Richard Scott dba Cyberdata

SETTLEMENT AGREEMENT AND GENERAL RELEASE

1. For the good and valuable consideration described in this Agreement, Ben Livingston, and all successors, owners, members, agents, representatives, employees and attorneys (collectively referred to as "LIVINGSTON"), do hereby compromise, agree to resolve and release and discharge Richard Scott, and any successors, owners, members, agents, representatives, employees and attorneys (collectively referred to as "LIVINGSTON"), do hereby compromise, agree to resolve and release and discharge Richard Scott, and any successors, owners, members, agents, representatives, employees and attorneys (collectively referred to as "SCOTT"), from any and all claims, demands, and causes of action as set forth in the matter known as Innovative Access, Inc. v. Richard Scott (King County (Washington) District Court, Small Claim No. Y1-6929) (the "Action"). It is the intent of the parties that the resolution of LIVINGSTON's claims against SCOTT on behalf of the general public are to have res judicata effect precluding further action on those claims against SCOTT by LIVINGSTON or any other plaintiff on behalf of the general public.

2. SCOTT shall pay LIVINGSTON the total sum of three hundred fifty dollars ($350.00). Payment shall be made by providing no later than March 11, 2002, a check payable in that sum to "Innovative Access."

3. Within 15 days of SCOTT's payment of the amount set forth in paragraph 2, LIVINGSTON will file a dismissal of the Action with prejudice as against SCOTT.

4. This agreement constitutes a resolution of disputed claims and issues, and shall not be considered an admission of liability or that SCOTT has violated any provision of any law of the State of Washington or any other law.

5. LIVINGSTON's Release of Claims. In consideration of the agreements described herein and other valuable consideration, LIVINGSTON agrees on behalf of himself and his respective affiliates, officers, directors, attorneys, employees and agents, successors and assigns, and each of them, unconditionally and forever to release, acquit, and discharge SCOTT and his successors, heirs, assigns, attorneys, agents and representatives, and each of them, of and from, and never to continue prosecution of or commence any action based in whole or in part upon, any and all debts, claims, liabilities, demands, and causes of action of every kind, nature, and description, which have arisen or could have arisen prior to or as of the effective date of this Agreement. These claims include, but are not limited to, any claim arising from or related to the subject matter of the Action; any claim asserted by LIVINGSTON for money or other damages; any claim arising under any federal, state or local statutory or common law; any claim for breach of an express and/or implied-in-fact agreement; any claim for breach of the covenant of good faith and fair dealing; and any claim for attorneys' fees and costs.

6. LIVINGSTON's Section 1542 Release. LIVINGSTON's release of claims set forth in paragraph 6 above extends to all claims of every nature and kind whatsoever, known or unknown, suspected or unsuspected, past or present, which existed prior to or as of the effective date of this Agreement, notwithstanding any and all rights that LIVINGSTON may have under any federal or state statute or common law principle that would otherwise limit the effect of this Agreement to claims known or suspected on its effective date. LIVINGSTON thus waives any of the claims described in paragraph 5 above, even if he does not believe he has any such claims. LIVINGSTON specifically waives the provisions of section 1542 of the California Civil Code, which reads as follows:

A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.

Notwithstanding the provisions of section 1542, and for the purpose of implementing a full and complete release and discharge of all claims, LIVINGSTON expressly acknowledges that this Agreement is intended to include in its effect, without limitation, all the claims described in paragraph 5 above, whether known or unknown, and that this Agreement contemplates the extinction of any and all such claims, including claims for attorneys' fees.

7. SCOTT's Release of Claims. In consideration of the agreements described herein and other valuable consideration, SCOTT agrees on behalf of himself and his successors, heirs, assigns, attorneys, employees, agents and representatives, and each of them, unconditionally and forever to release, acquit, and discharge LIVINGSTON and his respective affiliates, officers, directors, attorneys, employees and agents, successors and assigns, and each of them, of and from, and never to prosecute or commence any action based in whole or in part upon, any and all debts, claims, liabilities, demands, and causes of action of every kind, nature, and description, which have arisen or could have arisen prior to or as of the effective date of this Agreement. These claims include, but are not limited to, any claim arising from or related to the subject matter of the Action; any claim asserted by LIVINGSTON for money or other damages; any claim arising under any federal, state or local statutory or common law; any claim for breach of an express and/or implied-in-fact agreement; any claim for breach of the covenant of good faith and fair dealing; and any claim for attorneys' fees and costs.

8. SCOTT's Section 1542 Release. The release of claims by SCOTT set forth in paragraph 7 above extends to all claims of every nature and kind whatsoever, known or unknown, suspected or unsuspected, past or present, which existed prior to or as of the effective date of this Agreement, notwithstanding any and all rights that SCOTT may have under any federal or state statute or common law principle that would otherwise limit the effect of this Agreement to claims known or suspected on the effective date. SCOTT thus waives any of the claims described in paragraph 7 above, even if he does not believe he has any such claims. SCOTT specifically waives the provisions of section 1542 of the California Civil Code, which reads as follows:

Notwithstanding the provisions of section 1542, and for the purpose of implementing a full and complete release and discharge of all claims, SCOTT expressly acknowledges that this Agreement is intended to include in its effect, without limitation, all the claims described in paragraph 7 above, whether known or unknown, and that this Agreement contemplates the extinction of any and all such claims, including claims for attorneys' fees.

9. The parties agree that this Agreement is being freely and voluntarily signed after each has: (i) read this Agreement; (ii) been appraised by their attorney of all relevant information and the consequences of signing this Agreement, or has had an opportunity to consult with an attorney; and (iii) made their own investigation of the facts relating to this Agreement.

10. This Agreement is binding upon and shall inure to the benefit of LIVINGSTON and SCOTT and each of their respective heirs, executors, administrators, successors, creditors, assigns, agents, and representatives.

11. Should any provisions of this Agreement be held invalid or illegal, such allegations shall not invalidate the whole of this Agreement, but rather, this Agreement shall be construed as if it did not contain the illegal part, and the rights and obligations of the parties shall be construed and enforced accordingly.

12. This Agreement shall be construed and enforced pursuant to California law.

13. This document constitutes the entire Agreement between LIVINGSTON and SCOTT. Any oral representations or modifications concerning this Agreement shall be of no force or effect. This Agreement may not be amended, altered, modified or otherwise changed in any respect whatsoever, except by a writing duly executed by the parties and their authorized representatives.

14. LIVINGSTON and SCOTT agree to execute such other and further papers and documents as may be necessary and proper in order to fulfill the terms and conditions of this Agreement.

15. This Agreement may be executed in one or more counterparts, each of which when taken together is deemed an original and signatures on the agreement are valid if by facsimile.

16. This Agreement fully and correctly states the intentions of each of the parties.

17. In the event of any litigation or other proceeding arising under this Agreement, the prevailing party in such dispute shall be entitled to receive from the non-prevailing party all reasonable attorneys' fees and costs incurred in connection with such proceeding.

18. If any party to this Agreement is a corporation or partnership, the party represents and warrants that he or she is authorized to execute this Agreement on behalf of such corporation or partnership, and such corporation or partnership is fully bound by the terms, conditions, and provisions hereof.

BY SIGNING THIS AGREEMENT EACH PARTY HEREBY CERTIFIES THAT IT HAS READ ALL OF THIS AGREEMENT AND FULLY UNDERSTANDS THE SAME.

DATED: ____________________	________________________________________
	Ben Livingston
DATED: ____________________	________________________________________
	Richard Scott