CONFIDENTIALITY AGREEMENT ATTACHED AS EXHIBIT A, CONSTITUTES THE ENTIRE
AGREEMENT BETWEEN THE PARTIES RELATING TO THIS SUBJECT MATTER AND SUPERSEDES ALL
PRIOR OR SIMULTANEOUS REPRESENTATIONS, DISCUSSIONS, NEGOTIATIONS, AND
AGREEMENTS, WHETHER WRITTEN OR ORAL.
THIS AGREEMENT MAY BE AMENDED OR MODIFIED
ONLY WITH THE WRITTEN CONSENT OF EXECUTIVE AND THE COMPANY.
NO ORAL WAIVER,
AMENDMENT OR MODIFICATION WILL BE EFFECTIVE UNDER ANY CIRCUMSTANCES WHATSOEVER.
[Remainder of Page Intentionally Left Blank]
8
THE PARTIES TO THIS AGREEMENT HAVE READ THE FOREGOING AGREEMENT AND FULLY
UNDERSTAND EACH AND EVERY PROVISION CONTAINED HEREIN. WHEREFORE, THE PARTIES
HAVE EXECUTED THIS AGREEMENT ON THE DATES SHOWN BELOW.
Dated:
November 9, 2005
EXECUTIVE
/s/ Gene Resnick
Gene Resnick, M.D.
Dated:
November 9, 2005
IT&E International Group
By:
/s/ Peter Sollenne
Peter Sollenne, Chief Executive Officer
EXHIBIT A
FORM OF GENERAL RELEASE
A-1
EXHIBIT B
CONFIDENTIALITY AGREEMENT
B-2