EXECUTION WARRANT ACCEPTANCE AND EFFECTIVE DELIVERY
Visitalk Capital 50th Corporation 130
AGREEMENT
14647
S.
St. Suite
Phoenix
AZ
or
85044
Dear
Sir
Madam
terms unless defined herein the Plan Warrant
States
A. September confirmed
Capitalized
have
the
same meaning Second
as
defmed
in the
warrant
agreement dated June
effective
17
2004
Agreement
Court
or in the
Joint
Plan of Reorganization
related to
22 2004
by the United
Bankruptcy
for the
District
of Arizona represents
Case No.
00-13035-PHX-RTB
and reviewed
the
the
Plan
to
Plan
Warrant
of visitalk.com
Inc. the the
Visitalk. Plan
and
the
The Undersigned
Section
5.9
that
they have
received and have
Agreement
Implementation
Agreement
had the opportunity
ask questions regarding
terms
restrictions
of these documents.
B.
Each
Issuer the
is
required under
if
the
Plan
to
issue the
certain
warrants
categorized
in the
under and
Plan
in
such
claimants with
meet
the
terms of Section Warrant
5.9
to various claimants the Plan Warrants of the Plan. Such Plan Warrants are defmed
Plan
governed
accordance
Plan
Agreement.
C. Effective
The Undersigned
Delivery
Aldecoa
Family
Trust hereby
tenders
to
this
Execution
Capital
to
Warrant
Acceptance
as
and
and
as
Agreement
for
the Execution and
Agreement
issued
in
Visitalk
Corporation
Certificate
an
Issuer
is
the
Implementation
also
Agent
elects to
the other Issuers
all
unless an executed
Election Entiy
Agreement
the
attached
hereby
all
have
of
their 5.9
Plan
Warrants
Book
form.
Finally
Execution
Agreement
accepts
the
terms of the Section
Implementation
Agreement.
D.
This undersigned
part
represents
that
the Execution
this
Agreement
Execution person
is
has
been
duly
authorized duly
by
all
necessary by an
action
on the
officer
of the
Undersigned
of the
and
if
necessary and
in
Agreement
legal
its
has been
executed
authorized
or representative Execution
Undersigned
is
such
officer
or representative
of the
Undersigned
and
this
Agreement
enforceable
accordance
with
terms.
E.
If physical
delivery
of the
Plan Warrant and
return with
certificates
is
desired
please
sign
and
return
BOTH
therein.
this
Execution Agreement
and
also sign
the
Election
for the
to
Certificate
Agreement
set
attached
to the
Plan
Warrant Agreement
as Exhibit
along
check
certificate
issue fee as
forth
BY EXECUTION BELOW THE UNDERSIGNED REPRESENTS THAT THEY HAVE RECEIVED THE SECTION EXECUTED AND REVIEWED THE PLAN WARRANT AGREEMENT THE PLAN 5.9 IMPLEMENTATION AGREEMENT AND ACKNOWLEDGE THAT THEY HAVE EXECUTED AND RECEIVED EFFECTIVE DELIVERY OF THE PLAN WARRANTS. VISITALK CAPITAL CORPORATION AND EACH ISSUER IS RELYING UPON THE ACCURACY AND COMPLETENESS OF THE REPRESENTATIONS CONTAINED HEREIN COMPLYING WITH ITS OBLIGATIONS.
Claim Holder Accepted and
Agreed
Issuer
Acceptance
CLAIM HOLDER
L-7
all
VISITALK
CAPITAL
ORATON
as
an
Issuer
Jt---
and
as
Imp
lein1atitesuers
S.
Signatures
Date
rcord holders should 2006
sign
By
Its
Michael
President
Williams
Date//
2006
CERTIFICATE OF AUTHORIZATION
to
be completed
if
the Plan
Warrants
are
being
accepted
by an Entity
hereby
certif
that
Entity name
of company trust partnership and existing under
and or other
virtue
form of entity
of the
State
is
____________________
entity
organized
by
of the laws
of
type
is
state
and federal tax
that
it
and
its
tax
ID number
is
currently
in
good
standing
and
its
charter
ID or SS
the _____________________________ title and/or the ________________ title and
all
in full
force
and
effect.
further
certif
are
fully to
authorized effectuate
and empowered
to
make
execute
and
further
deliver any
written instruments
necessary
or
proper
the authority hereby
conferred.
cerIi
that
___________________________________
now
is
name
the title
further
and
is
now
the title
name
officers set forth
certif
that
the
herein
or
any one of them
are
duly
authorized
by the Entity
and
to
execute
further
and
that
carry
out the terms
of the Execution
Warrant
and
Acceptance
Delivery obligation
and Effective Agreement
of the
Entity.
Delivery has been
Agreement
duly
certifij
the Execution of the Entity
Warrant and
Acceptance
legal
Effective
and validly executed
on behalf
constitutes
and binding
Dated
this
______
day
of
200_. Signature of certifing
officer
Must
not
be signed
by officer authorized
to
act
Title
of
certifijing
officer
Case 2:02-cv-02405-HRH
Document 385-17
Filed 07/25/2007
Page 1 of 48
VT022 900
CLAIM HOLDER
The Warrants below
SCHEDULE
named Claim Holder named herein
and
Effective has Delivery received
Plan
specified
are only
valid
if
the specific
or
proper
assignee has executed
an Execution
to
Warrant and
than
Acceptance
Agreement by Visitalk
Capital
Execution
Corporation
Agreement
as the agent
prior
June 15 2006 no
later
such agreement June
been
of the Issuers
25
2006.
Claim Holder
Aldecoa Family Trust
T.
E.
Ramon
12653
Ruth
M. Aldecoa Rd
Co
Trustees
Chandler Hts.
Chandler
AZ
85249
Plan Allowed Plan Class
Claim
30000.00
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
VCW-3
19
6000 1500 1500 1500 1500
1.500
VT Billing Services Inc. VT Business Products Inc. VT Consumer Services Inc. VT Financial Services Inc.
Dynamic Biometric Systems
Inc.
BIW-319
BUW-319
CSW-319 FNW-319
DBW-319
INW-319
VT International Corp. VT Marketing Services Inc. VT Video Services Inc. VT Arabic Services Inc. VT Chinese Services Inc. VT Dutch Services Inc. VT French Services Inc. VT German Services Inc.
VTHispanos
Services
Inc. Inc. Inc. Inc. Inc.
1500 1500 1500 1500 1500
1.500
MKW-319 VDW-319 ARW-319 CNW-319 DUW-319
FRW-319
1500 1500
1.500 1.500
GEW-319
HSW-319 ITW-319 JPW-3
19 19
VT
VT
Italian
Services
Japanese Services Korean Services
1500 1500 1500
VT VT
KOW-3
Portuguese
Services
POW-319
Warrant
and
Unit
consists
of
consist
of one
Warrant
one
Warrant
one
Warrant
one
Warrant
one
Warrant
one
Warrant.
Case 2:02-cv-02405-HRH
Document 385-17
Filed 07/25/2007
Page 2 of 48
VT02290
EXECUTION WARRANT ACCEPTANCE AND EFFECTIVE DELIVERY
Visitalk Capital 50th Corporation St. Suite 130
AGREEMENT
14647
S.
Phoenix
AZ
or
85044
Dear
Sir
Madam
terms unless defined herein the Plan Warrant
States
A. September confirmed
Capitalized
have
the
same meaning Second
as
defined
in the
warrant
agreement dated June
effective
17 2004
by
the
Agreement
Court
for
or in the
Joint
Plan of Reorganization
related that to
22 2004
United
Bankruptcy
the
District
of Arizona represents
Case No.
00-13035-PFX-RTB
and had reviewed
the the
the
Plan
to
Plan
Warrant
of
visitalk
corn
Inc. the
Visitalk. Plan
the
The Undersigned
Section
5.9
they have
received and have
Agreement
Implementation
Agreement
opportunity
ask questions regarding
the terms and
restrictions
of these documents.
B.
Each
Issuer the
is
required
if
under
the
Plan
to
issue the
certain
warrants
the Plan Warrants
of the
Plan.
to
various
claimants
are
categorized
in the
under and
Plan
in
such
claimants with
meet
the
terms of Section Warrant
5.9
Such
Plan Warrants
defined
Plan
governed
accordance
Plan
Agreement.
C.
The Undersigned
and
as
Alfred Delivery
D.
and
Mary Catherine Pufido
the Execution
the other Issuers
hereby
tenders
to
this
Execution
Capital
to
Warrant
as
Acceptance
Issuer and
Effective
Agreement Agent
elects for to
Agreement
Warrants
Visitalk
Corporation
Certificate
an
the Implementation
is
and
Plan
unless an executed issued
in
Election
Agreement
Execution
attached
also
hereby
all
have
all
of
their 5.9
Book
Entry
form.
Finally
the
Agreement
accepts
the
terms of the Section
Implementation
Agreement.
D.
This
part or
undersigned
represents
that
the Execution
this
Agreement
Execution person
is
has
been
duly
authorized duly
by
all
necessary
action
on the
officer
of the
Undersigned
of the
and
if
necessary
Agreement
legal
its
has
been
executed
by an authorized Undersigned
representative
Undersigned
is
and such
in
officer
or representative
of the
and
this
Execution
Agreement
enforceable
accordance
with
terms.
E.
If physical
delivery
of the
Plan Warrant and
return
certificates
is
desired
please
sign
and
return
BOTH
to
this
Execution
Agreement
and
also sign
the
Election
for the
to
Certificate
Agreement
set
attached
the
Plan
Warrant Agreement
as Exhibit
along
with
check
certificate
issue fee as
forth
therein.
BY EXECUTION BELOW THE UNDERSIGNED REPRESENTS THAT THEY HAVE RECEIVED EXECUTED AND REVIEWED THE PLAN WARRANT AGREEMENT THE PLAN THE SECTION 5.9 IMPLEMENTATION AGREEMENT AND ACKNOWLEDGE THAT THEY HAVE EXECUTED AND RECEIVED EFFECTIVE DELIVERY OF THE PLAN WARRANTS. VISITALK CAPITAL CORPORATION AND EACH ISSUER IS RELYING UPON THE ACCURACY AND COMPLETENESS OF THE REPRESENTATIONS CONTAINED HEREIN IN COMPLYiNG WITH ITS OBLIGATIONS.
Claim Holder Accepted and
Agreed
Issuer
Acceptance
CLAIM HOLDER
-IJ
all record
VISITALK
CAPIT
mentatio gent
RATON
for
as
an
Issuer
q/$_
and
as
Imp
the other Issuers
SinatuI9
holders
should
sign
By Micll
Its
S.
iliams
Datej7
.i
/..._
Date __________ 2006
2006
President
CERTIFICATE OF AUTHORIZATION
to be completed
if
the Plan
Warrants
are
being
accepted
by an Entity
hereby
certify
that
Entity name
of
company
and
trust partnership and
or other
virtue
form of entity
of the
State
is
__________________
entity
organized
existing under
by
of the laws
of_________ state
type
is
and
its
tax
ID number
__________________________________ federal tax
that
and
it
is
currently
in
good
standing
and
its
charter
ID or SS
the _____________________________ title and/or the ______________________ title and
all
in
full
force
and
effect.
further
certify
are
fully to
authorized effectuate
and empowered
to
make
execute
and
further
deliver any
certify
written instruments
necessary
or
proper
the authority hereby
conferred.
that
_______________________________
now
is
name
the
________________________
title
certify that
and
_______________________is
now
the
________________________
title
name
officers set forth
further
the
herein
or any
one of them
and
are
duly
authorized
by the Entity and
to
execute
further
and
that
carry
out the terms
of the Execution
Warrant
and
Acceptance
Delivery obligation
Effective
Delivery has
Agreement
duly
certify
the Execution
Warrant
Acceptance
legal
Effective binding
Agreement
of the
Entity.
been
and validly executed
on behalf
of the Entity and
constitutes
and
Dated
this
______
day of
200_.
_____________________________________________
Signature of certifying
officer to
Must
not
be signed
by officer authorized
act
Title
of
certifying
officer
Case 2:02-cv-02405-HRH
Document 385-17
Filed 07/25/2007
Page 3 of 48
VT022 902
CLAIM HOLDER SCHEDULE
The
Plan
Warrants
specified
below
are only
valid
if
the specific
named Claim Holder named herein
and Effective
has Delivery received
or
proper
assignee has executed
an Execution
to
Warrant and
than
Acceptance
Agreement by Visitalk
Capital
Execution
Agreement
prior
June 15 2006 no
later
such agreement June 25 2006.
been
Corporation as the agent
of the Issuers
Claim Holder
Alfred
D. and
East
Mary
Catherine
Pulido
7745
Manor
85750
Place
Tucson
AZ
Plan Allowed Plan Class
Claim
20000.00
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
VCW-579
BIW-579
4000 1000 1000 1000
1.000 1.000 1.000
VT Billing Services Inc. VT Business Products Inc. VT Consumer Services Inc. VT Financial Services Inc.
Dynamic Biometric Systems
Inc.
BUW-579
CSW-579 FNW-579
DBW-579
INW-579
VT International Corp. VT Marketing Services Inc. VT Video Services Inc. VT Arabic Services Inc. VT Chinese Services Inc. VT Dutch Services Inc. VT French Services Inc. VT German Services Inc. VT Hispanos Services Inc. VT Italian Services Inc. VT Japanese Services Inc. VT Korean Services Inc. VT Portuguese Services Inc.
MKW-579 VDW-579 ARW-579 CNW-579 DUW-579
FRW-579
1000 1000 1000 1000 1000 1000 1000
1.000
GEW-579
HSW-579 ITW-579 JPW-579
1000 1000 1000 1000
KOW-579
POW-579
Warrant
and one
Unit
consists
of
consist
of one
Warrant
one
Warrant
one
Warrant
one
Warrant
one
Warrant
Warrant.
Case 2:02-cv-02405-HRH
Document 385-17
Filed 07/25/2007
Page 4 of 48
VT022 903
EXECUTION WARRANT
Visitalk Capital 50th Corporation 130
ACCEPTANCE AND EFFECTIVE DELIVERY
AGREEMENT
14647
5.
St. Suite
Phoenix
AZ
or
85044
Dear
Sir
Madam
terms unless defmed herein
have
or the in
A. September confirmed
Capitalized
same meaning
the
as
defmed
Plan
in the
warrant
agreement dated June
effective
17
2004 the Plan Warrant
States
Agreement
Court
for
Second
Joint
of Reorganization
to
22 2004
the
by the United
Bankruptcy
the
District
of Arizona represents
related that
Case
No.
00-13035-PHX-RTB
and reviewed
the
the
Plan
to
Plan
Warrant
of visitalk.com
Inc. the
Visitalk. Plan
The Undersigned
5.9
they have
received and have
Agreement
the Section
restrictions
Implementation documents.
Agreement
had
opportunity
ask questions regarding
the terms and
of these
B.
Each
Issuer
is
required
if
under
the Plan
to
issue
certain
warrants
the Plan Warrants
of
the Plan.
to
various
claimants
are
categorized
in
under and
the Plan
such
claimants with
meet the terms of Section
the Plan Warrant
5.9
Such
Plan Warrants
defined
the Plan
governed
in
accordance
Agreement.
C.
The Undersigned Agreement
Anthony
R.
Sail
hereby
to
tenders Visitalk
this
Execution Warrant Acceptance
Corporation
to as
and Effective
and as the
is
Delivery
the Execution
for
Agreement
and
Plan Warrants
Capital
an
Issuer
Implementation
also
Agent
elects to
the other Issuers
all
unless an issued
executed
in
Election Entry
Certificate
Agreement
the
attached
hereby
all
have
the
of
their 5.9
Book
form.
Finally
Execution
Agreement
accepts
the
terms of
Section
Implementation
Agreement.
D. on the
This
part or
undersigned
represents
that
the Execution
this
Agreement
Execution person
is
has been
duly has
authorized duly
by
all
necessary
action
of the
Undersigned
of the
and
if
officer
representative
Undersigned
is
necessary and such
in
Agreement
legal
its
been
executed
by an authorized Undersigned
officer
or representative
of the
and
this
Execution
Agreement
enforceable
accordance
with
terms.
E.
If physical
delivery
of the
Plan Warrant and
return
certificates
is
desired
please
sign
and
return
BOTH
to
this
Execution Agreement Warrant Agreement
and
also sign
the
Election
for the
to
Certificate
Agreement
set
attached
the
Plan
as Exhibit
along
with
check
certificate
issue fee as
forth
therein.
BY EXECUTION BELOW THE UNDERSIGNED REPRESENTS THAT THEY HAVE RECEIVED EXECUTED AND REVIEWED THE PLAN WARRANT AGREEMENT THE PLAN THE SECTION 5.9 IMPLEMENTATION AGREEMENT AND ACKNOWLEDGE THAT THEY HAVE EXECUTED AND RECEIVED EFFECTIVE DELIVERY OF THE PLAN WARRANTS. VISITALK CAPITAL CORPORATION AND EACH ISSUER IS RELYING UPON THE ACCURACY AND COMPLETENESS OF THE REPRESENTATIONS CONTAINED HEREIN IN COMPLYING WITH ITS OBLIGATIONS.
Claim Holder Accepted and
Agreed
Issuer
Acceptance
CLAIM HOI
VISITALK
and
as
CAPITAL
2006
CERTIFICATE OF AUTHORIZATION
to be completed
if
the Plan
Warrants
are
being
accepted
by an Entity
hereby
certify
that
Entity name
of company trust partnership
and existing under and or other
virtue
form of entity
of the
State
is
___________________
entity
organized
by
of the laws
of_________ state
type
is
and
its
tax
ID number
and
federal tax
that
it
is
currently
in
good
standing
and
its
charter
ID or SS
the _______ title and/or the title and
all
in full
force
and
effect.
further
certify
are
fully to
authorized effectuate
and
empowered
to
make
execute
and
deliver any
certify
written instruments
necessary
or
proper
the authority hereby
conferred.
further
that
_______________________________
now
is
name
the title
further certify that
and
_is
now
the title
name
officers set forth
the
herein
or
any
one
of
them
are
duly
authorized
by the Entity
and
to
execute
further
and
that
carry
out the terms
of the Execution
Warrant
and and
Acceptance
Delivery obligation
and
Effective
Delivery has been
Agreement
duly and
certify
the Execution of the Entity
Warrant Acceptance and
constitutes legal
Effective binding
Agreement
of the
Entity.
validly
executed
on
behalf
Dated
this
______
day of
200_. Signature of
certifying officer
Must
not
be signed
by officer authorized
to
act
Title
of
certifying
officer
Case 2:02-cv-02405-HRH
Document 385-17
Filed 07/25/2007
Page 5 of 48
VT022 904
CLAIM HOLDER
below
SCHEDULE
named Claim Holder named herein
and Effective
has Delivery received
The
Plan
Warrants
specified
are only
valid
if
the specific
or
proper
assignee has executed
an Execution
to
Warrant and
than
Acceptance
Agreement by Visitalk
Capital
Execution
Corporation
Agreement
as the agent
prior
June 15 2006 no
later
such agreement June
been
of the Issuers
25
2006.
Claim Anthony 8300
Holder
R.
Sall
SW
83rd St
Miami
FL 33143
PlanAllowed
Plan Class
Claim
$100000.00
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
VCW-618
BIW-618
20.000
VT Billing Services Inc. VT Business Products Inc. VT Consumer Services Inc. VT Financial Services Inc.
Dynamic Biometric Systems
Inc.
5000 5000 5000 5000 5000 5000 5000 5000
5.000
BUW-618
CSW-618 FNW-618
DBW-618
INW-618
VT International Corp. VT Marketing Services Inc. VT Video Services Inc. VT Arabic Services Inc. VT Chinese Services Inc. VT Dutch Services Inc. VT French Services Inc. VT German Services Inc. VT Hispanos Services Inc. VT Italian Services Inc. VT Japanese Services Inc. VT Korean Services Inc. VT Portuguese Services Inc.
MKW-618 VDW-618 ARW-618 CNW-618 DUW-618
FRW-618
5000 5000 5000 5000 5000 5000 5000 5000 5000
GEW-618
HSW-618 ITW-618 JPW-618
KOW-618 POW-6 18
Warrant
and one
Unit
consists
of
consist
of one
Warrant
one
Warrant
one
Warrant
one
Warrant
one
Warrant
Warrant.
Case 2:02-cv-02405-HRH
Document 385-17
Filed 07/25/2007
Page 6 of 48
VT022 905
EXECUTION WARRANT ACCEPTANCE AND EFFECTIVE DELIVERY
Visitalk Capital 50th Corporation 130
AGREEMENT
14647
S.
St. Suite
Phoenix
AZ
or
85044
Dear
Sir
Madam
terms unless defined herein have
the in
A.
Capitalized
same meaning
the
as
defined
in
the warrant
agreement dated June
effective
September 17
confirmed
2004 the Plan Warrant
States
Agreement
Court
for
or
Second
Joint
Plan of Reorganization
related to
22 2004
by the United
Bankruptcy
the
District
of Arizona represents
Case
No.
00-1
3035-PHX-RTB
reviewed
the the
the
Plan
to
Plan
Warrant
of visitalk.com
Inc.
Visitalk. Plan
the
The Undersigned
Section
5.9
that
they have
received and have
and
Agreement
the
Implementation
Agreement
had
opportunity
ask questions regarding
the terms and
restrictions
of these documents.
B.
Each
Issuer the
is
required under
if
the Plan
to
issue
certain
warrants
the Plan Warrants
of
the Plan.
to
various
claimants
are
categorized
in
under and
Plan
in
such
claimants with
meet the terms of Section
the Plan Warrant
5.9
Such Plan Warrants
defined
the Plan
governed
accordance
Agreement.
C.
The Undersigned Agreement
Arizona
IPO
hereby
tenders
to
this
Execution Warrant
Capital Corporation
to
Acceptance
as
and
Effective
as
Delivery
the Execution
for
Agreement
and
Plan Warrants
Visitalk
an
Issuer and
the
is
Implementation
also
Agent
elects to
the other Issuers
all
unless an executed issued
in
Election Entry
Certificate
Agreement
the Execution
attached
hereby
all
have
of
their 5.9
Book
form.
Finally
Agreement
accepts
the terms of the Section
Implementation
Agreement.
D. on the
This undersigned
part
represents
that
the Execution
this
Agreement
has been
duly has
authorized duly
by
all
necessary
action
of the
Undersigned of
the
and
if
necessary and
in
Execution person
is
Agreement
legal
its
been
executed
by an authorized
officer
or representative Execution
Undersigned
is
such
officer
or representative
of the Undersigned
and
this
Agreement
enforceable
accordance
with
terms.
E.
If physical
delivery
of the
Plan Warrant and
return with
certificates
is
desired
please
sign
and
return
BOTH
to
this
Execution Agreement
and
also sign
the
Election
for the
to
Certificate
Agreement
fee
attached
the
Plan
Warrant Agreement
as Exhibit
along
check
certificate
issue
as
set
forth
therein.
BY EXECUTION BELOW THE UNDERSIGNED REPRESENTS THAT THEY HAVE RECEIVED EXECUTED AND REVIEWED THE PLAN WARRANT AGREEMENT THE PLAN THE SECTION 5.9 IMPLEMENTATION AGREEMENT AND ACKNOWLEDGE THAT THEY HAVE EXECUTED AND RECEIVED EFFECTIVE DELIVERY OF THE PLAN WARRANTS. VISITALK CAPITAL CORPORATION AND EACH ISSUER IS RELYING UPON THE ACCURACY AND COMPLETENESS OF THE REPRESENTATIONS CONTAINED HEREIN IN COMPLYING WITH ITS OBLIGATIONS.
Claim Holder Accepted and
Agreed
Issuer
Acceptance
CLAIM HOLDER
VISITALK
and
as
CAPITAL
TON
as
an
Issuer
Implementation
other
Issuers
sign
By Mi
Its
President
CERTIFICATE OF AUTHORIZATION
to be completed
if
the Plan
Warrants
are
being
accepted
by an
Entity Entity
hereby
certify
that
name
is
of
company
trust partnership and
or other
virtue
form of entity
of the
State
____________________
entity
organized
and existing under
by
of the Jaws
of_________ state
type
is
and
its
tax
ID number
and
federal tax
that
it
is
currently
in
good
standing
and
its
charter
ID or SS
the ______________________________ title and/or the ________________ title and
all
in full
force
and
effect.
further
certify
are
fully to
authorized effectuate
and empowered
to
make
execute
and
further
deliver any
certify
written
instruments
necessary
or
proper
the authority hereby
conferred.
that
_______________________________
now
is
name
the title
further certify that
and
is
now
the title
name
officers set forth
the
herein
or any
one of them
are
duly
authorized
by the Entity and
to
execute
further
and
that
carry
out the terms
of the Execution
Warrant
and and
Acceptance
Delivery obligation
and Effective Agreement
of the
Entity.
Delivery has
Agreement
duly
certify
the Execution
Warrant
Acceptance
legal
Effective binding
been
and
validly
executed
on behalf
of the Entity and
constitutes
Dated
this
______
day
of
200_. Signature of
certifying officer
Must
not be
signed
by officer
authorized
to
act
Title
of
certifying
officer
Case 2:02-cv-02405-HRH
Document 385-17
Filed 07/25/2007
Page 7 of 48
VT022 906
CLAIM HOLDER SCHEDULE
The below
Plan
Warrants
specified
are only
valid
if
the specific
named Claim Holder named herein
and
Effective has Delivery received
or
proper
assignee has executed
an Execution
to
Warrant and
than
Acceptance
Agreement by Visitalk
Capital
Execution
Corporation
Agreement
as the agent
prior
June 15 2006
later
such agreement June
been
of the Issuers no
25
2006.
Claim
Holder
IPO
Kelly St
Arizona
C/O
7310
Falls
Daniel
Leonard
Venice
Church
VA
22043
Plan Allowed Plan Class
Claim
84000.00
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
VCW-325
BIW-325
16800 4200
4.200
VT Billing Services Inc. VT Business Products Inc. VT Consumer Services Inc. VT Financial Services Inc.
Dynamic Biometric Systems
Inc.
BUW-325
CSW-325 FNW-325
4200 4200 4200
4.200
DBW-325
IN W-3 25
VT VT VT VT
International
Corp.
Marketing Video
Services
Inc. Inc.
Inc.
Services
Arabic Services
VT Chinese Services Inc. VT Dutch Services Inc. VT French Services Inc. VT German Services Inc. VT Hispanos Services Inc. VT Italian Services Inc. VT Japanese Services Inc. VT Korean Services Inc. VT Portuguese Services Inc.
MKW-325 VDW-325 ARW-325 CNW-325 DUW-325
FRW-325 GEW-325 HSW-325 ITW-325 JPW-325
4200 4200 4200 4200 4200 4200 4200
4.200
4200 4200 4200 4200
KOW-325
POW-325
Warrant and one
Unit
consists
of
consist
of one
Warrant
one
Warrant
one
Warrant
one
Warrant
one
Warrant
Warrant.
Case 2:02-cv-02405-HRH
Document 385-17
Filed 07/25/2007
Page 8 of 48
VT022 907
EXECUTION WARRANT
Visitalk Capital 50th Corporation Suite 130
ACCEPTANCE
AND EFFECTIVE DELIVERY
AGREEMENT
14647
S.
St.
Phoenix
AZ
or
85044
Dear
Sir
Madam
terms unless defined herein the Plan Warrant
States
A. September confirmed
Capitalized
have
the
in
same meaning
the
as
defined Plan
the
warrant
agreement dated June
effective
17 2004
Agreement
Court
for
or the
Second
Joint
of Reorganization
to
22 2004
by the United
Bankruptcy
District
of Arizona represents
related that
Case No.
00-I
3035-PHX-RTB
reviewed
the
Plan
of visitalk.com
Inc. the the
Visitalk. Plan
The Undersigned
5.9
they have
received and have
and had
lthe
Plan Warrant
to
Agreement
the Section
restrictions
Implementation documents.
Agreement
the opportunity
ask
questions regarding
terms and
of these
B.
Each
Issuer the
is
required under
if
the Plan
to
issue
certain
warrants
the Plan Warrants
of
the Plan.
to
various Warrants
claimants
are
categorized under
in
Plan
such
claimants with
meet the terms of Section
the
5.9
Such
Plan
defined
the Plan and
governed
accordance
Plan
Warrant
Agreement.
C.
The Undersigned Agreement
Carroll
Klein hereby
tenders
to
this
Execution Warrant
Capital Corporation
to
Acceptance
as
and
Effective
as
Delivery
the Execution
for
Agreement
and
Plan Warrants
Visitalk
an
Issuer and
the
is
Implementation
also
Agent
to
the other Issuers
all
unless an executed issued
in
Election Entry
Certificate
Agreement
the Execution
attached
hereby
all
elects
have
of
their 5.9
Book
form.
Finally
Agreement
accepts
the terms of the Section
Implementation
Agreement.
D.
This
part
undersigned
represents
that
the Execution
this
Agreement
has been
duly has
authorized
by
all
necessary
action
on the
officer
of the
Undersigned
of the
and
if
necessary and
in
Execution person
is
Agreement
legal
its
been duly executed
by
an
authorized
or representative Execution
Undersigned
is
such
officer
or representative
of the
Undersigned
and
this
Agreement
enforceable
accordance
with
terms.
E.
If
physical
delivery
of the also sign
Plan Warrant and
return with
certificates
is
desired
please
sign
and
return
BOTH
to
this
Execution
Agreement
and
the
Election
for the
to
Certificate
Agreement
fee
attached
the
Plan
Warrant Agreement
as Exhibit
along
check
certificate
issue
as
set
forth
therein.
BY EXECUTION BELOW THE UNDERSIGNED REPRESENTS THAT THEY HAVE RECEIVED EXECUTED AND REVIEWED THE PLAN WARRANT AGREEMENT THE PLAN THE SECTION 5.9 IMPLEMENTATION AGREEMENT AND ACKNOWLEDGE THAT THEY HAVE EXECUTED AND RECEIVED EFFECTIVE DELIVERY OF THE PLAN WARRANTS. VISITALK CAPITAL CORPORATION AND EACH ISSUER IS RELYING UPON THE ACCURACY AND COMPLETENESS OF THE REPRESENTATIONS CONTAINED HEREIN IN COMPLYING WITH ITS OBLIGATIONS.
Claim Holder Accepted and
Agreed
Issuer
Acceptance
CLAIM HOLDER
VISITALK
and
as
CAPT
ORATON
as
an
Issuer
Signature Date
all1ecord
holders
should
sign
By
Its
Mihae1
President
S.Williams
2006
Date
//
2006
CERTIFICATE OF AUTHORIZATION
to be completed
if
the Plan
Warrants
are
being
accepted
by
an
Entity
hereby
certify
that
Entity name
of
company
and
trust partnership and by
or other
virtue
form of entity
of the
State
is
__________________
entity
organized
existing under
of the laws
of
type
is
state
__________________________________ federal tax
that
and
its
tax
ID number
and
it
is
currently
in
good
standing
and
its
charter
ID or SS
the _____________________________ title and/or the ______________________ title and
all
in
full
force
and
effect.
further
certify
are
filly to
authorized effectuate
and
empowered
to
make
execute
and
further
deliver any
certify
written instruments
necessary
or
proper
the authority hereby
conferred.
that
_______________________________
now
is
name
the
___________________________
title
and
__________________________is
now
the
____________________________
title by the Entity and
to
name
officers set forth
further
certify
that
the
herein
or any
one of them are duly authorized
and Effective Delivery has been
execute
further
and
that
carry
out the terms
of the Execution
Warrant and and
Acceptance
Delivery obligation
Agreement
duly
certify
the Execution of the Entity
Warrant and
Acceptance
legal
Effective binding
Agreement
of the
Entity.
and validly executed
on behalf
constitutes
Dated
this
______
day
of
200_.
_______________________________________________
Signature of
certifying officer
Must
not
be signed
by officer authorized
to
act
Title
of certifing
officer
Case 2:02-cv-02405-HRH
Document 385-17
Filed 07/25/2007
Page 9 of 48
VT022 908
CLAIM HOLDER
The below
SCHEDULE
named Claim Holder named herein
and
Effective has Delivery received
Plan
Warrants
specified executed
are only
valid
if
the specific
or
proper
assignee
has
an Execution
Warrant and
than
Acceptance
Agreement by Visitalk
Capital
Execution
Corporation
Agreement
as the agent
prior to
June 15 2006
later
such agreement June 25 2006.
been
of the Issuers no
Claim
Carroll
Holder
Klein
5337
E. Pinchot
Phoenix
AZ
85018
Plan Allowed Plan Class
Claim
500000
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
VCW-486
BIW-486
1.000
VT Billing Services Inc. VT Business Products Inc. VT Consumer Services Inc. VT Financial Services Inc.
Dynamic Biometric Systems
Inc.
250 250 250 250 250 250 250 250 250 250 250 250 250 250 250 250 250 250
BUW-486
CSW-486 FNW-486
DBW-486
INW-486
VT International Corp. VT Marketing Services Inc. VT Video Services Inc. VT Arabic Services Inc. VT Chinese Services Inc. VT Dutch Services Inc. VT French Services Inc. VT German Services Inc. VT Hispanos Services Inc.
MKW-486 VDW-486 ARW-486 CNW-486 DUW-486
FRW-486
GEW-486
HSW-486 ITW-486 JPW-486
VT
VT VT VT
Italian
Services
Inc. Inc.
Japanese Korean
Services Services
Inc. Inc.
KOW-486
POW-486
Portuguese
Services
Warrant
and one
Unit
consists
of
consist
of one
Warrant
one
Warrant
one
Warrant
one
Warrant
one
Warrant
Warrant.
Case 2:02-cv-02405-HRH
Document 385-17
Filed 07/25/2007
Page 10 of 48
VT022 909
EXECUTION WARRANT ACCEPTANCE AND EFFECTIVE DELIVERY
Visitalk Capital 50th Corporation 130
AGREEMENT
14647
5.
St. Suite
Phoenix
AZ
or
85044
Dear
Sir
Madam
terms unless defined herein the Plan Warrant
States
A.
Capitalized
have
the
same meaning
the
as
defined
in
the warrant
agreement dated June
effective
September 17 2004
confirmed
Agreement
Court
for
or ui
Second
Jomt Plan of Reorganization
related to
22 2004
the
by the United
Bankruptcy
the
District
of Arizona represents
Case No.
00-1
3035-PHIX-RTB
reviewed
the
Plan
to
Plan
Warrant
of visitalk.com
Inc. the the
Visitalk. Plan
and
the
The Undersigned
Section of
5.9
that
they have
received and have
and had
Agreement
Implementation documents.
Agreement
the opportunity
ask questions regarding
terms
restrictions
these
B.
Each
Issuer
is
required
if
under
the
Plan
to
issue
certain
warrants
the Plan Warrants
of the
Plan.
to
various
claimants
are
categorized
in the
under and
the Plan
in
such
claimants
meet the terms of Section
Warrant
5.9
Such
Plan Warrants
defmed
Plan
governed
accordance
with the Plan
Agreement.
C. Delivery
The Undersigned Agreement the
for
Debra
S.
Flynn
hereby
tenders
to
this
Execution
Warrant
Acceptance
as
and Effective
as
Execution
Agreement
and
Visitalk
Capital
Corporation
to
an
Issuer and
the
is
Implementation
also
Agent
elects to
the other Issuers
all
unless an executed issued
in
Election Entry
Certificate
Agreement
the
attached
hereby
all
have
the
of
their 5.9
Plan
Warrants
Book
form.
Finally
Execution
Agreement
accepts
the terms of
Section
Implementation
Agreement.
D.
This undersigned
part or
represents
that
the Execution
this
Agreement
Execution person
is
has
been duly
authorized duly
by
all
necessary
action
on the
officer
of the
Undersigned
of the
and
if
necessary
Agreement
legal
its
has been
executed
by an authorized Undersigned
representative
Undersigned
is
and such
in
officer
or representative
of the
and
this
Execution
Agreement
enforceable
accordance
with
terms.
E.
If
physical
delivery
of the Plan also sign
Warrant
return with
certificates
is
desired
please
sign
and
return
BOTH
to
this
Execution
Agreement
and
and
the
Election
for the
to
Certificate
Agreement
set
attached
the
Plan
Warrant Agreement
as Exhibit
along
check
certificate
issue fee as
forth
therein.
BY EXECUTION BELOW THE UNDERSIGNED REPRESENTS THAT THEY HAVE RECEIVED EXECUTED AND REVIEWED THE PLAN WARRANT AGREEMENT THE PLAN THE SECTION 5.9 IMPLEMENTATION AGREEMENT AND ACKNOWLEDGE THAT THEY HAVE EXECUTED AND AND EACH
DELIVERY OF THE PLAN WARRANTS. VISITALK CAPITAL CORPORATION RELYING UPON THE ACCURACY AND COMPLETENESS OF THE REPRESENTATIONS CONTAINED HEREIN IN COMPLYING WITH ITS OBLIGATiONS. RECEIVED EFFECTIVE
ISSUER
IS
Claim Holder Accepted
and
Agreed
Jssuer
Acceptance
CLAIM HOLDER
VISITALK
and
as
CAPITAL
TON
as
an
Issuer
By
Its
President
Date
CERTIFICATE OF AUTHORIZATION
to
be
completed
if
the Plan
Warrants
are
being
accepted
by an Entity
hereby
certify
that
Entity name
of
company
trust partnership and
or other
virtue
form of entity
of the
State
is
____________________ entity type
its
organized
and existing under
by
of the laws
of
state and
federal tax
that
it
and
tax
ID number
is
is
currently
in
good
standing
and
its
charter
ID or SS
the ______________________________ title and/or the _________________ title
in full
force
and
effect.
further
certify
are
fully to
authorized effectuate
and empowered
to
make
execute
and
further
deliver any
certify
and
all
written instruments
necessary
or
proper
the authority hereby
conferred.
that
_______________________________
now
is
name
the title
further certif3i that
_________
_____________________________is
now the
title
are
name
officers set forth
the
herein
or any
one of them
and
duly
authorized
by the Entity
and
to
execute
further
and
that
carry
out the terms
of the Execution
Warrant
Acceptance
Delivery obligation
Effective
Delivery has been
Agreement
duly
certify
the Execution of the Entity
Warrant and
Acceptance
legal
and Effective and
binding
Agreement
of the
Entity.
and validly executed
on behalf
constitutes
Dated
this
______
day
of
200_. Signature of
certifying officer
Must
not
be signed
by officer authorized
to
act
Title
of certifying
officer
Case 2:02-cv-02405-HRH
Document 385-17
Filed 07/25/2007
Page 11 of 48
VT02291
CLAIM HOLDER SCHEDULE
The Warrants below
an
Plan
specified
are only
valid
if
the specific
named Claim Holder named herein
and
Effective has Delivery received
or
proper
assignee has executed
Execution
Warrant and
than
Acceptance
Agreement by Visitalk
Capital
Execution
Corporation
Agreement
as the agent
prior to
June 15 2006
later
such agreement June
been
of the Issuers no
25
2006.
Claim Debra 3401
Holder
S.
Flynn
Flagler
Ave
Keywest
FL 33040
Plan Allowed Plan Class
Claim
20000.00
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
VCW-417
BIW-417
4000
1.000
VT Billing Services Inc. VT Business Products Inc. VT Consumer Services Inc. VT Financial Services Inc.
Dynamic Biometric Systems
Inc.
BUW-417
CSW-417 FNW-417
1000 1000 1000 1000 1000 1000 1000 1000 1000 1000 1000 1000 1000
1.000
DBW-417
INW-417
VT VT VT VT VT VT VT
International
Corp.
Marketing Video Arabic Chinese Dutch French
Services
Inc. Inc.
Inc.
Services Services
Services
Inc.
Services Services
Inc. Inc.
MKW-417 VDW-417 ARW-417 CNW-417 DUW-417
FRW-417
VT German Services Inc. VT Hispanos Services Inc. VT Italian Services Inc. VT Japanese Services Inc. VT Korean Services Inc. VT Portuguese Services Inc.
GEW-417
HSW-417 ITW-417 JPW-4
17
1000 1000 1000
KOW-417 POW-4 17
Warrant
and one
Unit
consists
of
consist
of one
Warrant
one
Warrant
one
Warrant
one
Warrant
one
Warrant
Warrant.
Case 2:02-cv-02405-HRH
Document 385-17
Filed 07/25/2007
Page 12 of 48
VT02291
Dear
Sir
or
Madam
terms unless defined herein have
the Plan Warrant
States the or in
A. September confirmed the Plan
to
Capitalized
17.
2004
the
Agreement
Court
same meaning as defined in the warrant agreement Plan of Reorganization dated June the Second Joint
of Arizona
represents related to
effective
22 2004
by
United
Bankruptcy
for the
District
Case
No.
00-13035-PHX-RTB
and had reviewed
the the
Plan
of visitalk.com
Inc. the the
Visitalk. Plan
the
The Undersigned
Section of
5.9
that
they have
received and have
Warrant Agreement
Implementation documents.
Agreement
opportunity
ask questions regarding
terms and
restrictions
these
B.
Each
Issuer
is
required under
if
the
Plan
to issue the
certain
warrants
the of
Plan Warrants
the Plan.
to
various
claimants
are
categorized under
lii
the Plan
lii
such
clarniants
meet
terms of Section Warrant
5.9
Such Plan Warrants
defined
the
Plan and
governed
accordance
with the Plan
Agreement.
C. Delivery
The Undersigned Agreement
Geoffrey Smith hereby
tenders
to
this
Execution Warrant
Corporation
to
Acceptance as an
and Effective
as the
is
the Execution
for
Agreement
and
Plan
Visitalk
Capital
Issuer and
Implementation
also
Agent
elects to
the other Issuers
all
unless an issued
executed
in
Election Entry
Certificate
Agreement
the
attached
hereby
have
the
of
their 5.9
Warrants
Book
form.
Finally
Execution
Agreement
accepts
all the
terms of
Section
Implementation
Agreement.
D.
This undersigned
part
represents
that
the Execution
this
Agreement
has been
duly
authorized duly
by
all
necessary
action
on the
officer
of the
Undersigned
and
if
necessary
Execution person
is
Agreement
legal
its
has been
executed
by an authorized
or representative Execution
of the Undersigned
is
and such
in
officer
or representative
of the Undersigned
and
this
Agreement
enforceable
accordance
with
terms.
E.
If physical
delivery
of the also sign
Plan Warrant and
certificates
is
desired
please
sign
and
return
BOTH
this
Execution Agreement
and
return the Election to Certificate with check
for the
certificate
Agreement
set
attached forth
to the
Plan
Warrant Agreement
as Exhibit
along
issue fee as
therein
BY EXECUTION BELOW THE UNDERSIGNED REPRESENTS THAT THEY HAVE RECEIVED EXECUTED AND REVIEWED THE PLAN WARRANT AGREEMENT THE PLAN. THE SECTION 5.9 IMPLEMENTATION AGREEMENT ANT ACKNOWLEDGE THAT THEY HAVE EXECUTED AND
RECEIVED EFFECTIVE DELIVERY OF THE PLAN WARRANTS. VISITALK CAPITAL CORPORATION AND EACH ISSUER IS RELYING UPON THE ACCURACY AND COMPLETENESS OF THE REPRESENTATIONS CONTAINED HEREIN IN COMPLYING WITH ITS OBLIGATIONS.
Claim Holder Accepted and
Agreed
Issuer
Acceptance
CLAII HOLDER
VISITALK
and as
CAP
tation
ORPORATON
Agent for
the
as an
Issuer
other Issuers
atur4li
holders
shoiild
sign
Its
Michael
President
Williams
Date2/
3006
Date
__________
2006
CERTIFICATE OF AUTHORIZATION
to be completed
if
the
Plan
Warrants
are being
accepted
by an
Entity
hereby
certify
that
Entity
name
of
company
trust partnership and
or other
virtue
form of entity
of
the State
is
___________________
entity
organized
and existing under
by
of the laws
of
_________
state
type
is
and
its
tax
ID number
______________________________ tax ID or SS federal
further
certify that
and
it
is
currently
in
good
standing
and
its
charter
in
full
force
and
effect.
the
___________________________
title
and/or
the
____________________
title
are
fully to
authorized effectuate
and empowered
the
to
make
execute
and deliver any and
further
certify that
all
written instruments
necessary
or
proper
authority hereby
conferred.
_____________________________
now
is
name
the
_____________________
title
certify that
and
____________________isnowthe
_____________________
title
name
officers set forth
further
the
herein
carry out the terms of the Execution the Execution of the Entity
Warrant
any one of them are duly authorized by the Entity to execute and Acceptance and Effective Delivery Agreement and certify further that
or Delivery obligation
Warrant and
Acceptance
legal
and Effective and binding 200
Agreement
of the
Entity.
has been
duly
and validly executed
on
behalf
constitutes
Iitd
this
-bv nf
Case 2:02-cv-02405-HRH
Document 385-17
Filed 07/25/2007
Page 13 of 48
VT02291
me
Ylaii
Warrants
specitleci
below
an
to
are only
valid
it
me
specitic
nameu claim
and Effective
has
i-bluer
nameu nerern
Agreement by Visitalk
or
proper assignee
has executed
Execution June
Warrant
Acceptance
Delivery received
Execution
Corporation
Agreement
as the agent
prior
15 2006 and such agreement
later
been
Capital
of the Issuers no
than
June 25 2006.
Claim Holder
Geoffrey Smith
P.O.
Box 4013
Kodiak
AK
99615
Plan Allowed Plan Class
Claim
10000.00
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
Inc. Inc. Inc. Inc. Inc.
VCW-712
BIW-712
2000
500 500 500 500 500
VT
VT
Billing Services Business
Products Services Services
BUW-712
CSW-712 FNW-71
VT VT VT VT VT VT VT VT VT VT VT VT VT VT
VT
Consumer
Financial
Dynamic
Biometric
Systems
DBW-712
INW-7
12
International
Corp.
Marketing Video
Services
Inc. Inc.
Inc.
MKW-7 12
VDW-712 ARW-712 CNW-712 DUW-712
FRW-712 GEW-712 HSW-712 ITW-712 JPW-7
12
500 500
Services
Arabic Services Chinese Dutch French Services
Inc.
500
Services
Services
Inc. Inc. Inc. Inc.
QQ
500 500 500 500 500 500 500
German Services
Hispanos
Italian
Services
Inc.
Services
Japanese Services Korean Services
Inc.
Inc. Inc.
KOW-712
POW-712
Portuguese
Services
Warrant Warrant
Unit
consists Warrant.
of consist
of one
Warrant
one
Warrant
one
Warrant
one
Warrant
one
and one
Case 2:02-cv-02405-HRH
Document 385-17
Filed 07/25/2007
Page 14 of 48
VT02291
EXECUTION WARRANT ACCEPTANCE AND EFFECTIVE DELIVERY
Visitalk Capital 50th Corporation 130
AGREEMENT
14647
S.
St. Suite
Phoenix
AZ
or
85044
Dear
Sir
Madam
terms unless defined herein have
the or in
A. September confirmed
Capitalized
same meaning
the
as
defined
in the
warrant
agreement dated June
effective
17
2004 the Plan Warrant
States
Agreement
Court
for
Second
Joint
Plan of Reorganization
related to
22 2004
the
by the United
Bankruptcy
the
District
of Arizona represents
Case No.
00-
13035-PHX-RTB
reviewed
the
the
Plan
to
Plan
Warrant
of visitalk.com
Inc. the
Visitalk. Plan
and
The Undersigned
5.9
that
they have
received and have
and had
Agreement
the Section
restrictions
Implementation
Agreement
opportunity
ask questions regarding
the terms
of these documents.
B.
Each
Issuer
is
required under
if
the Plan
to
issue the
certain
warrants
the Plan Warrants
of the
Plan.
to
various
claimants
are
categorized
in
under and
the Plan
such
claimants with
meet
the
terms of Section
5.9
Such Plan Warrants
defined
the Plan
governed
in
accordance
Plan Warrant
Agreement.
C. Effective
The Undersigned
Delivery
Glenn
Patricia
Perkal
hereby
tenders
to
this
Execution Warrant
Corporation
Certificate
Acceptance
as
and
as
Agreement
for
the Execution and
Agreement
issued
Visitalk
Capital
to
an
Issuer and
is
the
Implementation
also
Agent
elects to
the other Issuers
all
unless an executed
in
Election Entry
Agreement
the Execution
attached
hereby
all
have
the
of
their 5.9
Plan
Warrants
Book
form.
Finally
Agreement
accepts
the terms of
Section
Implementation
Agreement.
D.
This undersigned
part
represents
that
the Execution
this
Agreement
has
been duly authorized
has
by
all
necessary
action
on the
officer
of the
Undersigned
of the
and
is
if
necessary
Execution person
is
Agreement
legal
its
been
duly
executed
by
an
authorized
or representative Execution
Undersigned
enforceable
and such
in
officer
or representative
of the
Undersigned
and
this
Agreement
accordance
with
terms.
E.
If physical
delivery
of the
Plan Warrant and
return with
certificates
is
desired
please
sign
and
return
BOTH
therein.
this
Execution Agreement
and
also sign
the
Election
for the
to
Certificate
Agreement
set
attached
to the
Plan
Warrant Agreement
as Exhibit
along
check
certificate
issue fee as
forth
BY EXECUTION BELOW THE UNDERSIGNED REPRESENTS THAT THEY HAVE RECEIVED EXECUTED AND REVIEWED THE PLAN WARRANT AGREEMENT THE PLAN THE SECTION 5.9 IMPLEMENTATION AGREEMENT AND ACKNOWLEDGE THAT THEY HAVE EXECUTED AND RECEIVED EFFECTIVE DELIVERY OF THE PLAN WARRANTS. VISITALK CAPITAL CORPORATION AND EACH ISSUER IS RELYING UPON THE ACCURACY AND COMPLETENESS OF THE REPRESENTATIONS CONTAINED HEREIN COMPLYING WITH ITS OBLIGATIONS.
Claim Holder Accepted and
Agreed
Issuer
Acceptance
CLAIM HOLDER
VISITALK
and
as
CAPITAL
ion
TON
Ag
for the
as
an
Issuer
4Q_Signatures
%SL
record
2..
Impleme
other
Issuers
____________________
should
all
holders
sign
By
Its
MichapfS. Williams
President
Date
2006
Date
Æ2
//Z
2006
CERTIFICATE OF AUTHORIZATION
to be completed
if
the Plan
Warrants
are
being
accepted
by an Entity
hereby
certifi
that
__________________________________________________________________________
Entity
of the
State
name
is
of
company
and
trust partnership and
or other
virtue
form of entity of_________ state
____________________
entity
organized
existing under
by
of the laws
type
is
and
its
tax
ID number
__________________________________ federal tax
that
and
it
is
currently
in
good
standing
and
its
charter
ID or SS
the ______________________________ title and/or the _______________________ title
all
in fUll
force
and
effect.
fUrther
certi
are
fully to
authorized effectuate
and empowered
to
make
execute
and
deliver
certifi
any and
that
written
instruments
necessary
or
proper
the authority hereby
conferred.
further
_________________________________
now
is
name
the
___________________________
title
and
__________________________is
now
the
____________________________
title and
that
name
officers set forth
fUrther carry
certi
that
the
herein
or any
one
of
them
are
duly
authorized
by the Entity
and
to
execute
further
out the terms
of the Execution
Warrant
and and
Acceptance
Delivery obligation
and
Effective
Delivery has
Agreement
duly and
certif
the Execution of the Entity
Warrant
and
Acceptance
legal
Effective binding
Agreement
of the
Entity.
been
validly executed
on behalf
constitutes
Dated
this
______
day
of
200_.
_______________________________________________
Signature of
certiing
officer to
Must
not
be signed
by officer authorized
act
Title
of
certifjing
officer
Case 2:02-cv-02405-HRH
Document 385-17
Filed 07/25/2007
Page 15 of 48
VT02291
CLAIM HOLDER SCHEDULE
The
Plan
Wanants
specified
below
an
to
are only
valid
if
the specific
named Claim Holder named herein
and
Effective has Delivery received
or
proper
assignee has executed
Execution
Warrant and
than
Acceptance
Agreement by Visitalk
Capital
Execution
Corporation
Agreement
as the agent
prior
June 15 2006
later
such agreement June
been
of the Issuers no
25
2006.
Claim Glenn 13226
Holder
Patricia Perkal Sunset
Canyon Dr
NE
Albuquerque
NM
87111-4220
Plan Allowed Plan Class
Claim
30000.00
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
VCW-568
BIW-568
6000 1500 1500 1500 1500 1500 1500 1500 1500 1500 1500 1500 1500 1500 1500 1500 1500 1500
1.500
VT Billing Services Inc. VT Business Products Inc. VT Consumer Services Inc. VT Financial Services Inc.
Dynamic Biometric Systems
Inc.
BUW-568
CSW-568 FNW-568
DBW-568
INW-568
VT International Corp. VT Marketing Services Inc. VT Video Services Inc. VT Arabic Services Inc. VT Chinese Services Inc. VT Dutch Services Inc. VT French Services Inc. VT German Services Inc. VT Hispanos Services Inc. VT Italian Services Inc. VT Japanese Services Inc. VT Korean Services Jnc. VT Portuguese Services Inc.
MKW-568 VDW-568 ARW-568 CNW-568 DUW-568
FRW-568
GEW-568
HSW-568 ITW-568 JPW-568
KOW-568
POW-568
Wanant
and one
Unit
consists
of
consist
of
one
Warrant
one
Warrant
one
Warrant
one
Warrant
one
Warrant
Warrant.
Case 2:02-cv-02405-HRH
Document 385-17
Filed 07/25/2007
Page 16 of 48
VT02291
EXECUTION WARRANT ACCEPTANCE AND EFFECTIVE DELIVERY
Visitalk Capital 50th Corporation St. Suite 130
AGREEMENT
14647
S.
Phoenix
AZ
or
85044
Dear
Sir
Madam
terms unless defined herein have the Plan
States the
A. September confirmed
Capitalized
same meaning Second
Joint
as
defined
in
the warrant
agreement dated June
effective
17 2004
Warrant
Agreement
Court
or in the
Plan of Reorganization
related to
22 2004
the
by the United
Bankruptcy
for the
District
of Arizona represents
Case No.
00-1
3035-PHIX-RTB
reviewed
the
Plan
of visitalk.com
Inc.
Visitalk. Plan
the
The Undersigned
Section
5.9
that
they have
received and have
and
Plan Warrant
to
Agreement
the
Implementation
Agreement
had the opportunity
ask
questions regarding
the terms and
restrictions
of these documents.
B.
Each
Issuer the
is
required under
if
the
Plan
to
issue the
certain
warrants
the Plan Warrants
of the
Plan.
to
various
claimants
are
categorized
in
under
Plan
in
such
claimants with
meet
the
terms of Section Warrant
5.9
Such
Plan Warrants
defined
the Plan and
governed
accordance
Plan
Agreement.
C. Delivery
The Undersigned Agreement
James
Frank
hereby
tenders
to
this
Execution Warrant
Capital Corporation
to
Acceptance
as
and and
Effective
as
the Execution
for
Agreement
and
Plan Warrants
Visitalk
an
Issuer
the
is
Implementation
also
Agent
elects to
the other Issuers
all
unless an executed issued
in
Election Entry
Certificate
Agreement
the
attached
hereby
all
have
of
the
of
their 5.9
Book
form.
Finally
Execution
Agreement
accepts
the
terms
Section
Implementation
Agreement.
D.
This undersigned
part
represents
that
the Execution
this
Agreement
Execution person
is
has
been duly
has
authorized duly
by
all
necessary
action
on the
officer
of the
Undersigned
of the
and
if
necessary
Agreement
legal
its
been
executed
by an authorized Undersigned
or representative Execution
Undersigned
is
and such
in
officer
or representative
of the
and
this
Agreement
enforceable
accordance
with
terms.
E.
If
physical
delivery
of the
Plan Warrant and
return with
certificates
is
desired
please
sign
and
return
BOTH
to
this
Execution Agreement
and
also sign
the
Election
for the
to
Certificate
Agreement
set
attached
the
Plan
Warrant Agreement
as Exhibit
along
check
certificate
issue fee as
forth
therein.
BY EXECUTION BELOW THE UNDERSIGNED REPRESENTS THAT THEY HAVE RECEIVED EXECUTED AND REVIEWED THE PLAN WARRANT AGREEMENT THE PLAN THE SECTION 5.9 IMPLEMENTATION AGREEMENT AND ACKNOWLEDGE THAT THEY HAVE EXECUTED AND RECEIVED EFFECTIVE DELIVERY OF THE PLAN WARRANTS. VIS1TALK CAPITAL CORPORATION AND EACH ISSUER IS RELYING UPON THE ACCURACY AND COMPLETENESS OF THE REPRESENTATIONS CONTAINED HEREIN IN COMPLYING WITH ITS OBLIGATIONS.
Claim Holder Accepted and Agreed
Issuer
Acceptance
CLAIM HOLDER
VISITALK
and
as
Im1emi
S. illiams
CAPI
ORATON
foi
as
an
Issuer
the other
Issuers
SignaRis Date
all
record
holders
should
sign
By
Its
Misfiael President
\s2006
to
be
if
Date
L2/
2006
CERTIFICATE OF AUTHORIZATION
the Plan
mpleted
Warrants
are being
accepted
by
an
Entity
hereby
certify
that
Entity name company
trust partnership and by or other
virtue
form of entity
of the
State
is
__________________
entity
organizedd
existing under
of the laws
of
________
state
type SS
and/or the
anditstaxlDnumberis
federal
in full
tax
that
or
force
and
effect.
further
certify
th____________________________
title
______________________ title
are
fully to
authorized effectuate
and
empowered
to
make
exece
and
deliver any
certify
and
all
written instruments
necessary
or
proper
the authority hereby
conferred.
Iturther
that
_______________________________
now
is
name
the
___________________________
title
and __________________________is
now
the
____________________________
title
nam
set forth
further carry
certify
that
the
officers
herein
or
any
one
ohem
of the
are
duly
authorized
by the Entity and
to
execute
further
and
that
out the terms of the Execution Warrant
Warrant and
Acceptance
Delivery obligation
and Eective
Delivery has been
Agreement
duly
certify
the Execution
Acceptance
legal
Effective
Agreeent
and validly executed
on
behalf
of the Entity and
constitutes
and binding
Eity.
day of 200_.
Dated
this
_____
Signatu
of
certifying
officer
Must
no\bsigned
Title
by officer authorized
to
act
of certifing
officer
Case 2:02-cv-02405-HRH
Document 385-17
Filed 07/25/2007
Page 17 of 48
VT02291
CLAIM HOLDER
The Warrants below
SCHEDULE
named Claim Holder named herein
and
Effective has Delivery received
Plan
specified
are only
valid
if
the specific
or
proper
assignee has executed
an Execution
to
Warrant and
than
Acceptance
Agreement by Visitalk
Capital
Execution
Corporation
Agreement
as the agent
prior
June 15 2006
later
such agreement June
been
of the Issuers no
25
2006.
Claim Holder
James 18255 Penn Frank JayhawkDr. Valley
CA
95946
Plan Allowed Plan Class
Claim
5000000
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
Inc.
VCW-421 BIW-421 BUW-421 CSW-421 FNW-421
Inc.
10000 2500 2500 2500 2500 2500 2500 2500 2500 2500 2500 2500 2500 2500
2.500
VT
Billing
Services
VT Business Products Inc. VT Consumer Services Inc. VT Financial Services Inc.
Dynamic
Biometric
Systems
DBW-421 INW-421
VT International Corp. VT Marketing Services Inc. VT Video Services Inc. VT Arabic Services Inc. VT Chinese Services Inc. VT Dutch Services Inc. VT French Services Inc. VT German Services Inc. VT Hispanos Services Inc. VT Italian Services Inc. VT Japanese Services Inc. VT Korean Services Inc. VT Portuguese Services Inc.
MKW-421
VDW-421 ARW-421 CNW-421 DUW-421 FRW-421 GEW-42l HSW-421 ITW-421 JPW-42
2500 2500 2500 2500
KOW-421
POW-421
Warrant
arid
Unit
consists
of
consist
of
one
Warrant
one
Warrant
one
Warrant
one
Warrant
one
Warrant
one
Warrant.
Case 2:02-cv-02405-HRH
Document 385-17
Filed 07/25/2007
Page 18 of 48
VT02291
EXECUTION WARRANT ACCEPTANCE AND EFFECTIVE DELIVERY
Visitalk Capital 50th Corporation 130
AGREEMENT
14647
S.
St. Suite
Phoenix
AZ
or
85044
Dear
Sir
Madam
terms unless defined herein the Plan Warrant
States
A.
Capitalized
have
or
the in
same meaning
the
as
defined Plan
in the
warrant
agreement dated June
effective
September 17
confirmed
2004
Agreement
Court
Second
Joint
of Reorganization
to
22 2004
by the United
Bankruptcy
for the
District
of Arizona
represents
related that
Case No. 00-1 3035-PHIX-RTB
received and have and reviewed
the
the
Plan
to
Plan
Warrant
of visitalk.com
Inc. the
Visitalk. Plan
the
The Undersigned
Section
5.9
they have
Agreement
Implementation documents.
Agreement
had the opportunity
ask questions regarding
the terms and
restrictions
of these
B.
Each
Issuer
is
required
if
under
the
Plan
to
issue the
certain
warrants
the Plan Warrants
of
the Plan.
to
various claimants
are
categorized
in
under and
the
Pan
in
such
claimants with
meet
the
terms of Section Warrant
5.9
Such
Plan Warrants
defined
the Plan
governed
accordance
Plan
Agreement.
C. Delivery
The Undersigned Agreement
Janice
Kettle hereby
tenders
to
this
Execution Warrant
Capital Corporation
to
Acceptance
as
and
Effective
as
the Execution
for
Agreement
and
Plan Warrants
Visitalk
an
Issuer
and
the
is
Implementation
also
Agent
elects to
the other Issuers
all
unless an executed issued
in
Election Entry
Certificate
Agreement
the
attached
hereby
all
have
of
their 5.9
Book
form.
Finally
Execution
Agreement
accepts
the terms of the Section
Implementation
Agreement.
D.
This undersigned
part
represents
that
the Execution
this
Agreement
Execution person
is
has
been
duly
authorized duly
by
all
necessary
action
on the
officer
of the
Undersigned
of the
and
if
necessary and
in
Agreement
legal
its
has been
executed
by an authorized Undersigned
or representative Execution
Undersigned
is
such
officer
or representative
of the
and
this
Agreement
enforceable
accordance
with
terms.
E.
If
physical
delivery
of the
Plan Warrant and
return with
certificates
is
desired
please
sign
and
return
BOTH
to
this
Execution
Agreement
and
also sign
the
Election
for the
to
Certificate
Agreement
fee
attached
the
Plan
Warrant Agreement
as Exhibit
along
check
certificate
issue
as
set
forth
therein.
BY EXECUTION BELOW THE UNDERSIGNED REPRESENTS THAT THEY HAVE RECEIVED EXECUTED AND REVIEWED THE PLAN WARRANT AGREEMENT THE PLAN THE SECTION IMPLEMENTATION AGREEMENT AND ACKNOWLEDGE THAT THEY HAVE EXECUTED AND 5.9 RECEIVED EFFECTIVE DELIVERY OF THE PLAN WARRANTS. VISITALK CAPITAL CORPORATION AND EACH ISSUER IS RELYING UPON THE ACCURACY AND COMPLETENESS OF THE REPRESENTATIONS CONTAINED HEREIN COMPLYING WITH ITS OBLIGATIONS.
Claim Holder Accepted and
Agreed
Issuer
Acceptance
IM
HOLDER
VISITALK
CAPITAL
CO
ON
as
an
Issuer
tures
Date
hol
all record should
210rtheothuers
sign
Its
SiI
2006
President
Date
by an Entity
2006
CERTIFICATE OF AUTHORIZATION
to be completed
if
the Plan
Warrants
are
being
accepted
hereby
certifi
that
__________________________________________________________________________
Entity
of the
State
name
is
of
company
and
trust partnership and
or
other
form of entity
of
___________________
entity
organized
existing under
by
virtue
of the laws
type
is
state
__________________________________ federal tax
that
and
its
tax
ID number
and
it
is
currently
in
good
standing
and
its
charter
ID or SS
the ______________________________ title and/or the _______________________ title and
all
in
full
force
and
effect.
further
certif
are
fully to
authorized effectuate
and
empowered
to
make
execute
and
further
deliver
certifj
arty
written instruments
necessary
or
proper
the authority hereby
conferred.
that
_______________________________
now
is
name
the
____________________________
title
that
and ____________________________is
now
the
_____________________________
title
name
officers set forth
further
certif
the
herein
or any
one of them
are
duly
authorized
by the Entity and
certifi
to
execute
further
and
that
carry
out the terms
of the Execution
Warrant
and
Acceptance
Delivery obligation
and Effective Agreement
of the
Entity.
Delivery has
Agreement
duly
the Execution of the Entity
Warrant and
Acceptance
legal
Effective
been
and validly executed
on behalf
constitutes
and binding
Dated
this
______
day
of
200_.
_______________________________________________ officer Signature of certifiing
Must
not
be signed
by officer authorized
to
act
Title
of
certifiing
officer
Case 2:02-cv-02405-HRH
Document 385-17
Filed 07/25/2007
Page 19 of 48
VT02291
CLAIM HOLDER
The Warrants below
SCHEDULE
named Claim Holder named herein
and
Effective has Delivery received
Plan
specified executed
are only
valid
if
the specific
or
proper
assignee
has
an Execution
to
Warrant and
than
Acceptance
Agreement by Visitalk
Capital
Execution
Corporation
Agreement
as the agent
prior
June 15 2006 no
later
such agreement June
been
of the Issuers
25
2006.
Claim Holder
Janice Kettle Springhill
1430
Road
Suite
100
McLean VA
Plan Allowed Plan Class
22101
Claim
$200000.00
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
VCW-483
BIW-483
40000 10000 10000 10000 10000 10000
10.000
VT Billing Services Inc. VT Business Products Inc. VT Consumer Services Inc. VT Financial Services Inc.
Dynamic Biometric Systems
Inc.
BUW-483
CSW-483 FNW-483
DBW-483
INW-483
VT International Corp. VT Marketing Services Inc. VT Video Services Inc. VT Arabic Services Inc. VT Chinese Services Inc. VT Dutch Services Inc. VT French Services Inc. VT German Services Inc. VT Hispanos Services Inc. VT Italian Services Inc. VT Japanese Services Inc. VT Korean Services Inc. VT Portuguese Services Inc.
MKW-483 VDW-483 ARW-483 CNW-483 DUW-483
FRW-483 GEW-483 HSW-483 ITW-483 JPW-483
10000 10000 10000 10000 10000 10000 10000 10000 10000 10000 10000 10000
KOW-483
POW-483
Warrant
and one
Unit
consists
of
consist
of one
Warrant
one
Warrant
one
Warrant
one
Warrant
one
Warrant
Warrant.
Case 2:02-cv-02405-HRH
Document 385-17
Filed 07/25/2007
Page 20 of 48
VT02291
EXECUTION WARRANT
Visitalk Capital
S.
ACCEPTANCE
AND EFFECTIVE DELIVERY
AGREEMENT
Corporation 130
14647 Phoenix
50th
St. Suite
AZ
or
85044
Dear
Sir
Madam
terms unless defmed herein the Plan Warrant
States
A.
Capitalized
have
or
the
same meaning Second
Joint
as
defmed
Plan
in
the warrant
agreement dated June
effective
September 17
confirmed
2004
Agreement
Court
for
in the
of Reorganization
to
22 2004
the
by the United
Bankruptcy
the
District
of Arizona represents
related that
Case No. 00-13035-PHX-RTB
received and have and had reviewed
the
Plan
to
Plan
Warrant
of visitalk.com
Inc. the the
Visitalk. Plan
the
The Undersigned
Section
5.9
they have
Agreement
Implementation documents.
Agreement
the opportunity
ask questions regarding
terms and
restrictions
of these
B.
Each
Issuer
is
required
if
under
the Plan
to
issue the
certain
warrants
the Plan Warrants
of the
Plan.
to
various Warrants
claimants
are
categorized
in the
under and
the Plan
in
such
claimants
meet
terms of Section Warrant
5.9
Such
Plan
defined
Plan
governed
accordance
with the Plan
Agreement.
C. Effective
The Undersigned
Delivery
Jesse
Phyllis
Rubin
MD
hereby
to
tenders Visitalk
this
Execution
Warrant
as
Acceptance
an Issuer
is
and
as
Agreement
the Execution
Agreement
Capital
Corporation
Certificate
and
the
Implementation
also
hereby
all
elects
to Agent for the other Issuers and unless an executed Election of their Plan Warrants issued in Book Entry form. to have all 5.9
Agreement
attached
Finally the Execution
Agreement
accepts
the terms of the Section
Implementation
Agreement.
D.
This
part
undersigned
represents
that
the Execution
this
Agreement
has
been
duly
authorized
by
all
necessary
action
on the
officer
of the
Undersigned
of the
and
if
necessary
Execution person
is
Agreement
legal
its
has
been
duly executed
by an authorized Undersigned
or representative Execution
Undersigned
is
and such
in
officer
or representative
of the
and
this
Agreement
enforceable
accordance
with
terms.
E.
If physical
delivery
of the also sign
Plan Warrant and
along return with
certificates
is
desired
please
sign
and
return
BOTH
to
this
Execution
Agreement
and
the
Election
for the
to
Certificate
Agreement
set
attached forth
the
Plan
Warrant Agreement
as Exhibit
check
certificate
issue fee as
therein.
BY EXECUTION BELOW THE UNDERSIGNED REPRESENTS THAT THEY HAVE RECEIVED AND REVIEWED THE PLAN WARRANT AGREEMENT THE PLAN THE SECTION EXECUTED 5.9 IMPLEMENTATION AGREEMENT AND ACKNOWLEDGE THAT THEY HAVE EXECUTED AND VISITALK CAPITAL RECEIVED EFFECTIVE DELIVERY OF THE PLAN WARRANTS. CORPORATION AND EACH ISSUER IS RELYING UPON THE ACCURACY AND COMPLETENESS OF THE REPRESENTATIONS CONTAINED HEREIN IN COMPLYING WITH ITS OBLIGATIONS.
Claim Holder Accepted and
Agreed
Issuer
Acceptance
CLAIM HOLDER
VISITALK
and
as
CAPITAL
CORPORATON
as
an
Issuer
Signaures all recort
holders
Free Other Notice - District Court of Arizona - Arizona
| File Size: | 2,828.5 kB |
| Pages: | 48 |
| Date: | July 24, 2007 |
| File Format: | |
| State: | Arizona |
| Category: | District Court of Arizona |
| Author: | unknown |
| Word Count: | 9,483 Words, 65,538 Characters |
| Page Size: | 611 x 1020 pts |
| URL |
https://www.findforms.com/pdf_files/azd/24156/385-17.pdf |
| Download Other Notice - District Court of Arizona ( 2,828.5 kB) |
Preview Other Notice - District Court of Arizona
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