               toward the $60,000 limit for the first 12 month period.

          ii)  in lieu of any payments or benefits to be provided pursuant to
               Section 3 of the Employment Agreement, pay Employee an amount in
               cash equal to $360,000 plus an amount equal to 12 months for
               COBRA reimbursement, less all legally required deductions and
               withholdings. The Severance Amount will be paid out in equal
               bi-weekly installments on the dates, corresponding to the
               Company's normal payroll processing dates, beginning with the
               first such date to occur after the Effective Date, as defined in
               Section 12(e) hereof, and ending on the last such date to occur
               on or before December 31, 2005. Notwithstanding the foregoing and
               the terms of individual stock option grants to Employee and in
               accordance with Section 3 of the Employment Agreement, Employee
               may exercise during the Transition Period, as that Period is
               described in Section 2(a) of the Employment Agreement, and for
               thirty days following the termination of the Transition Period,
               any stock options that have vested or that will vest during the
               Transition Period.



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          (b)  The severance obligations set forth in Section 2 are the total
               payment and severance obligations under this Agreement, which
               represent payments and obligations that Employee would not
               otherwise be entitled to receive from the Company. Accordingly,
               Employee understands and warrants that no further amount is or
               shall be due or claimed to be due from the Company and/or from
               any other person or entity released in Section 3 below with
               respect to any claim or claims released in Section 3 below,
               including, but not limited to, any and all claims for attorneys'
               fees and the costs of litigation (other than as set forth in
               Section 2(a)(i)) that she/he may have under any federal, state or
               local law, common law or in equity. Provided, however, that the
               severance obligations do not supersede Employee's rights to
               indemnification, advancement of expenses, or insurance coverage
               under the Indemnification Agreement dated January 15, 1998, by
               and between the Company and Employee; the Company's Bylaws; the
               Minnesota Business Corporation Act; applicable insurance
               policies; and any other agreement, contract, law, or otherwise
               under which Employee is entitled to indemnification, advancement
               of expenses, or insurance coverage, for liability, fees, and
               costs associated with (i) the Heitman litigation or any other
               previously asserted or noticed claims, or (ii) claims arising
               after the Effective Date.

          (c)  Employee agrees to be responsible for, and to pay in a timely
               manner, all federal, state and local taxes that may be due on all
               payments hereunder, and she/he further agrees to indemnify and
               hold harmless the Company from any and all costs and expenses
               that it may incur in the future if any federal, state, or local
               government agency or any other person or entity asserts that any
               withholding, taxes, or other amounts should have been paid by the
               Company in connection with this payment, and such indemnification
               shall include, but not be limited to, any taxes, interest,
               penalties, and reasonable attorneys' fees incurred by the Company
               in connection therewith.

     3.   Mutual Release of all Claims by the Parties.

          (a)  In consideration of the concessions provided for in Section 2 and
               other good and valuable consideration, the receipt, adequacy, and
               sufficiency of which is hereby acknowledged, Employee and her/his
               heirs, executors, administrators, agents, assigns, receivers,
               attorneys, servants, legal representatives, predecessors and
               successors in interest, regardless of form, trustees in
               bankruptcy or otherwise, wards, and any other representative or
               entity acting on her/his or their behalf, pursuant to, or by
               virtue of the rights of any of them, do hereby now and forever
               unconditionally release, discharge, and acquit the Company and
               any parent, subsidiary or related companies, and any and all of
               their employees, agents, administrators, assigns, receivers,
               attorneys, servants, legal representatives, affiliates,
               predecessors and successors in interest, regardless of form, and
               trustees in bankruptcy or otherwise, from any and all claims,
               rights, demands, actions, suits, damages, losses, expenses,
               liabilities, indebtedness, and causes of action, of whatever kind
               or nature that accrued from the beginning of time through the
               Effective Date, regardless of whether known or unknown, and
               regardless of whether asserted by Employee to date, including,

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               but not limited to, all claims for or relating to assault,
               battery, negligence, negligent hiring, negligent retention,
               negligent supervision, negligent training, negligent or
               intentional infliction of emotional distress, false imprisonment,
               defamation (whether libel or slander), personal injury, bodily
               injury, bad faith, pain and suffering, medical expenses, wage and
               hour, lost income and earnings (including, but not limited to,
               back pay, front pay and any other form of present or future
               income, benefits and/or earnings), equitable reinstatement,
               breach of any express or implied contract, breach of the covenant
               of good faith and fair dealing, workers' compensation, wrongful
               termination, wrongful demotion, wrongful failure to promote,
               wrongful deprivation of a career opportunity, discrimination
               (including disparate treatment and disparate impact), hostile
               work environment, quid pro quo sexual harassment, retaliation,
               any request to submit to a drug or polygraph test, and/or
               whistleblowing, whether said claim(s) are brought pursuant to
               Title VII of the Civil Rights Act of 1964, the Civil Rights Act
               of 1991, 42 U.S.C. ss. 1981, the Employee Retirement Income
               Security Act of 1974, the Equal Pay Act, the Pregnancy
               Discrimination Act, the Fair Labor Standards Act, the Age
               Discrimination in Employment Act, the Americans with Disabilities
               Act, the Family and Medical Leave Act or any other
               constitutional, federal, regulatory, state or local law, or under
               the common law or in equity. Provided, however, that this Section
               3(a) will not terminate Employee's right to indemnification under
               the Indemnification Agreement, to the extent allowed by
               Applicable Law, for advancement of expenses, or insurance
               coverage under the Indemnification Agreement dated January 15,
               1998, by and between the Company and Employee; the Company's
               Bylaws; the Minnesota Business Corporation Act; applicable
               insurance policies; and any other agreement, contract, law, or
               otherwise under which Employee is entitled to indemnification,
               advancement of expenses, or insurance coverage, for liability,
               fees, and costs associated with (i) the Heitman litigation or any
               other previously asserted or noticed claims, or (ii) claims
               arising after the Effective Date.

          (b)  In consideration of the concessions provided for in Section 3(a)
               and other good and valuable consideration, the receipt, adequacy,
               and sufficiency of which is hereby acknowledged, the Company and
               any parent, subsidiary or related companies, and any and all of
               their employees, agents, administrators, assigns, receivers,
               attorneys, servants, legal representatives, affiliates,
               predecessors and successors in interest, regardless of form,
               trustees in bankruptcy or otherwise, and any other representative
               or entity acting on its or their behalf, do hereby now and
               forever unconditionally release, discharge, and acquit Employee
               and his heirs, executors, administrators, agents, receivers,
               attorneys, servants, legal representatives, predecessors and
               successors in interest, regardless of form, trustees in
               bankruptcy or otherwise, wards, pursuant to, or by virtue of the
               rights of any of them, from any and all claims, rights, demands,
               actions, suits, damages, losses, expenses, liabilities,
               indebtedness, and causes of action, of whatever kind or nature,
               of which the Company presently has knowledge, arising out of or
               related to acts commencing from the beginning of time through the
               Effective Date, including, but not limited to, any claims under
               other constitutional, federal, regulatory, state or local law, or
               under the common law or in equity. The burden of proving the

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               actual knowledge of the Company of such events, occurrences or
               omissions giving rise to a claim against Employee shall be the
               Employee's burden, and shall only be established by the actual,
               conscious knowledge of (a) an officer of the Company who is a
               Vice President of the Company or higher, or (b) the General
               Counsel of the Company, or (c) the Board of Directors of the
               Company, or (d) an appropriate committee of the Board of
               Directors constituted for a purpose related to the events,
               occurrences or omissions at issue. Provided, however, that this
               Section 3(b) will not terminate the Company's right to defend
               against any claims asserted pursuant to the rights reserved by
               Employee in Section 3(a).

     4.   Covenant Not-to-Sue.

          (a)  Employee covenants and agrees not to file or initiate a lawsuit
               against the Company in regard to any claims, demands, causes of
               action, suits, damages, losses and expenses released pursuant to
               Section 3(a), and Employee will ask no other person or entity to
               initiate such a lawsuit on her/his behalf. If Employee breaches
               this covenant and agreement, Employee must immediately repay and
               refund to the Company all payments she/he received pursuant to
               Section 2, and Employee shall also indemnify and hold harmless
               the Company, any related companies, and any of their officers,
               owners, directors, employees and agents from any and all costs
               incurred by any and all of them, including their reasonable
               attorneys' fees, in defending against any such lawsuit.
               Notwithstanding the foregoing, Employee retains the right to
               bring suit against the Company to enforce the provisions of this
               Agreement and to enforce his rights to indemnification,
               advancement of expenses, or insurance coverage under the
               Indemnification Agreement dated January 15, 1998, by and between
               the Company and Employee; the Company's Bylaws; the Minnesota
               Business Corporation Act; applicable insurance policies; and any
               other agreement, contract, law, or otherwise under which Employee
               is entitled to indemnification, advancement of expenses, or
               insurance coverage, for liability, fees, and costs associated
               with (i) the Heitman litigation or any other previously asserted
               or noticed claims, or (ii) claims arising after the Effective
               Date.

          (b)  The Company covenants and agrees not to file or initiate a
               lawsuit against Employee in regard to any claims, demands, causes
               of action, suits, damages, losses and expenses released pursuant
               to Section 3(b) and the Company will ask no other person or
               entity to initiate such a lawsuit on her/his behalf. If the
               Company breaches this covenant and agreement, the Company shall
               also indemnify and hold harmless Employee, any related entities,
               and any of their officers, owners, directors, employees and
               agents from any and all costs incurred by any and all of them,
               including their reasonable attorneys' fees, in defending against
               any such lawsuit. Provided, however, that this Section 3(b) will
               not terminate the Company's right to defend against any claims
               asserted pursuant to the rights reserved by Employee in Sections
               3(a) and 4(a).

     5. No Proceedings Initiated. Employee represents and warrants that neither
she/he nor anyone acting on her/his behalf has filed or initiated any charge or
claim against the Company in any administrative or judicial proceeding.


<PAGE>

     6. Return of Company Property. Employee further promises, represents and
warrants that she/he has returned or will return to the Company, upon the
execution of this Agreement: (a) all property of the Company, including, but not
limited to, any and all files, records, credit cards, keys, identification
cards/badges, computer access codes, computer programs, instruction manuals,
equipment (including computers) and business plans; (b) any other property which
Employee prepared or helped to prepare in connection with Employee's employment
with the Company; and (c) all documents, including logs or diaries (except
personal diaries), all tangible materials, including audio and video tapes, all
intangible materials (including computer files), and any and all copies or
duplicates of any such tangible or intangible materials, including any
duplicates, copies, or transcriptions made of audio or video tapes, whether in
handwriting or typewritten, that are in the possession, custody or control of
Employee or her/his attorneys, agents, family members, or other representatives,
which are alleged to support in any way any of the claims Employee has released
under this Agreement, including but not limited to, all audio and videotapes
involving any officer, director, shareholder, executive, manager, employee,
agent, representative or attorney of the Company; provided that Employee has
retained copies of the items described on Schedule 6 attached hereto.

     7. No Voluntary Assistance. Employee hereby covenants and agrees that
she/he will not voluntarily assist, support, or cooperate with, directly or
indirectly, any entity or person alleging or pursuing any claim, administrative
charge, or cause of action against the Company, including without limitation by
providing testimony or other information, audio or video recordings, or
documents, except under compulsion of law. If compelled to testify, nothing
contained herein shall in any way inhibit or interfere with Employee providing
completely truthful testimony. Nor shall anything herein prevent Employee's full
cooperation with any investigation or other proceeding by the EEOC or any other
federal, state or local governmental agency.

     8. Attorneys' Fees and Costs. Other than as set forth in Section 2(a)(i),
the parties to this Agreement, individually and collectively, shall be
responsible for their own attorneys' fees and costs, and for extinguishing any
attorneys' liens filed by their counsel of record. Employee understands and
agrees that the payments contemplated in Section 2 include and encompass any and
all claims with respect to attorneys' fees, costs, and expenses for and by any
and all attorneys who have represented her/him, with whom she/he has consulted
or who have done anything in connection with the subject matter of this
Agreement or any of the claims being released hereunder. Provided, however, that
the foregoing does not supersede Employee's rights to indemnification,
advancement of expenses, or insurance coverage under the Indemnification
Agreement dated January 15, 1998, by and between the Company and Employee; the
Company's Bylaws; the Minnesota Business Corporation Act; applicable insurance
policies; and any other agreement, contract, law, or otherwise under which
Employee is entitled to indemnification, advancement of expenses, or insurance
coverage, for liability, fees, and costs associated with (i) the Heitman
litigation or any other previously asserted or noticed claims, or (ii) claims
arising after the Effective Date.

     9. No Admission of Liability. The parties agree and acknowledge that this
Agreement is a full and complete compromise of the matters released herein
between the parties hereto; that neither the releases nor the negotiations for
this Agreement and the settlement embodied herein, including all statements or
communications made to date, shall be considered admissions by them.


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     10. Noncompete Acknowledgment. Employee has disclosed to Mr. Robert Lee a
potential business venture in which he plans to engage following termination of
the employment relationship, i.e. www.PatRiley.com, as described on Schedule 10
attached hereto. Employee represents that he will not breach the provisions of
the Employment and Noncompete Agreement dated January 16, 1998. In return, the
Company acknowledges that Employee's involvement and participation in this
venture, to the extent described in Schedule 10, will not be in breach of the
Employment and Noncompete Agreement.

     11. Enforcement of this Agreement.

     (a)  In the event of a default or breach of this Agreement, each party is
          free to pursue whatever legal or equitable remedies that may be
          available to her/him or it to seek judicial enforcement of this
          Agreement, whether by injunction, specific performance, an action for
          damages or otherwise.

     (b)  Notwithstanding Section 8 above, the parties expressly acknowledge
          that any and all attorneys' fees and expenses incurred in any
          proceeding brought to enforce this Agreement as a result of a breach
          thereof shall constitute part of the damages recoverable for any such
          breach. Therefore, the prevailing party in any action to enforce this
          Agreement, in addition to any other relief granted, shall be entitled
          to recover its reasonable costs, including, without limitation,
          attorneys' fees, expenses and costs.

     12. OWBPA Rights.

     (a)  Employee is advised to seek legal counsel regarding the terms of this
          Agreement. Employee acknowledges that he/she has either sought legal
          counsel or has consciously decided not to seek legal counsel, contrary
          to the Company's advice, regarding the terms and effect of this
          Agreement.

     (b)  Employee acknowledges that this Agreement releases only those claims
          that exist as of the date of Employee's execution of this Agreement.

     (c)  Employee acknowledges that he/she may take a period of 21 (twenty-one)
          days from the date of receipt of this Agreement within which to
          consider and sign this Agreement. If Employee fails to sign this
          Agreement, Employee shall not be entitled to the consideration
          provided in Section 2.

     (d)  Employee acknowledges that he/she will have seven (7) days from the
          date of signing this Agreement to revoke the Agreement in writing in
          its entirety ("Revocation Period"). Employee acknowledges that the
          Agreement will not become effective or enforceable until the
          Revocation Period has expired. In the event the Employee chooses to
          revoke this Agreement, within the Revocation Period, he or she will:

          (1)  Revoke the entire Agreement in a signed writing, delivered to the
               following person on or before the seventh (7th) day after he/she
               executed the Agreement:


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                          Interland Human Resources
                          303 Peachtree Center Ave., Suite 500
                          Atlanta, GA  30303

          (2)  Forfeit all severance and payment rights of the Company that are
               contemplated by this Agreement; and

          (3)  Return the full amount of consideration received, if any, to the
               Company along with the signed writing.

     (e)  The "EFFECTIVE DATE" of this Agreement shall be the eighth (8th) day
          after the date Employee signs the Agreement, assuming the Employee has
          not revoked the Agreement in writing within the Revocation Period.

     13. Employee expressly acknowledges that the payments and the other
consideration that he/she is receiving under this Agreement constitute material
consideration for his/her execution of this Agreement, and represent valuable
consideration to which he/she would not otherwise be entitled.

     14. Jurisdiction. The laws of the State of Georgia shall govern this
Agreement, unless pre-empted by any applicable federal law controlling the
review of this Agreement.

     15. Advice of Attorneys. The parties acknowledge that they have fully read,
understood and unconditionally accepted this Agreement after consulting with
their attorneys or having the opportunity to consult with an attorney, and
acknowledge that this Agreement is mutual and binding upon all parties hereto
regardless of the extent of damages allegedly suffered by any of the parties
hereto.

     16. Counterparts. This Agreement may be signed in counterpart originals
with the same force and effect as if signed in a single original document.

     17. Cooperation of the Parties. The parties to this Agreement agree to
cooperate fully and to execute any and all supplementary documents and to take
all additional actions that may be necessary or appropriate to give full force
and effect to the basic terms and intent of this Agreement and the settlement
embodied herein. Employee further agrees to fully cooperate with the Company in
any and all investigations, inquiries or litigation whether in any judicial,
administrative, or public, quasi-public or private forum, in which the Company
is involved, whether or not Employee is a defendant in such investigations,
inquiries, proceedings or litigation. Employee shall provide truthful and
accurate testimony, background information, and other support and cooperation as
the Company may reasonably request.

     18. Modification in Writing Only. Neither this Agreement nor any provision
of this Agreement may be modified or waived in any way except by an agreement in
writing signed by each of the parties hereto consenting to such modification or
waiver.

     19. No False Statements or Misrepresentation. Employee and the Company
hereby warrant and represent that they have not made any false statements or
misrepresentations in connection with this Agreement.


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     20. Headings and Captions. The headings and captions used in the Agreement
are for convenience of reference only, and shall in no way define, limit,
expand, or otherwise affect the meaning or construction of any provision of this
Agreement.

     21. Miscellaneous. Any notice required or permitted to be given by either
party to the other party may be given by certified mail or overnight courier if
to Employee to Employee's home address identified above and if to the Company to
the Company at the following address or to the Company's headquarters address
(if it should cease to be at the following address):

                           Interland, Inc.
                           303 Peachtree Center Ave., Suite 500
                           Atlanta, GA  30303
                           Attn: Human Resources Department

                           With a copy to:

                           Interland, Inc.
                           303 Peachtree Center Ave., Suite 500
                           Atlanta, GA  30303
                           Attn: Legal Department


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     IN WITNESS WHEREOF, the undersigned have executed this Agreement.



                                         EMPLOYEE:



                                         -------------------------------
                                         Joel J. Kocher

                                         Date:
                                              --------------------------





                                         INTERLAND, INC.


                                         By:
                                            ----------------------------

                                         Its:
                                            ----------------------------

                                         Date:
                                            ----------------------------