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Message: Re: Documents 91 & 92

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However, a contract may be ambiguous because it is unclear, it omits terms, or “‘the terms used to express the intention of the parties may be understood to have two or more plausible meanings.’”34 “In determining whether a contract is ambiguous the court is not bound to consider only the language of the contract [but] any relevant evidence must [also] be considered.”35 If the Court deems a contract to be ambiguous, “there is a factual issue as to what the parties intended”, and the Court may not rule as a matter of law.36<?xml:namespace prefix = o ns = "urn:schemas-microsoft-com:office:of... />

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Boyer affidavit......

What did they call the video/audio platform?......... MicroCam

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Boyer affidavit......RE: April 2002 agreement

32.

You did agree in writing ....by signing the new October 2002 agreement
with Non-disclosure clause. By the way Your April 2002 agreement was
not a Non- compete agreement, it was a Non Disclosure agreement with
a clause of non compete.
You agreed to new terms with a time frame of 3 years in Oct 2002 agreement.

Bill, can you read the new terms of, free and un restricted access, for the
new Oct 2002 Non disclosure clause?

This is where you gave e.Digital the right, while establishing
a hard time frame that did not exist prior.
A business interest was evaluated with regard to the
April 2002 "No disclosure agreement " by e.Digital, with terms
of disclosure only.
You and e.Digital then took it to the next stage after the disclosure process
and agreed stipulations.
You also agreed to the following clause, by signing the new Oct. 2002
agreement . It was right in front of you as you signed off.
If it was your thought the April 2002 agreement was still in effect,
why would you jeopardize it by signing off on the conditions of the
following clause in the new Oct.2002 agreement?
Other than the April 2002 agreement, what would it supersede?
If you had true concern, you would not have allowed it, I know
I wouldn't have allowed it.
You were casual and confident that the 7 year stipulation would protect
during the initial process of review by a potential suitor.

As a share holder of e.Digital Bill, I say you sold them out.
Have you sold off your e.Digital Stock?
If you have, it would be interesting to see the date of that transaction.

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Boyer affidavit......RE: April agreement

It's not a Non-compete Agreement....read the heading of
your Apr 2002 agreement Bill...

As for a time frame on April 2002 agreement, there wasn't one.
With what you state, .e.Digital, or you, for that matter, could
have walked away the day after you signed it. Had e.Digital
walked away the next day, your Non compete clause would
have protected you for 7 years, giving you a time frame to eventually
line some one up . e.Digital did not walk away. After their
allowed evaluation period , they agreed to work with you on the project.
Once you lined a suitor up, you were not as concerned with the
7 year time frame. You cleared the initial obstacle and moved on to a
new agreement with new clause conditions.
That is why you signed the new Oct 2002 agreement and allowed the.....
"Q. Entire Agreement" clause,

Boyer affidavit......RE: April agreement

Then why did you sign the Oct 2002 agreement allowing a
condition of default for e.Digital to have an unrestricted access ?
See "Term and Termination" of the Oct 2002 Agreement you signed.

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August 20, 2004
APS SIGNS EXCLUSIVE DISTRIBUTION AND MARKETING
ALLIANCE WITH WENCOR

Boyer affidavit:

Brent Wood affidavit:

Looks like Bill hooked him right out of the gates...
Aug 20, 2004 to Oct ?..... closed the deal in
less than 60 days.

Oct 2002 agreement

Is APS/DigEcor in default? Looks to me that DigEcor
tried to push e.Digital into default.
Along with that, as far as we know, there's an eVu
missing that was sent to DigEcor via Alitalia Air. RE: Mohammet affidavit.

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