exhibit 10. 2 settlement agreement and mutual general release this settlement agreement and mutual general release ( this " settlement agreement " ) is dated august 30, 2022, and entered into by lifeway foods, inc. ( " lifeway " ) on the one hand and ludmila smolyansky ( " ludmila " ) on the other hand. each person or entity identified in the foregoing sentence is a " party, " and all such persons and entities are, collectively, the " parties. " recitals whereas, lifeway is an illinois corporation with its principal place of business situated in morton grove, illinois and is the leading supplier in the united states of kefir and fermented probiotic products to support the body's microbiome. in addition to its line of drinkable kefir, lifeway also produces cheese, probiotic oat milk, and a probugs line for kids ; whereas, ludmila is an individual residing in cook county illinois. ludmila is a former employee of lifeway and is presently the chairman of the board of directors of lifeway ; whereas, effective on march 14, 2016 lifeway and ludmila entered into a written agreement styled " endorsement agreement " ( the " endorsement agreement " ) whereby ludmila granted to lifeway an unlimited, perpetual, non - exclusive, worldwide right to use, reuse, publish, reproduce, perform, copy, create derivative works, exhibit, broadcast and display throughout the world her name, image and likeness in marketing materials ( as that term is defined in the endorsement agreement ) as lifeway deemed fit and / or appropriate ( the " license " ). whereas, the endorsement agreement further provides that in exchange for the license granted by ludmila to lifeway, ludmila, during her lifetime, would receive a royalty payment equal to $ 0. 02 for each lifeway product or individual item sold by lifeway during each calendar month that bears ludmila's first name, last name or other identifying personal characteristics with a cap of $ 50, 000 in any month ( the " royalty " ) ; whereas, the endorsement agreement further provides that " all undisputed royalty payments are due and payable to ludmila within thirty ( 30 ) days after the end of each calendar month for sales during the previous month ; whereas, ludmila asserts that lifeway has failed to comply with the terms of the endorsement agreement by not paying her