SETTLEMENT AND MUTUAL RELEASE AGREEMENT


This Settlement and Mutual Release  Agreement  ("Agreement")  is made as of this
30th day of May, 2000  ("Effective  Date"),  by and between  FutureOne,  Inc., a
Nevada  corporation,  with  offices at 4250 East  Camelback  Road,  Suite  K124,
Phoenix,   Arizona   85018   ("FutureOne"),   Networld.com,   Inc.,  an  Arizona
corporation,  with offices at 4250 East  Camelback  Road,  Suite K124,  Phoenix,
Arizona 85018  ("Networld") and Kenneth P. Eck, an individual,  residing at 3015
West Feather Sound Drive, Anthem, AZ 85086 ("Eck") (collectively the "Parties").

WHEREAS,  on or about November 19, 1999,  FutureOne and Networld entered into an
Asset Purchase  Agreement with RMI Net, Inc. ("RMI") to sell its Internet access
business,  including all of its personal and business  Internet access customers
in Phoenix, Flagstaff, Tucson, Lake Havasu City, Prescott, Florence,  Wickenburg
and  Payson,  Arizona and all of the  equipment  related to  providing  Internet
access to the then current Internet  subscribers to RMI for approximately  $2.75
million in RMI common stock.

WHEREAS, under the terms of the Asset Purchase Agreement,  50 percent of the RMI
common  stock was to be  immediately  available  for sale,  20 percent was to be
available for sale in six months, 20 percent was to be available for sale in one
year and 10 percent  was to be held in escrow for  eighteen  months to cover any
adverse claim that may be made against the assets transferred.

WHEREAS,  Eck was the  owner/operator  of that  portion of the  Internet  access
business covering  Wickenburg,  Arizona pursuant to certain  understandings  and
agreements  which existed between himself,  Networld and FutureOne  ("Wickenburg
Franchise").  An oral  agreement  existed  between  the  Parties  that Eck would
receive  compensation for selling the assets of the Wickenburg  Franchise in the
form of RMI common stock, but that  compensation was not made to Eck at the time
the Asset Purchase Agreement was concluded.

WHEREAS,  Networld,  FutureOne and Eck now wish to fully and finally resolve any
and all issues,  claims or demands as between them relating in any manner to the
sale of the assets of the Wickenburg  Franchise;  the Parties  further desire to
now document the  termination and  cancellation of the Wickenburg  Franchise and
discharge and release one another from any liability,  claims, demands,  damages
or losses relating to the sale of the assets of the Wickenburg Franchise.

NOW,  THEREFORE,  in  consideration  of  the  mutual  promises,   covenants  and
conditions herein, the execution of this Agreement, and the faithful performance
of same by each of the Parties hereto, Networld,  FutureOne and Eck hereby agree
as follows:
<PAGE>
(1) The Wickenburg  Franchise  Agreement and any and all related  understandings
and  agreements   thereto  by  and  between  the  Parties  shall  be  considered
terminated, cancelled and of no force or effect as of November 19, 1999.

(2) FutureOne shall enter into a Promissory  Note, the form of which is attached
hereto as Exhibit A, for the benefit of Eck in the amount of $64,800.  FutureOne
further agrees that upon execution of this Agreement,  it will promptly transfer
7385  shares of RMI  common  stock to Eck,  assuming  such  stock may be legally
transferred in compliance with applicable law.

Eck  agrees to accept the  forgoing  Promissory  Note and RMI common  stock from
FutureOne  in  total  complete  satisfaction  of  all  compensation,  monies  or
obligations  that may be due from FutureOne and/or Networld to Eck arising from,
in  connection  with or relating in any manner to the facts,  circumstances  and
events of the sale of the Internet access business to RMI,  including the assets
of the Wickenburg Franchise.

(3) In consideration  of the terms and conditions of this Agreement,  FutureOne,
Networld and Eck, on behalf of themselves and on behalf of all and each of their
predecessors,  successors,  partners, affiliated and related entities, officers,
directors,  assigns,  agents,  employees and  representatives,  hereby  mutually
release  and  forever   discharge  each  other  and  each  of  their  respective
predecessors,  successors,  partners, affiliated and related entities, officers,
directors, assigns, agents, employees,  representatives, and all persons, firms,
associations  and/or  corporations   connected  with  them,   including  without
limitation,  their insurers and attorneys,  who are or may ever become liable to
them,  of and  from any and all  claims,  demands,  causes  of  actions,  liens,
damages,  losses,  costs,  attorneys' fees and expenses of every kind or nature,
known or unknown,  suspected or  unsuspected,  fixed or  contingent,  which have
existed or may have existed,  or which do exist, or which thereafter can, shall,
or may have existed,  including,  but not limited to, all claims which arise out
of or are in any way connected with the the sale of the Internet access business
to RMI, including the assets of the Wickenburg Franchise,  and including further
any and all claims for  incidental,  consequential  or actual damages  therefrom
("Released Matters").

(4)  Nothing  contained  herein or set forth in the release  provisions  of this
Agreement shall constitute a release of the obligations of the Parties to comply
with the terms and conditions of this Agreement.

(5) It is  understood  and  agreed by the  Parties  that the  execution  of this
Agreement  and the  consideration  therefore  shall  not to be  construed  as an
admission of liability on the part of any Party.

(6) Each Party hereto  acknowledges  that they are aware that they may hereafter
discover  facts in  addition  to or  different  from those that they now know or
believe to be true with  respect to the subject  matter of this  Agreement,  but
that it is their  intention  hereby  fully,  finally  and  forever to settle and
release  all  claims,  demands,  damages  and losses  relating  to the  Released
<PAGE>
Matters, known or unknown, suspected or unsuspected, that now exists, may exist,
or previously  existed  between them and that in  furtherance  of such intention
this Release shall be and remain in effect as a full and complete general mutual
release of the Released  Matters  notwithstanding  the discovery or existence of
any such additional or different facts.

(7)  FutureOne,  Networld and Eck warrant and  represent to each other that they
have not heretofore assigned or transferred, or purported to assign or transfer,
to any person or entity not a party hereto,  any of the Released  Matters or any
part or portion  thereof.  Each of the Parties to this Agreement shall indemnify
and hold the  other  harmless  from  and  against  any  claim,  demand,  damage,
liability,  obligation,  cost,  expense,  lien,  action,  or  cause  of  action,
including costs and reasonable  attorney's fees, arising out of or in connection
with any breach of said warranty and representation.

(8) The Parties agree that the contents and terms of this Agreement shall remain
confidential  and  shall  not  be  disclosed  or  communicated  to  any  person,
including,  but not  limited  to, the media or other  public or  private  forum,
except  that:  (1) the Parties may  communicate  said content and terms to their
attorneys,  finance  departments  or  financial  advisors and others under their
control who have a "need to know" such information; (2) tax preparers and taxing
authorities;  and (3) the  parties  may  disclose  said  content  and  terms  as
otherwise required by law.

(9) This  Agreement  embodies  the entire  agreement  and  understanding  of the
Parties  hereto with respect to the subject  matter  hereof and  supersedes  and
terminates all prior  agreements and  understandings.  This Agreement may not be
amended or  modified  unless  otherwise  agreed to in writing  and signed by the
Parties.

(10) This  Agreement is to be governed by and construed in  accordance  with the
laws of the state of Arizona, excluding conflicts of law provisions.

The Parties  agree to attempt to settle any dispute or claim arising out of this
Agreement  through   consultation  and  negotiation  in  the  spirit  of  mutual
friendship and cooperation.  If there is a dispute about the  interpretation of,
or performance under this Agreement, or other claim, serious concern or material
issue between the Parties regarding,  arising from or related to this Agreement,
the  Parties  will first  submit the matter to a panel of two senior  executives
(one executive  chosen by each party) with  sufficient  authority to resolve the
dispute.  The panel shall  promptly meet and/or confer in a good faith effort to
resolve such dispute.

If  such  internal  attempts  fail,  the  dispute  shall  then be  submitted  to
mediation,  arbitration,  fact-finding  or  other  form of  alternative  dispute
resolution  (ADR) in  accordance  with the then  current  rules of the  American
Arbitration  Association.  All hearings shall be held in Phoenix,  Arizona.  The
costs of such  mediation or other ADR procedure  shall be shared  equally by the
Parties.  Any dispute which cannot be resolved  between the Parties within three
months of the date of the initial demand shall be finally determined judicially.
<PAGE>
The use of an ADR  procedure  under this Section  shall not be construed  (under
such doctrines as laches,  waiver or estoppel) to have affected adversely either
party's ability to pursue its legal remedies.

The  prevailing  party in any  action  arising  out of this  Agreement  shall be
entitled to recover its reasonable  attorneys' fees and costs in addition to any
other relief to which it may be entitled.

(11) This Agreement is freely and  voluntarily  entered into by each  respective
Party.  The Parties in executing this Agreement do not rely on any  inducements,
promises or representations made by any of the Parties or their  representatives
or attorneys, except and unless expressly contained herein.

(12) Should any portion of this  Agreement  be declared  void or  unenforceable,
such portion shall be considered  independent  and severable from the remainder,
the validity of which shall remain unaffected.

(13) This  Agreement  may be executed in  duplicate  counterparts,  all of which
taken together shall constitute one instrument.

(14)  Each  party  has  cooperated  in the  drafting  and  preparation  of  this
Agreement. In any construction to be made of this Agreement,  the same shall not
be construed against any Party.

IN WITNESS  WHEREOF,  the Parties  hereto have entered into this Agreement as of
the Effective Date herein.


FUTUREONE, INC.                         NETWORLD.COM, INC.


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

Print Name:                             Print Name:
           -------------------------               -------------------------

Title:                                  Title:
      ------------------------------          ------------------------------


KENNETH P. ECK

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

Print Name:
           -------------------------
<PAGE>
                                    EXHIBIT A

                                 PROMISSORY NOTE


Phoenix, AZ                                                              $64,800
May 30, 2000


IN EXCHANGE  FOR GOOD AND  VALUABLE  CONSIDERATION,  the receipt and adequacy of
which is hereby acknowledged,  FutureOne,  Inc., a Nevada corporation ("Maker"),
hereby  promises to pay to Kenneth P. Eck  ("Payee")  or his  assigns  under the
terms herein, at Phoenix, Arizona, in lawful money of the United States, the sum
of $64,800  together  with  interest on the unpaid  balance at the rate of Eight
Percent (8%) per annum, from the date hereof until paid ("Loaned Funds").

The Maker  hereby  grants to the Payee,  and the Payee  hereby  accepts from the
Maker, a security interest in the following  property and any and all additions,
accessions and  substitutions  thereto to secure the payment and  performance by
the Maker under this Promissory Note (the "Collateral").

THAT PORTION OF MAKER'S  ACCOUNTS FROM ITS  DIVISION,  ROCKET  SCIENCE  CREATIVE
(INCLUDING  ACCOUNTS RECEIVABLE AND CONTRACT RIGHTS) EQUALING THE SUM OF $64,800
PLUS  INTEREST  ON THE UNPAID  BALANCE AT THE RATE OF 8% PER ANNUM,  WHETHER NOW
OWNED OR HEREAFTER ACQUIRED, WHETHER NOW EXISTING OR HEREAFTER ARISING, TOGETHER
WITH THE RECORDS AND DATA RELATING TO SUCH ACCOUNTS.

Installments  of interest  and  principal  on the Loaned  Funds in the amount of
$5,000 shall be due and payable on the 1st day of each month  commencing July 1,
2000, and continuing  thereafter on the 1st day of each month  thereafter  until
the entire unpaid principal sum and accrued  interest is paid (the  "Installment
Payments").

The Maker may prepay  this  Promissory  Note,  in whole or in part,  at any time
without penalty. Any payments that are received on this Promissory Note shall be
first  applied  toward  accrued  interest,  and second  toward the  reduction of
principal.

Should default occur in any Installment  Payment hereunder,  and if said default
remains uncured for a period of 15 consecutive  days after written demand by the
Payee thereof,  then the whole sum of unpaid  principal and accrued interest due
thereunder may become immediately due and payable, at the option of the Payee.

If suit is  brought to recover  amounts  due under the terms of this  Promissory
Note,  the Maker hereby  promises to pay  reasonable  attorney's  fees and court
costs.
<PAGE>
The Maker and any endorsers of this  Promissory  Note waive  diligence,  demand,
presentment  for payment,  notice of dishonor  and  protest,  and consent to the
extension of time for payment of this Promissory Notice without notice.

This  Promissory  Note is made in  Arizona,  and  the  execution,  delivery  and
performance  hereof shall be governed by and  construed in  accordance  with the
laws of the State of Arizona.

FUTUREONE, INC.
a Nevada corporation


By:
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