{"id":40495,"date":"2015-09-17T11:25:58","date_gmt":"2015-09-17T16:25:58","guid":{"rendered":"https:\/\/content.findlaw-admin.com\/ability-legal\/contracts\/uncategorized\/severance-agreement-1-800-attorney-inc-and-peter-s-balise.html"},"modified":"2015-09-17T11:25:58","modified_gmt":"2015-09-17T16:25:58","slug":"severance-agreement-1-800-attorney-inc-and-peter-s-balise","status":"publish","type":"corporate_contracts","link":"https:\/\/corporate.findlaw.com\/contracts\/compensation\/severance-agreement-1-800-attorney-inc-and-peter-s-balise.html","title":{"rendered":"Severance Agreement &#8211; 1-800-Attorney Inc. and Peter S. Balise"},"content":{"rendered":"<pre>                               SEVERANCE AGREEMENT\n\n           THIS SEVERANCE AGREEMENT (the \"Agreement\") is entered into as of the\n18th day of January, 2002, between 1-800-ATTORNEY, Inc., a Florida corporation\n(\"the Company\") and Peter S. Balise (the \"Executive\").\n\n           WHEREAS, Executive has entered into an Employment Agreement as of\nSeptember 25, 2001 (the \"Employment Agreement\") and whereas the Company and the\nExecutive wish to terminate the Employment Agreement and provide for the payment\nof certain benefits to the Executive; and\n\n           WHEREAS, the Company has strong and legitimate business interests in\npreserving and protecting its investment in the Executive, its trade secrets and\nConfidential Information, and its substantial relationships with vendors, and\nCustomers, as defined, actual and prospective; and\n\n           WHEREAS, the Company desires to preserve and protect its legitimate\nbusiness interests;\n\n                     NOW, THEREFORE, in consideration of the premises and the\nmutual covenants set forth in this Agreement, and intending to be legally bound,\nthe Company and the Executive agree as follows:\n\n           1. TERMINATION OF EMPLOYMENT AGREEMENT. Upon execution of this\nAgreement, the Employment Agreement shall be terminated and null and void and\nneither party to this Agreement shall have any obligation to the other under the\nEmployment Agreement.\n\n           2. SEVERANCE COMPENSATION.\n\n                     (a) The Company shall pay the Executive $50,000 as\nseverance compensation and not as salary for services to be rendered, payable\nupon execution of this Agreement. Additionally, the Company shall pay the\nExecutive the salary to which he would have been entitled to under his\nEmployment Agreement through January 31, 2002, payable in full on execution of\nthis Agreement. As to any amounts to be paid to Executive pursuant to this\nSection 2.(a), the Executive, at his option, shall (if lawful) be entitled to\nparticipate in the Company's 401K retirement program as to such amounts.\n\n                     (b) The Company shall transfer title to the 2000 Chevrolet\nTahoe truck to the Executive upon execution of this Agreement in the name of\n\"Peter S. Balise or Sandra K. Balise.\" The Executive shall pay to the Company\n$20,900, the fair market value for the Tahoe truck. Such payment shall be made\nin the form of 25,613 shares of Company restricted stock owned by the Executive\n(the \"Tahoe Shares\"), which number of Tahoe Shares was determined by dividing\n$20,900 by $.816 (the average closing price of the Company's stock during the\nfive (5) trading day period ending January 16, 2002). Upon execution of this\nAgreement, the Executive shall deliver the Tahoe Shares to the Company and the\nCompany shall deliver title to the Tahoe truck to the Executive.\n\n                     (c) The Executive may keep the following personal property\nwhich was used by him for the performance of his duties as an employee of the\nCompany: three computer systems (home, office and portable) , monitors,\nprinters, a fax machine, paper shredder, palm pilot and a cell phone. During the\n\n\n\ntwo (2) day period immediately following the execution of this Agreement, the\nExecutive will remove the above-described personal property from the premises of\nthe Company and shall also remove from such premises personal property that was\nlent to the Company by the Executive at no charge. These items include an office\nrefrigerator, personal office belongings and dolly. The Executive gifts to the\nCompany certain furniture owned by the Executive and used by the Company at no\ncharge, including desks, a microwave, credenzas, filing cabinets and lawn tools.\nUpon execution of this Agreement, the Executive will return the Company American\nExpress card. Upon removal of Executive's personal property from the premises of\nthe Company, but in no event later than two (2) days from the date of this\nAgreement, the Executive will return all Company keys in his possession. It is\ndetermined that this exchange of property is an equal exchange and Company shall\nnot consider this imputed income nor issue a 1099 for the property transferred\nto Executive.\n\n                     (d) In addition to other amounts due under this Agreement,\nthe Company agrees to pay Executive, upon execution of this Agreement, an\nadditional $150,000 in exchange for 216,138 shares of common stock of the\nCompany owned by Executive (the \"Repurchased Shares\"), which number of\nRepurchased Shares was determined by dividing $150,000 by $.694 (the average\nclosing price of the Company's shares during the five (5) trading day period\nending January 16, 2002 ($.816), multiplied by .85). Of the Repurchased Shares\nto be delivered hereunder, 151,386 shares shall be delivered upon execution of\nthis Agreement and 64,752 shares will be delivered as soon after execution of\nthis Agreement as may be practicable. Immediately following execution of this\nAgreement, that number of Repurchased Shares not delivered by Executive shall be\nrequested to be promptly delivered from Executive's brokerage account to the\nCompany, with the Executive agreeing to execute whatever additional\ndocumentation the Company deems necessary to effectuate and complete the\ntransfer of those shares to the Company. The Company understands that the\nRepurchased Shares constitute restricted securities subject to Rule 144\npromulgated under the Securities Act of 1933, as amended (the \"Act\").\n\n           3. STOCK OPTIONS. The Executive agrees to forfeit the incentive stock\noptions granted on December 30, 1997 and July 2, 1999 for 50,000 and 150,000\noptions, respectively, totaling 200,000 incentive stock options.\n\n           4. VOTING PROXY. The Executive acknowledges that, promptly upon\nexecution of this Agreement, he will give Mr. Matt Butler a proxy for the right\nto vote shares of common stock of the Company which the Executive may own, from\ntime to time, or to exercise rights to consent in lieu of a meeting of\nshareholders for a period commencing on the date of this Agreement and\nterminating on December 31, 2004, which right relates to all matters except for\nany proposal to dissolve or liquidate the Company. Such proxy is not intended to\nand will not limit Executive's right to sell, transfer or otherwise dispose of\nshares of stock to which Mr. Butler holds proxy rights. Prior to execution of\nthe proxy, the board of directors of the Company has approved the transaction\nthrough which the proxy was issued and, accordingly, Section 607.0902, Florida\nStatutes, does not apply.\n\n           5. RESIGNATION. By executing this Agreement, the Executive resigns as\nan officer of the Company. The Executive shall resign as a director of the\nCompany on the earlier of the Company's appointment of a new director, or on or\nbefore March 31, 2002.\n\n                                        2\n\n\n\n           6. COOPERATION. The Executive shall cooperate with the Company in\nproviding for an orderly transition which cooperation shall include giving such\nassistance as may be reasonably requested by the Company. The Company's CEO and\nExecutive agree to use their best efforts to formulate a transition plan\npromptly following execution of this Agreement. Such cooperation shall extend to\nadditional matters as reasonably requested by the CEO of the Company from time\nto time and agreed to by the Executive. In exchange for this cooperation, the\nCompany shall not only provide the Executive with the compensation provided\nunder this Agreement but also agrees not to disparage the Executive or otherwise\ncriticize him, publicly or privately. Likewise, the Executive shall not\ndisparage or otherwise criticize the Company or any of its officers or\ndirectors. The Executive has approved the press release that will be issued as a\nresult of this Agreement which is attached as Exhibit A.\n\n           7. RESTRICTIONS ON SALE OF COMMON STOCK. For a period of six months\nfrom the date of this Agreement, the Executive agrees not to sell any of his\ncommon stock of the Company on the public markets for less than $1.50 per share.\nThereafter, the Executive shall restrict his public sales of common stock only\nas limited by the Act, including Rule 144 promulgated thereunder. In connection\nwith any public or private sales by the Executive, the Company's counsel shall\n(within a reasonable time) issue legal opinions (or accept opinions presented by\nExecutive's counsel), that any such sale is in compliance with applicable law,\nupon which the Company may rely.\n\n           Additionally, the Executive agrees to provide the Company with a\nright of first refusal to acquire Executive's shares in any private sale as\nprovided below. If the Executive desires to sell all or a portion of his common\nstock of the Company (the \"Offered Shares\") in a private transaction rather than\nthrough or to a broker-dealer, then the Executive shall give the Company notice\nof the number of shares offered (the \"Offer\"). The Company may purchase all or a\nportion of the shares contained in the Offer by giving notice to the Executive\nwithin five business days after receipt of an Offer. The price shall be the\naverage closing price for the five trading days ending with the date the notice\nis given net of a fifteen percent (15%) discount. The Company, if it accepts the\nOffer, shall tender payment by check versus delivery of certificates endorsed to\nthe Company with a medallion guarantee within five business days from acceptance\nof the Offer. If the Company does not exercise its right to purchase the Offered\nShares within five business days, then the Offered Shares may be sold to any\nthird party at any price.\n\n           8. NON-COMPETITION AGREEMENT.\n\n                     (a) Non-Competition with the Company. Until December 31,\n2004, the Executive, directly or indirectly, in association with or as a\nstockholder, director, officer, consultant, employee, partner, joint venturer,\nmember or otherwise of or through any person, firm, corporation, partnership,\nassociation or other entity, shall not compete with the Company or any of its\nAffiliates in any line of business which is directly competitive with the\nbusiness line of the Company or any of its Affiliates in existence or planned as\nof the date of this Agreement, within any metropolitan area in the United\nStates. The Company's current line of business (the \"Prohibited Business\") is\ndefined as the Company's bar, legal or medical print directory programs, current\nattorney referral service business (1-800-ATTORNEY) or the sale of specialty\nlistings for attorneys and\/or service providers to the legal profession where\nsuch listings are contained in print directories referred to above or on the\nInternet; provided, however, the foregoing shall not prohibit Executive from\nowning up to 5% of the securities of any publicly-traded enterprise provided\nExecutive is not an executive, director, officer, consultant to \n\n                                        3\n\n\n\nsuch enterprise or otherwise reimbursed for services rendered to such\nenterprise. Affiliate shall have the meaning contained in Rule 405 under the\nSecurities Act of 1933.\n\n                     (b) SOLICITATION OF CUSTOMERS. During the periods in which\nthe provisions of Section 8(a) shall be in effect, the Executive, directly or\nindirectly, shall not refer Prohibited Business from any Customer to any\nenterprise or business other than the Company to any enterprise or business that\nis in direct competition with the Company's bar, legal or medical print\ndirectory programs, or attorney listings on the Internet or in print, or\nattorney referral service business or receive commissions based on sales or\notherwise relating to the Prohibited Business from any Customer that is in\ndirect competition with the Company's bar or medical print directory programs or\nattorney referral service business, or any enterprise or business other than the\nCompany. For purposes of this Agreement, the term \"Customer\" means any person,\nfirm, corporation, partnership, association or other entity to which the Company\nor any of its Affiliates sold or provided goods or services during the\ntwelve-month period prior to the time at which any determination is required to\nbe made as to whether any such person, firm, corporation, partnership,\nassociation or other entity is a Customer, or who or which was approached by or\nwho or which has approached an employee of the Company for the purpose of\nsoliciting business from the Company or the third party, as the case may be.\n\n                     (c) SOLICITATION OF EMPLOYEES. During the periods in which\nthe provisions of Section 8(a) shall be in effect, the Executive, directly or\nindirectly including through any Affiliated Entity shall not solicit, hire or\ncontact any employee of the Company for the purpose of hiring them or causing\nthem to terminate their employment relationship with the Company. However, if\nthe Company terminates an employee, or if an employee leaves the Company for a\nperiod of six months not in relation to any solicitation by the Executive, the\nExecutive may hire such employee.\n\n                     (d) NO PAYMENT. The Executive acknowledges and agrees that\nno separate or additional payment will be required to be made to him in\nconsideration of his undertakings in this Section 8.\n\n           9. NON-DISCLOSURE OF CONFIDENTIAL INFORMATION.\n\n                     (a) CONFIDENTIAL INFORMATION. Confidential Information\nincludes, but is not limited to, trade secrets as defined by the common law and\nstatute in Florida or any future Florida statute, processes, policies,\nprocedures, techniques, designs, drawings, know-how, show-how, technical\ninformation, specifications, computer software and source code, information and\ndata relating to the development, research, testing, costs, marketing and uses\nof the Services (as defined herein), the Company's budgets and strategic plans,\nand the identity and special needs of Customers, databases, data, all technology\nrelating to the Company's businesses, systems, methods of operation, client or\nCustomer lists, Customer information, solicitation leads, marketing and\nadvertising materials, methods and manuals and forms, all of which pertain to\nthe activities or operations of the Company, names, home addresses and all\ntelephone numbers and e-mail addresses of the Company's executives, former\nexecutives, clients and former clients. In addition, Confidential Information\nalso includes Customers and the identity of and telephone numbers, e-mail\naddresses and other addresses of executives or agents of Customers (each a\n\"Contact Person\") who are the persons with whom the Company's executives and\nagents communicate in the ordinary course of business. Confidential Information\nalso includes, without limitation, Confidential Information received from the\nCompany's subsidiaries and Affiliates. For purposes of this Agreement, the\nfollowing shall not \n\n                                       4\n\n\n\nconstitute Confidential Information (i) information which is or subsequently\nbecomes generally available to the public through no act of the Executive, (ii)\ninformation set forth in the written records of the Executive prior to\ndisclosure to the Executive by or on behalf of the Company which information is\ngiven to the Company in writing as of or prior to the date of this Agreement,\nand (iii) information which is lawfully obtained by the Executive in writing\nfrom a third party (excluding any Affiliates of the Executive) who did not\nacquire such confidential information or trade secret, directly or indirectly,\nfrom Executive or the Company. As used herein, the term \"Services\" shall include\nthe Company's bar, legal and medical directory business and its attorney\nreferral service business or other business engaged in by the Company during the\nterm of this Agreement.\n\n                     (b) LEGITIMATE BUSINESS INTERESTS. The Executive recognizes\nthat the Company has legitimate business interests to protect and as a\nconsequence, the Executive agrees to the restrictions contained in this\nAgreement because they further the Company's legitimate business interests.\nThese legitimate business interests include, but are not limited to: (i) trade\nsecrets as defined by the Florida Uniform Trade Secrets Act; (ii) valuable\nconfidential business or professional information that otherwise does not\nqualify as trade secrets including all Confidential Information; (iii)\nsubstantial relationships with specific prospective or existing Customers or\nclients; (iv) Customer or client goodwill associated with the Company's\nbusiness; and (v) specialized training relating to the Company's technology,\nmethods and procedures.\n\n                     (c) CONFIDENTIALITY. Until December 31, 2004, the\nConfidential Information shall be held by the Executive in the strictest\nconfidence and shall not, without the prior written consent of the Company, be\ndisclosed to any person other than in connection with the Executive's employment\nby the Company. The Executive further acknowledges that such Confidential\nInformation as is acquired and used by the Company or its Affiliates is a\nspecial, valuable and unique asset. The Executive shall exercise all due and\ndiligence precautions to protect the integrity of the Company's Confidential\nInformation and to keep it confidential whether it is in written form, on\nelectronic media or oral. All records, files, materials and other Confidential\nInformation obtained by the Executive in the course of his prior employment with\nthe Company are confidential and proprietary and shall remain the exclusive\nproperty of the Company or its customers, as the case may be, and shall be\ntreated as such by the Executive, except that Executive may keep some copies of\ndirectories published by the Company over the years and advertising sales\/media\nkits for \"show and tell\" type items to be used as examples of his work product\nin the course of seeking employment. The Executive shall not, except in\nconnection with and as required by his performance of his duties under this\nAgreement, for any reason use for his own benefit or the benefit of any person\nor entity with which he may be associated, or disclose any such Confidential\nInformation to any person, firm, corporation, association or other entity for\nany reason or purpose whatsoever without the prior written consent of an\nexecutive officer of the Company.\n\n           10. INDEBTEDNESS. The Executive acknowledges that except for the \nCompany's obligations under this Agreement and the obligations under a \nConsulting Agreement of even date herewith, the Company does not owe the \nExecutive any money or property.\n\n                                       5\n\n\n\n           11. SEVERABILITY.\n\n                     (a) If, in any judicial proceeding, a court shall refuse to\nenforce all of the separate covenants deemed included herein because taken\ntogether they are more extensive than necessary to assure to the Company the\nintended benefits of this Agreement, it is expressly understood and agreed by\nthe parties hereto that the provisions of this Agreement that, if eliminated,\nwould permit the remaining separate provisions to be enforced in such proceeding\nshall be deemed eliminated, for the purposes of such proceeding, from this\nAgreement.\n\n                     (b) If any provision of this Agreement otherwise is deemed\nto be invalid or unenforceable or is prohibited by the laws of the state or\njurisdiction where it is to be performed, this Agreement shall be considered\ndivisible as to such provision and such provision shall be inoperative in such\nstate or jurisdiction and shall not be part of the consideration moving from\neither of the parties to the other. The remaining provisions of this Agreement\nshall be valid and binding and of like effect as though such provision were not\nincluded.\n\n           12. NOTICES AND ADDRESSES. All notices and any other acts required or\npermitted under this Agreement shall be in writing, and shall be sufficiently\ngiven if delivered to the addressees in person, by Federal Express or similar\nreceipted delivery or, if mailed, postage prepaid, by certified mail, return\nreceipt requested, as follows:\n\n      To the Company:            1-800-ATTORNEY, Inc.\n                                 186 Attorneys.com Court\n                                 Lake Helen, Florida 32744\n                                 Facsimile No.:  (386) 228-0276\n\n      With a Copy to:            Louis T. M. Conti, Esq.\n                                 Holland &amp; Knight LLP\n                                 200 South Orange Avenue, Suite 2600\n                                 Orlando, Florida  32801\n                                 Facsimile No.:  (407) 244-5288\n\n      To the Executive:          Mr. Peter S. Balise\n                                 6939 Sylvan Woods Drive\n                                 Sanford, Florida 32771\n\n      With a Copy to:            Thomas A. Simser, Jr., Esq.\n                                 Winderweedle, Haines, Ward &amp; Woodman, P.A.\n                                 P.O. Box 880\n                                 Winter Park, Florida  32790\n                                 Facsimile No.:  (407) 645-3728\n\nor to such other address as either of them, by notice to the other may designate\nfrom time to time. Time shall be counted to, or from, as the case may be, the\ndelivery in person or by mailing, except as otherwise provided.\n\n                                       6\n\n\n\n           13. COUNTERPARTS. This Agreement may be executed in one or more \ncounterparts, each of which shall be deemed an original but all of which \ntogether shall constitute one and the same instrument. The execution of this\nAgreement may be by actual or facsimile signature.\n\n           14. ATTORNEY'S FEES. In the event that there is any controversy or\nclaim arising out of or relating to this Agreement, or to the interpretation,\nbreach or enforcement thereof, and any action or proceeding is commenced to\nenforce the provisions of this Agreement, the prevailing party shall be entitled\nto a reasonable attorney's fee, costs and expenses.\n\n           15. GOVERNING LAW. This Agreement and any dispute, disagreement, or\nissue of construction or interpretation arising hereunder whether relating to\nits execution, its validity, the obligations provided therein or performance\nshall be governed or interpreted according to the internal laws of the State of\nFlorida without regard to conflict of law considerations.\n\n           16. ENTIRE AGREEMENT. This Agreement constitutes the entire Agreement\nbetween the parties and supersedes all prior oral and written agreements between\nthe parties hereto with respect to the subject matter hereof. Neither this\nAgreement nor any provision hereof may be changed, waived, discharged or\nterminated orally, except by a statement in writing signed by the party or\nparties against which enforcement or the change, waiver discharge or termination\nis sought.\n\n           17. ADDITIONAL DOCUMENTS. The parties hereto shall execute such\nadditional instruments as may be reasonably required by their counsel in order \nto carry out the purpose and intent of this Agreement and to fulfill the\nobligations of the parties hereunder.\n\n           18. SECTION AND PARAGRAPH HEADINGS. The section and paragraph\nheadings in this Agreement are for reference purposes only and shall not affect\nthe meaning or interpretation of this Agreement.\n\n           19. ARBITRATION. Except for a claim for equitable relief, any\ncontroversy, dispute or claim arising out of or relating to this Agreement, or\nits interpretation, application, implementation, breach or enforcement which the\nparties are unable to resolve by mutual agreement, shall be settled by\nsubmission by either party of the controversy, claim or dispute to binding\narbitration in Orange County, Florida (unless the parties agree in writing to a\ndifferent location), before three arbitrators in accordance with the rules of\nthe American Arbitration Association then in effect. In any such arbitration\nproceeding the parties agree to provide all discovery deemed necessary by the\narbitrators. The decision and award made by the arbitrators shall be final,\nbinding and conclusive on all parties hereto for all purposes, and judgment may\nbe entered thereon in any court having jurisdiction thereof. The prevailing\nparty shall be entitled to reimbursement by the other party for all costs of\narbitration incurred by such prevailing party.\n\n           20. DISCLOSURE OF LIABILITIES. Except as disclosed on Schedule 21 and\nfor liabilities arising in the ordinary course of business, to the knowledge of\nthe Executive, the Company has no contingent liabilities in existence as of the\ndate hereof in an amount of $5,000 or more, except for: (i) liabilities\nreflected on the Company's balance sheet at September 30, 2001, or the Company's\nbalance sheet at December 31, 2001 or otherwise known or disclosed to the\nCompany as of the date hereof; and (ii) any contingent liabilities known, as of\nthe date hereof, to other members of the Company's Board of \n\n                                       7\n\n\n\nDirectors, the Company's Chief Operating Officer, or Company's Chief Financial\nOfficer (individually referred to as an \"Unknown Contingent Liability\").\nMoreover, the Executive specifically represents and warrants to the Company that\nthe Company has no liability to Legal Research Center, Inc. of Minneapolis, MN\nin excess of $7,500. The Executive has made these same representations in that\ncertain Consulting and Confidentiality Agreement of even date herewith between\nthe parties hereto (the \"Consulting Agreement\") and has granted the Company\ncertain rights of offset against payments due under the Consulting Agreement in\nthe event of any misrepresentations made as to contingent liabilities of the\nCompany or the amount owed by the Company to Legal Research Center.\n\n           21. EXECUTIVE'S ATTORNEYS FEES. The Company agrees to reimburse\nExecutive for up to $13,000 of the legal fees incurred by Executive in\nconnection with the negotiation of Executive's severance arrangement with the\nCompany. The Company has delivered to Executive a check for $10,000 for this\npurpose of reimbursing Executive for such fees and agrees to issue an additional\ncheck for $3,000 on or before execution of this Agreement. In the event the\ndollar amount of legal fees incurred by Executive is less than $13,000,\nExecutive agrees to return the unused portion of the $13,000. In the event the\ndollar amount of legal fees incurred by Executive is more than $13,000, the\nExecutive will be responsible for that amount in excess of $13,000.\n\n           22. BREACH OF PAYMENT BY THE COMPANY. In the event the Company fails\nto pay the Executive any and all monies required to be paid by Sections 2.(a)\nand 2.(d) when due, this Agreement shall be deemed to be in default, with no\nfurther notice required by the Executive to the Company, and the Executive shall\nbe entitled to a 12% late fee on all payments past due and all reasonable\ncollection costs incurred by Executive, including but not limited to legal fees\nand costs.\n\n           23. PROPER AUTHORITY; DUE EXECUTION. The Company represents and \nwarrants to the Executive that this Agreement has been approved by the Company's\nBoard of Directors and that the officer of the Company signing on behalf of the \nCompany has been fully authorized to do so on the Company's behalf.\n\n           24. EXECUTION OF AGREEMENT. In addition to executing this Agreement\nbelow, the parties hereto shall both initial each page of this Agreement and the\nattached press release and, in the event either party makes any marked up\nchanges hereto or thereto, both parties shall initial each such change.\n\n           IN WITNESS WHEREOF, the Company and the Executive have executed this\nAgreement as of the date and year first above written.\n\n                                     1-800-ATTORNEY, Inc.\n\n\n\/s\/ Matt Butler (as witness)         By: \/s\/ James M. Koller      \n-----------------------------        ------------------------------------------\n                                             James M. Koller, CFO &amp; Treasurer\n\n\n                                         \/s\/ Peter S. Balise     \n-----------------------------        ------------------------------------------\n                                             PETER S. BALISE\n\n                                       8\n\n\n\n                                    EXHIBIT A\n\n\n[LOGO]                             1-800-ATTORNEY, Inc.\n--------------------               186 Attorneys.com Court, Lake Helen, FL 32744\n1-800-ATTORNEY, INC.               Tel: 800-644-3458      Fax: 386-228-0276\n--------------------               Company contact:  Matt Butler\n                                                     Chairman and CEO\n                                                     941-253-8909\n\n--------------------------------------------------------------------------------\n\n                    1-800-ATTORNEY CEO, PETER BALISE RESIGNS;\n                DIRECTOR, MATT BUTLER TO LEAD COMPANY AS NEW CEO\n\n\n           LAKE HELEN, FLA.-- January 16, 2002-- 1-800-ATTORNEY, Inc. (Nasdaq:\nATTY) today announced the resignation of Peter Balise as chairman, president and\nCEO to pursue other opportunities. Board member, Matt Butler, has been elected\nchairman, president and CEO to fill the vacancy left by Mr. Balise's\nresignation.\n\n           Mr. Balise, the Company's founder, was instrumental in expanding the\nCompany's original business from legal publishing to becoming a leading attorney\nmarketing network under the 1-800-ATTORNEY brand. As the Company enters a new\nphase in its efforts to continue to develop and build all of its service and\nproduct lines, Mr. Balise and the Company feel that new leadership and vision in\nthe Company's day to day operations will enhance its business prospects and\nexpand its business contacts.\n\n           Mr. Butler, 43, will assume his responsibilities immediately. He\njoined the Company's board of directors in January 2000. Previously, Mr. Butler\nserved on the Board from June 1996 until August 1998. He is currently a private\ninvestor. From November 1992 through November 1999, Mr. Butler was Chairman and\nChief Executive Officer of Butler Holdings, Inc., the parent company of Hunt\nTransportation, Inc., Omaha, Nebraska, which is engaged in the transportation of\nagricultural and construction machinery and equipment throughout the United\nStates.\n\n           Mr. Butler sold Hunt to Crete Carrier Corporation of Lincoln Nebraska\nin 1999. He is a graduate of the University of Kansas where he majored in\nAdvertising, and is a 1996 graduate of the Owner-President Manager Program\n(\"O.P.M.\") at Harvard Business School. He is a former member of the Young\nPresidents Organization (\"Y.P.O.\").\n\n           1-800-ATTORNEY, Inc. is executing a strategy of becoming the nation's\nleading attorney marketing network and its wholly owned subsidiary, PCNA\nCommunications Corporation, is a leading provider of print directories within\nthe legal industry.\n\n                                      # # #\n\n                                       9\n\n\n\n                                   Schedule 21\n\n\n1.    American Express bills, including:\n\n           o          Auto repair \/ service\n           o          Gas\n           o          Restaurants\n           o          Lodging\n           o          Auto rental\n\n2.    Photobooks - Internet \/ web work\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n                                       10\n<\/pre>\n","protected":false},"template":"","meta":{"_acf_changed":false,"_stopmodifiedupdate":true,"_modified_date":"","_cloudinary_featured_overwrite":false},"corporate_contracts_companies":[6533],"corporate_contracts_industries":[9468],"corporate_contracts_types":[9539,9551],"class_list":["post-40495","corporate_contracts","type-corporate_contracts","status-publish","hentry","corporate_contracts_companies-1-800-attorney-inc","corporate_contracts_industries-media__other","corporate_contracts_types-compensation","corporate_contracts_types-compensation__severance"],"acf":[],"_links":{"self":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts\/40495","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts"}],"about":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/types\/corporate_contracts"}],"wp:attachment":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/media?parent=40495"}],"wp:term":[{"taxonomy":"corporate_contracts_companies","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_companies?post=40495"},{"taxonomy":"corporate_contracts_industries","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_industries?post=40495"},{"taxonomy":"corporate_contracts_types","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_types?post=40495"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}