4 years ago I was approached to build a web app. The pay was good for me, since I usually did smaller projects and this was a bigger one. I even got half the fee upfront, and received the remaining half upon completion of phase one. He asked for tons of extra stuff that would become phase two. I got paid + 5% of the company (which was worthless).

After this though, things changed. I got asked to develop a ton of new functionality, with the promise of getting my money "soon". I went for it, since everything had worked out nicely until now. After completing it I asked how the money was coming and he said I would receive it after we got "our first paying customer."

More time passed and he asked for more stuff, and said he would pay me through his other company, under the guise of creating the other company's new website. I quoted a price and said I wanted half upfront, which he accepted. I waited for the money to arrive before starting this work, but meanwhile, as a freelancer, I had to decline and turn down other clients to allot time for this project.

2 weeks later he sends an email and says that the deal is off, it was too expensive, he couldn't spend that much on a "website". Now I was out of client work, and out of work with this project as well. Luckily, I was approached by former client company that wanted to hire me permanently. I accepted. I had to.

Some months later he contacts me again and says he's hired a marketing guy to help "us" sell this service to clients. Note that there still are NO paying customers, outside of his own employees. I'm still not paid, but this "marketing" guy is on board? How?

There's a new barrage of emails with stuff they want done and the tone is not very nice (loads of "We're a startup. Founders can't be expected to make money at first! The money will come, you'll see!")

It's been two years of this murk, and I'm frankly SICK of the whole thing and want OUT. We don't have any contracts — and I have all the keys/accounts/servers/code/...

What would you do? How do I get out of this? I don't care about the money I'm owed, I just want OUT!

The app/system is kind of complex with many moving parts.

Do I just mail him all the account info/passwords/keys and transfer the repo to him? Or do I HAVE to stay on and shepherd the transition? What if there never IS a transition?

HELP!