Intershop Ltd have now agreed to transfer all intellectual property rights, title and interest to Terminate (except for trademark and trade secret ownership rights) to George Collins. (Bo Bendtsen was warned of this proposed transfer on 14 July 1995 since, under the additional agreements and protocols of 16th April 1994 he had the right, until 28 days notice of sale was given, to buy back all the rights he sold to Intershop Ltd for °2000 more than he sold them for.) To understand the reasons for this transfer we need to go back to January 1994 when Intershop Ltd was incorporated in Edinburgh: At this time, Bo Bendtsen wished to form a Scots corporation with management and control exercised by non-UK residents from outwith the United Kingdom for tax avoidance reasons. To diminish danish taxation, he could not be seen to exercise any control himself by way of either shareholding or office bearing. The obvious nominees would have been his father (a lawyer) and girlfriend - both nationals of and resident in Denmark. Unfortunately he said he did not trust either of them and instead asked George Collins to find alternatives. When we asked George what our duties as Directors would be, he explained that we had, under the various british companies acts, a responsibility to see that all relevant legislation was complied with and to maximise the return for the shareholders of the company. He explained that we could delegate the day to day running of the company to others but that, in law, the final responsibility remained with ourselves. In July 1994, after Bo Bendtsen had disappeared, we felt we had no alternative to hiring an alternative programming team to maintain, develop and improve the Terminate software (the "Project CAIN programming team") since promises had been given in good faith by employees of the company. At that time, the Board of Directors assumed that the costs would be defrayed by future revenues from Terminate. When Bo Bendtsen re-surfaced one week after we published version 1.56 of Terminate on 16th August 1995 we were outraged by the lies and deceipts he spread. With hindsight, it is fair to say that this outrage clouded our judgement in deciding to continue Terminate's development. Since, from a legal standpoint, the company had a watertight case we (wrongly) assumed it would be a matter of months before the issues were resolved in court. We have now discovered that Bo Bendtsens' Gibraltar registered front company Strathrory Systems Ltd has Manx registered nominee companies as officers and that he himself has fled the jurisdiction back to Denmark rendering recovery of damages and costs awarded by the courts problematic to say the least. Accordingly, we would be breaching our fiduciary duty to the shareholders to continue with a FREEWARE program that offers no clear financial return. (So far, costs have amounted to °34,113 and are still rising. Gross Revenue from Terminate has been NIL since Intershop Ltd publicly declared that we would not accept any money in respect of Terminate) Intershop Ltd will, from today, cease to publish Terminate or answer queries about same. We are happy that George Collins, the new owner of Terminate and the copyrights to same, has told us he will: 1) Release a new version of the program on 6th September 1995 2) Retain the existing file naming scheme - so his first release will be 0203TER?.ZIP 3) Ensure that the program remains FREE of licence fees for the end user 4) Allow the program to continue to be distributed via Shareware channels 5) Rename the program with a name NOT in conflict with our own re-named upcoming "Project CAIN" release. (Although Interstop, the British and Irish Trademark owners of TERMINATE, agreed to allow him to use the TERMINATE name, he would not be able to use that name in either Denmark or Germany since no assignable Trademark rights in those countries were granted to us by the 16th April 1994 contract with Bo Bendtsen and we understand he would rather re-name the program than deprive the users in those two countries) 6) Maintain, develop and improve the code. (In this regard, we are pleased that many of the existing freelance members of the "Project CAIN programming team" have offered him their advice and assistance) 7) Change and modernise the `look and feel' now that previous constraints have been removed and legal action has commenced against Bo Bendtsen and his cronies 8) Co-operate with Intershop Ltd by including code segments from "Project CAIN" within his program for testing and evaluation before they become commercially available within our own products Good luck, George and all Terminate users! The Board of Directors for & on behalf of INTERSHOP LIMITED Prague, 28 August 1995