ASSIGNMENT OF
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INTELLECTUAL PROPERTY RIGHTS
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KNOW ALL MEN BY THESE PRESENTS that WORK PRODUCT INVESTMENT TRUST and DAVID
ZUCKER (collectively "Assignor"), for One Dollar ($1.00), certain stock purchase
rights and for other good and valuable consideration to Assignor in hand paid,
the receipt of which is hereby acknowledged, does hereby assign, transfer and
set over unto EFORNET CORPORATION, a Washington corporation ("Assignee"), its
successors and assigns, all of Assignor's right, title and interest in, to and
under all of the following described intellectual property:
All rights, title and interest in and to the electronic financial switching
software more particularly described on Exhibit A attached hereto and
incorporated herein by reference, including any patent applications and/or
letters of patent issued with respect thereto and all goodwill associated
therewith.
TO HAVE AND TO HOLD the rights and interests hereby assigned, transferred
and conveyed, together with all rights and privileges in any way appertaining
thereto unto the assignee, its successors and assigns from this day forward.
Assignor hereby authorizes and grants its power of attorney to Assignee and
appoints Assignee and the officers thereof as Assignor's attorney-in-fact to
take any appropriate action in connection with any of said assets and
properties, in the name of Assignor or in any other name but at Assignor's
expense, it being understood that this authorization and power of attorney are
coupled with an interest and are irrevocable.
Assignor hereby covenants and agrees with Assignee that, at any time or
from time to time hereafter, the Assignor, at the request of Assignee, its
successors or assigns, shall execute and deliver to Assignee, its successors or
assigns, all such further instruments of assignment, transfer and conveyance may
be necessary or proper in order to more effectively convey, assign and transfer
to the Assignee, its successors or assigns, all rights, title and interest
being conveyed and assigned hereunder.
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IN WITNESS WHEREOF, the Assignor has caused this instrument to be executed
this 17 day of February, 1999.
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ASSIGNOR:
WORK PRODUCT INVESTMENT TRUST
By: /s/ David Zucker
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Its: TRUSTEE
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/s/ David Zucker
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DAVID ZUCKER
683 Bayview Drive
Aptos, California 95003
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EXHIBIT A
(DESCRIPTION OF ELECTRONIC FINANCIAL SWITCHING SOFTWARE)
Transaction Network Environment (TNE)
This product is a comprehensive software development environment for On-line
Transaction Processing (OLTP) applications being developed under the UNIX
operating system. Although the system can support a robust variety of
applications, the primary application developed and in production is the
financial processing switch.
The FINET Software allows financial institutions and retailers to automatically
authorize, capture, and process debit and credit transactions in proprietary,
regional, or national network environments. The software is modular and can be
implemented as a pure credit authorization system or as a fully functional
credit draft capture and debit card POS system.
The FINET Software supports a comprehensive transaction set, including
pre-authorization processing, merchandise returns, and full merchant
reconciliation processing options. Support is provided for all card types and a
wide variety of POS terminals, Support is also provided for CRT-entered
authorizations, charge backs, and re-presentments.
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