EXECUTION WARRANT
Visitalk Capital 50th Corporation St. Suite 130
ACCEPTANCE
AND EFFECTIVE DELIVERY
AGREEMENT
14647
S.
Phoenix
AZ
or
85044
Dear
Sir
Madam
terms imless defmed herein have the Plan
States Inc.
A. September confirmed
Capitalized
the
in
17 2004
Wan-ant
Agreement
Court
for
or
the
the warrant agreement same meaning as defmed Second Joint Plan of Reorganization dated June of Arizona represents
related that to
effective
22 2004
the
by the United
Bankruptcy
the
District
Case No.
00-13035-PHX-RTB
and had reviewed
the
Plan
to
Plan
Warrant
of visitalk.com
Visitalk. Plan
The Undersigned
5.9
they have
received and have
Agreement
the
the Section
restrictions
Implementation documents.
Agreement
the opportunity
ask questions regarding
the terms and
of these
B.
Each
Issuer
is
required
if
under
the Plan
to
issue the
certain
warrants
the Plan Wan-ants
of the
Plan.
to
various
claimants
are
categorized
in
under and
the Plan
in
such
claimants with
meet
the
terms of Section Warrant
5.9
Such
Plan Warrants
defmed
the Plan
governed
accordance
Plan
Agreement.
C. Effective
The Undersigned
Delivery
Alfred
Jean Mannino
hereby
to
tenders Visitalk
this
Execution Warrant
Corporation
Certificate as
Agreement
for
the Execution and
Agreement
unless an issued
Capital
to
an
Acceptance and Issuer and as the
is
Implementation
also
Agent
elects to
the other Issuers
all
executed
in
Election Entry
Agreement
attached
hereby
all
have
of
their 5.9
Plan
Warrants
Book
form.
Finally the 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 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
fee
attached
the
Plan
Warrant Agreement
as Exhibit
along
check
certificate
issue
as
set
forth
therein.
BY EXECUTION BELOW THE 1JDERSIGNED 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
VSITALK CAPITAL
and
as
CORPORATON
for
as
an
Issuer
the other
Issuers
t21fA1J
Signatures all record
holdshould
sign
By
Its
Date
-/t
2006
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
and
trust partnership and by
or other
virtue
form
of entity of the
State
is
____________________
entity
organized
existing under
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
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
certify that
and name
set forth
is
now
the
________________________
title and
that
further
the
officers
herein
carry
out the terms
of the Execution
Warrant
any one of them are duly authorized by the Entity to execute Acceptance and Effective Delivery Agreement and certify further
or
the Execution of the Entity
Warrant Acceptance and Effective Delivery and constitutes kgal and binding obligation
Agreement
of the
Entity.
has been
duly
and validly executed
on behalf
Dated
this
______
day
of
200_.
___________________________________________ officer Signature of certifying
Must
not
be signed
by officer
authorized
to
act
Title
of
certifying
officer
Case 2:02-cv-02405-HRH
Document 385-16
Filed 07/25/2007
Page 1 of 44
VT022 856
CLAIM HOLDER SCHEDULE
named Claim Holder named herein
and
Effective has Delivery received
The
Plan Warrants
specified
below
are only
valid
if
the specific
or
proper
assignee has executed
an Execution
Warrant and
than
Acceptance
Agreement by Visitalk
Capital
Execution
Corporation
Agreement
as the agent
prior to
June 15 2006 no
later
such agreement June
been
of the Issuers
25
2006.
Claim Holder
Alfred Jean
Mannino
9918
N.
79th
Place
Scottsdale
AZ
85258
Plan Allowed Plan Class
Claim
25000.00
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
VCW-529
BIW-529
5000 1250 1250 1250 1250 1250 1250
1.250
VT Billing Services Inc. VT Business Products Inc. VT Consumer Services Inc. VT Financial Services Inc.
Dynamic Biometric Systems
Inc.
BUW-529
CSW-529 FNW-529
DBW-529
INW-529
VT VT VT VT
International
Corp.
Marketing Video Arabic Chinese
Services
Inc. Inc.
Inc.
Services Services
VT
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-529 VDW-529 ARW-529 CNW-529 DUW-529
FRW-529
1250 1250 1250 1250 1250 1250 1250 1250 1250 1250 1250
GEW-529
HSW-529 ITW-529 JPW-529
KOW-529
POW-529
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 385-16
Filed 07/25/2007
Page 2 of 44
VT022 857
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
States Inc. the
A. September confirmed
Capitalized
have
the in
same meaning
the
as
defined Plan
in
the warrant
agreement dated June
effective
17 2004
by
the
Warrant
Agreement
Court
for
or the
Second
Joint
of Reorganization
to
22 2004
the
United
Bankruptcy
District
of Arizona represents
related that
Case
No.
00-13035-PHX-RTB
and had reviewed
the
Plan
of visitalk.com
Visitalk. Plan
the
The Undersigned
Section
5.9
they have
received and have
Plan Warrant
to
Agreement
Implementation documents.
Agreement
the opportunity
ask questions regarding
the terms and
restrictions
of these
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 the
under and
the Plan
in
such
claimants
meet
terms of Section
5.9
Such
Plan Warrants
defined
Plan
governed
accordance
with the Plan Warrant
Agreement.
C. Delivery
The Undersigned Agreement
Benjamin
P.
Welsh
hereby
to
tenders
this
Execution Warrant
Corporation
as
Acceptance
Issuer
and as the
is
Effective
the Execution
for
Agreement
and
Plan Warrants
Visitalk
Capital
an
and
Implementation
also
Agent
elects to
the other Issuers
all
unless an issued
executed
in
Election Entry
to 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.
This undersigned
part
represents
that
the Execution
this
Agreement
has been
duly
authorized duly
by
all
necessary
action
on the
officer
of the
Undersigned
of the
and
if
necessary
Execution person
is
Agreement
legal
its
has been
executed
by an
authorized
or representative Execution
Undersigned
is
and
in
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
along return
certificates
is
desired
please
sign
and
return
BOTH
to
this
Execution Agreement
and
the
Election
for the
to
Certificate
Agreement
set
attached
the
Plan
Warrant Agreement
as Exhibit
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. VESITALK 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
tation
TON
Ag
or
as
an
Issuer
Impleme
other Issuers
Signatres Date
ll record.4lders
92006
should
sign
_____________
By
Its
Michael
S.
Williams
President
Date
_2006
L/.f2.
CERTIFICATE OF AUTHORIZATION
to be
completed
if
the Plan
Warrants
are
being
accepted
by an Entity
hereby
cettif
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
all
in full
force
and
effect.
further
certify
are
fully to
authorized effectuate
and empowered
to
make
execute
and
further
deliver any and
certify that
written
instruments
necessary
or
proper
the authority hereby
conferred.
_______________________________
now
is
name
the
___________________________
title
and __________________________is
now
the
____________________________
title
the
name
officers set forth
further
certify
that
the
herein
or any
one of them
and
are
duly
authorized
by
Entity
to
execute
further
and
that
carry
out the terms
of the Execution
Warrant
and
Acceptance
Delivery obligation
Effective
Delivery has been
Agreement
duly and
and
certify
the Execution of the Entity
Warrant
Acceptance
legal
Effective
Agreement
of the
Entity.
validly executed
on behalf
and
constitutes
and binding
Dated
this
______
day of
200_.
_____________________________________________
Signature of be
certifying officer
Must
not
signed
by officer authorized
to
act
Title
of
certifying
officer
Case 2:02-cv-02405-HRH
Document 385-16
Filed 07/25/2007
Page 3 of 44
VT022 858
CLAIM HOLDER
The Warrants below
valid
SCHEDULE
named Claim Holder named herein
and
Effective has Delivery received
Plan
specified
are only
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
Benjamin 400
59th
P.
Welsh
St
New York
NY
10022
Plan Allowed Plan Class
Claim
35000.00
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
VCW-695
BIW-695
7000 1750 1750 1750 1750 1750 1750 1750 1750 1750 1750
1.750
VT Billing Services Inc. VT Business Products Inc. VT Consumer Services Inc.
BUW-695
CSW-695 FNW-695
Inc.
VT
VT VT VT
Financial
Services
Inc.
Dynamic Biometric Systems
International Corp.
DBW-695
INW-695
Marketing Video Arabic Chinese
Services
Inc. Inc.
Inc.
Services Services
VT
VT
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-695 VDW-695 ARW-695 CNW-695 DUW-695
FRW-695 GEW-695 HSW-695 ITW-695 JPW-695
1750 1750 1750 1750 1750 1750 1750
KOW-695
POW-695
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 385-16
Filed 07/25/2007
Page 4 of 44
VT022 859
EXECUTION WARRANT
Visitalk Capital 50th Corporation St. Suite 130
ACCEPTANCE
AND EFFECTIVE DELIVERY
AGREEMENT
14647
5.
Phoenix
AZ
or
85044
Dear
Sir
Madam
terms unless defmed hereth have the Plan Warrant
States the in
A. September confirmed
Capitalized
same meaning
the
as
defmed
Plan
in the
warrant
agreement dated June
effective
17 2004
Agreement
Court
for
or
Second
Jotht
of Reorganization
to
222004
the
by the United
Bankruptcy
the
District
of Arizona represents
related that
Case No.
00-1
3035-PIreviewed the opportunity
the
Plan
of visitalk.com
Inc. the the
Visitalk. Plan
the
The Undersigned
Section
5.9
they have
received and have
and had
Plan Warrant
to
Agreement
Implementation
Agreement
ask questions regardthg
terms and
restrictions
of these documents.
B.
Each
Issuer
is
required under
if
the
Plan
to
issue
certain
warrants
the Plan Warrants
of
the Plan.
to
various Warrants
claimants
are
categorized
th the
under
the Plan
th
such
claimants with
meet the terms of Section
the
5.9
Such
Plan
defmed
Plan and
governed
accordance
Plan Warrant
Agreement.
C. Effective
The Undersigned
Delivery
Charles D.
Mary
S.
Pulido
hereby
to
tenders
this
Execution
Corporation
Certificate
Warrant
as
Acceptance
Issuer
is
and the
Agreement
for
the Execution and
Agreement
unless an issued
in
Visitalk
Capital
to
an
and
as
Implementation
also
Agent
to
the other Issuers
all
executed
Election Entry
Agreement
the Execution
attached
hereby
all
elects
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
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
certificate
Agreement
fee
attached
the
Plan
Warrant Agreement
as Exhibit
check
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
CM
Date
1z121M
HOLDER
VISITALK
and
as
CAPITAL
Implem
J.
Signatures 4ll record
4ttt
should
holders
sign
-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
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 andlor the _______________________ title
all
in full
force
and
effect.
fbrther
certify
are
fully to
authorized effectuate
and empowered
to
make
execute
and
deliver
certify
any and
that
written instruments
necessary
or
proper
the authority hereby
conferred.
further
_______________________________
now
is
name
the
_________________________
title
and _________________________is
now
the
___________________________
title
name
officers set forth
fUrther
certify
that
the
herein
or any
one of them
are
duly
authorized
by the Entity and
certifv
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
the Execution of the Entity
Warrant
Acceptance
legal
Effective bthding
been
and validly executed
on behalf
and constitutes
Dated
this
______
day of
200_.
______________________________________________ Signature of be
certifying officer
Must
not
signed
by officer authorized
to
act
Title
of
certifying
officer
Case 2:02-cv-02405-HRH
Document 385-16
Filed 07/25/2007
Page 5 of 44
VT022 860
CLAIM HOLDER
The below
SCHEDULE
named Claim Holder named herein
and Effective
has Delivery received
Plan
Wanants
specified
are only
valid
if
the specific
or
proper
assignee has executed
an Execution
to
Warrant
Acceptance
Agreement by Visitalk
Capital
Execution
Corporation
Agreement
as the agent
prior
June 15 2006 no
later
and such agreement
than
been
of the Issuers
June
25
2006.
Claim
Charles
Holder
D.
Mary
Ranch 85258
S.
Pulido
7425
Gainey
Road
34
Scottsdale
AZ
Plan Allowed Plan Class
Claim
155000.00
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
VCW-580
BIW-580
31000 7750 7750 7750 7750 7750 7750 7750 7750 7750 7750 7750 7750 7750 7750 7750 7750 7750 7750
VT Billing Services Inc. VT Business Products Inc. VT Consumer Services Inc. VT Financial Services Inc.
Dynamic
Biometric
BUW-580
CSW-580 FNW-580
Inc.
Systems
DBW-580
INW-580
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-580 VDW-580 ARW-580 CNW-580 DUW-580
FRW-580
GEW-580
HSW-580 ITW-580 JPW-580
KOW-580 POW-S 80
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 385-16
Filed 07/25/2007
Page 6 of 44
VT02286
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
222004
by the United
Bankruptcy
the
District
of Arizona represents
Case No.
00-13035-PHX-RTB
and had reviewed
the
Plan
to
Plan
Warrant
of visitalk.com
Inc.
Visitalk. Plan
The Undersigned
5.9
that
they have
received and have
1the
Agreement
the
the Section
restrictions
Implementation
Agreement
the opportunity
ask questions regarding
the terms and
of these documents.
B.
Each
Issuer the
is
required
if such
under
the Plan
to
issue the
certain
warrants
the
Plan_Wanant
Plan.
to
various claimants
are
categorized
in the
under and
Plan
in
claimants with
meet
the
terms of Section Warrant
5.9
of the
Such
Plan Warrants
defined
Plan
governed
accordance
Plan
Agreement.
C. Effective
The Undersigned
Delivery
Cosse Revocable the Execution
Issuers Plan
Living
Trust
hereby
to
tenders
this
Execution Warrant
Corporation
Certificate as
Acceptance
Issuer
is
and
the
Agreement
for
Agreement
issued
Visitalk
Capital
to
an
and
as
Implementation
also
Agent
elects to
the other
all
and
unless an executed
in
Election Entry
Agreement
the
attached
hereby
all
have
of
their 5.9
Warrants
Book
form.
Finally
Execution
Agreement
accepts
the
terms of the Section
Implementation
Agreement.
D.
This
part
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
is
if
necessary and
in
Agreement
legal
its
has been
executed
by
an
authorized
or representative Execution
Undersigned
enforceable
such
officer
or representative
of the
Undersigned
and
this
Agreement
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 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
COi
ATON
he
as
an
issuer
Implementaf
other
Issuers
____________
Signatures all record
/4/C
By
Its
holdrs should
sign
Michael SWilliams
President
/44
hereby
is
DateAfAiL7.3
2006
Date7/
2006
AO.
CERTIFICATE OF AUTHORIZATION
to be completed
if
the Plan
Warrants
are
being
accepted
by an Entity
certify
that
OELEI/DC.ohL.
name
of
LII/s
partners1iip or
Entity
other
company
and
trust
form of entity
of the
State
___________________
entity
organized
existing under
and
by
virtue
of the laws
of
42
state and
its
type
is
and
its
tax
ID number
2.6
federal tax
that further certify
2.
ID or SS
the
and
it
is
currently
in
good
standing
charter
in
full
force
and
effect.
I2UtTL....
title and
further
and/or
the
1A1jL.
title necessary or
are
fully to
authorized effectuate
and empowered
to
make
execute
deliver
certify
any and
that
all
written instruments
proper
the authority hereby
conferred.
Xi4rI/E1Z..
CouE
now
is
the
1flE- -.
title
certify that
and
iE
name
herein or any one of
is
now
name the_________________
title
further
the
officers
set
forth
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
Delivery has been
Agreement
duly
certify
the Execution of the Entity
Warrant and
Acceptance
legal
Effective binding
and validly executed
on behalf
constitutes
tity.
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 385-16
Filed 07/25/2007
Page 7 of 44
VT022 862
CLAIM HOLDER SCHEDULE
The Warrants below
Plan
specified
are only
valid
if
the specific
named Claim Holder named herein
and
Effective has Delivery received
or
proper
assignee has executed
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
been
of the Issuers no
25
2006.
Claim
Holder
Living Trust
Cosse Revocable
P.O.
Box 3969 Sedona AZ 86340 Claim
West
Plan Allowed Plan Class
20000.00
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
VCW-376
BIW-376
4000 1000
.000
VT Billing Services Inc. VT Business Products Inc. VT Consumer Services Inc. VT Financial Services Inc.
Dynamic Biometric Systems
Inc.
BUW-376
CSW-376 FNW-376
.000
000
1000
1.000 1.000
DBW-376
INW-376
VT VT VT VT VT VT VT
International
Corp.
Marketing Video
Services
Inc. Inc.
Inc.
Services
Arabic Services Chinese Dutch French Services
Inc.
Services Services
Inc. Inc. Inc. Inc.
MKW-376 VDW-376 ARW-376 CNW-376 DUW-376
FRW-376
1000 1000 1000 1000 1000 1000 1000 1000 1000 1000 1000
VT
VT VT VT VT VT
German Services
Hispanos
Italian
GEW-376
HSW-376 ITW-376 JPW-376
Services
Inc.
Services
Japanese Services Korean Services
Inc. Inc. Inc.
KOW-376
POW-376
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 385-16
Filed 07/25/2007
Page 8 of 44
VT022 863
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
A.
Capitalized
same meaning
the
as
defined
in the
warrant
agreement dated June
effective
September 172004 the Plan Warrant
confllmed by the United
States Inc. the
Agreement
Court
for
or in
Second
Joint
Plan of Reorganization
related to
222004
the
Bankruptcy
the
District
of Arizona
represents
Case No.
00-13035-PHX-RTB
and had reviewed
the
the
Plan
to
Plan
Warrant
of visitalk.com
Visitalk. Plan
The Undersigned
5.9
that
they have
received and have
Agreement
the Section
restrictions
Implementation documents.
Agreement
opportunity
ask questions regarding
the terms and
of these
B.
Each
Issuer
is
required
if
under
the Plan
to
issue the
certain
warrants
categorized
in the
under and
the Plan
such
claimants with
meet
the
terms of Section Warrant
5.9
to various claimants the Plan Warrants Such Plan Warrants of the Plan. defined are
Plan
governed
in
accordance
Plan
Agreement.
C. Delivery
The Undersigned Agreement
Daniel
P.
OSullivan
hereby
to
tenders
this
Execution Warrant Corporation
to as
Acceptance
Issuer and
and
Effective
the Execution
for
Agreement
and
Plan Warrants
Visitalk
Capital
an
as the
is
Implementation
also
Agent
elects to
the other Issuers
all
unless an issued
executed
in
Election Entry
Certificate
Agreement
the Execution
attached
hereby
all
have
the
of
their 5.9
Book
form.
Finally
Agreement
accepts
the terms of
Section
Implementation
Agreement.
D. on
This undersigned the part of the
represents
that
the Execution
this
Agreement
Execution person
is
has been
duly has
authorized duly
by
all
necessary
action
Undersigned
of the
and
is
if
necessary
Agreement
legal
its
been
executed
by an authorized Undersigned
officer
or representative Execution
Undersigned
enforceable
and such
in
officer
or representative
of the
and
this
Agreement
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
tErein.
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
CAPIT
RPORATON
as
an
Issuer
other
Issuers
IrpJºiiientatnAgeritfo Iichael
President
By
Its
S.
Williams
Date
2_006
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
or other form
virtue
of entity of the
State
is
____________________
entity
organized
existing under
and by
of the laws
of state
type
is
and
its
tax
ID number
_______
further
federal
in full
____________________ tax ID or SS
that
and
it
is
currently
in
good
standing
nd
its
charter
force
and
effect.
certify
the
_____________________________ title
and/or
the ______________________ title
are
fully to
authorized effectuate
and empowered
to
make
execute
and deliver any and
further certify that
all
written
instruments
necessary
or
proper
the authority hereby
conferred.
_______________________________
now
is
name
the
__________________________
title
and ____________________________is
now
the
_____________________________
title
name
officers set forth
further
certify
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
Delivery has been
Agreement
duly and
certify
the Execution of the Entity
Warrant Acceptance and
constitutes legal
Effective
Agreement
of the
Entity.
validly executed
on behalf
and binding
Dated
this
______
day
of
200_.
______________________________________________ Signature of certifying signed
officer to
Must
not be
by officer authorized
act
Title
of certifying
officer
Case 2:02-cv-02405-HRH
Document 385-16
Filed 07/25/2007
Page 9 of 44
VT022 864
CLAIM HOLDER SCHEDULE
The Plan Wan-ants below
an
to
specified
are only
valid
if
the specific
named Claim Holder named herein
and
Effective has Delivery
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 25 2006.
beenreceived
of the Issuers no
Claim Holder
Daniel 405
P.
OSullivan
St Apt.
56th
SF
New York NY
Plan Allowed Plan Class
10022
Claim
25000.00
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
VCW-563 BIW-563
5000 1250 1250 1250 1250 1250 1250 1250 1250 1250 1250 1250 1250 1250 1250 1250 1250 1250 1250
VT Billing Services Inc. VT Business Products Inc. VT Consumer Services Inc. VT Financial Services Inc.
Dynamic Biometric Systems
Inc.
BUW-563
CSW-563 FNW-563 DBW-563 INW-563
VT VT VT VT
International
Corp.
Marketing Video
Services
Inc. Inc.
Inc.
Services
Arabic Services
VT Chinese Sejjvices 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-563 VDW-563 ARW-563 CNW-563 DUW-563
FRW-563 GEW-563 HSW-563 ITW-563 JPW-563
KOW-563
POW-563
Wan-ant Unit consists of
and one Wan-ant.
consist
of
one
Warrant
one
Warrant
one
Warrant
one
Warrant
one
Wan-ant
Case 2:02-cv-02405-HRH
Document 385-16
Filed 07/25/2007
Page 10 of 44
VT022 865
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 Plan
States Inc.
A.
Capitalized
the
in
same meaning
the
as
defined Plan
in
the warrant
agreement dated June
effective
September 17 2004
confirmed
Warrant
Agreement
Court
for
or
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 had reviewed
the
Plan
to
Plan
Warrant
of visitalk.com
Visitalk. Plan
The Undersigned
5.9
they have
received and have
Agreement
the
the Section
restrictions
Implementation
Agreement
the opportunity
ask questions regarding
the terms and
of these documents.
B.
Each
Issuer the
is
required under
if
the
Plan
to
issue
certain
warrants
categorized
in
under and
Plan
such
claimants
meet the terms of Section
5.9
to various claimants the Plan Warrants of the Plan. Such Plan Warrants are defined
the Plan
governed
in
accordance
with the Plan Warrant
Agreement.
C. Delivery
The Undersigned Agreement
Daniel
Varella hereby
tenders
to
this
Execution
Warrant
Acceptance
as
and
Effective
as
the Execution
for
Agreement
and
Plan Warrants
Visitalk
Capital
Corporation
to
an
Issuer and
the
is
Implementation
also
Agent
elects to
the other Issuers
all
unless an issued
executed
in
Election Entry
Certificate
Agreement
attached
hereby
all
have
of
their 5.9
Book
form.
Finally the Execution
Agreement
accepts
the terms
of the 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 and
in
Execution person
is
Agreement
legal
its
been
duly
executed
by an authorized Undersigned
or representative Execution
Undersigned
enforceable
such
officer
or representative
of the
and
this
Agreement
accordance
with
terms.
E.
If physical
delivery
of the also
Plan Warrant and
return with
certificates
is
desired
please
sign
and
return
BOTH
therein.
this
Execution
Agreement
and
sign
the
Election
for the
to Certificate
certificate
Agreement
set
attached
to the
Plan
Warrant Agreement
as Exhibit
along
check
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 IN COMPLYING WITH ITS OBLIGATiONS.
Claim Holder Accepted and
Agreed
Issuer
Acceptance
CLAIM
HOLDR
and
as
sign
By
Its President
Date
CERTIFICATE OF AUTHORIZATION
to
be completed
if
the Plan
Warrants
are
being
accepted
by an Entity
hereby
certif
that
Entity name
of
company
and
trust partnership
or other
virtue
form of entity
of the
State
is
____________________
entity
organized
existing under
and by
of the laws
of_________ state
type
and federal tax
that
it
and
its
tax
ID number is ID or SS
the
is
currently
in
good
standing
and
its
charter
in
full
force
and
effect.
fUrther
certif
_____________________________ title
and/or
the
________________ title
are
fUlly to
authorized effectuate
and
empowered
to
make
execute
and
deliver any certif
and
all
written
instruments
necessary
or
proper
the authority hereby
conferred.
fUrther
that
_______________________________
now
is
name
the title fUrther carry
certifS that
and
is
now
the title
name
officers set forth
the
herein
or any
one of them
and
are
duly
authorized
by the Entity
and
to
execute
fUrther
and
that
out the terms
of the Execution
Warrant and and
Acceptance
Delivery obligation
Effective
Delivery has
Agreement
and
certif executed
the Execution of the Entity
Warrant and
Acceptance
legal
Effective binding
Agreement
of the
Entity.
been duly
validly
on behalf
constitutes
Dated
this
______
day of
200_.
_______________________________________________
Signature of certifing
officer
Must
not
be signed
by officer
authorized
to
act
Title
of certifing
officer
Case 2:02-cv-02405-HRH
Document 385-16
Filed 07/25/2007
Page 11 of 44
VT022 866
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
later
such agreement June 25 2006.
been
of the Issuers no
Claim Holder
Daniel 167 Varella
Eagle Valley
Ct
Hollister
MO
65672
Plan Allowed Plan Class
Claim
400O0.00
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
Inc. Inc. Inc. Inc. Inc.
VCW-676
BIW-676
8.000
VT VT VT VT
Billing Business
Services
2000 2000 2000 2000 2000 2000 2000 2000 2000 2000
2.000
Products Services Services
BUW-676
CSW-676 FNW-676
Consumer
Financial
Dynamic Biometric Systems
DBW-676
INW-676
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-676 VDW-676 ARW-676 CNW-676 DUW-676
FRW-676
2000 2000 2000
2.000
GEW-676
HSW-676 ITW-676 JPW-676
2000 2000 2000
KOW-676
POW-676
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 385-16
Filed 07/25/2007
Page 12 of 44
VT022 867
EXECUTtON WARRANT
Visitalk Capital 50th Corporation St. Suite 130
ACCEPTANCE
AND EFFECTtVE DELtVERY
AGREEMENT
14647
S.
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
in
the warrant
agreement dated June
effective
September 17 2004
confirmed
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
of visitalk.com
Inc.
Visitalk. Plan
the
The Undersigned
Section
5.9
that
they have
received
and
Plan Warrant
to
Agreement
the
Implementation
Agreement
and have
had
opportunity
ask
questions regarding
the terms and
restrictions
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 the
under
the Plan
in
such
claimants
meet
terms of Section
5.9
Such Plan Warrants
defined
Plan and
governed
accordance
with the Plan Warrant
Agreement.
C. Effective
The Undersigned
Delivery
Donald
Richard Rhodes
Jr..
hereby
to
tenders
this
Execution
Warrant Acceptance
as
and
as
Agreement
for
the Execution and
Agreement
unless an issued
Visitalk
Capital
to
Corporation
Certificate
an
Issuer
is
and
the
Implementation
also
Agent
to
the other Issuers
all
executed
in
Election Entry
Agreement
attached
hereby
all
elects
have
the
of
their 5.9
Plan
Warrants
Book
form.
Finally the Execution
Agreement
accepts
the terms of
Section
Implementation
Agreement.
D.
This
part
undersigned
represents
that
the Execution
this
Agreement
has been
duly has
authorized duly
by
all
necessary
action
on the
officer
of the
Undersigned
of the
and
is
if
necessary
Execution person
is
Agreement
legal
its
been
executed
by
an
authorized
or representative Execution
Undersigned
enforceable
and
in
such
officer
or representative
of the
Undersigned
and
this
Agreement
accordance
with
terms.
E.
If physical
delivery
of the also
Plan Warrant and
return with
certificates
is
desired
please
sign
and
return
BOTH
to
this
Execution
Agreement
and
sign
the
Election
for the
to Certificate
certificate
Agreement
as set
attached
the
Plan
Warrant Agreement
as Exhibit
along
check
issue fee
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
P0
ent
TON
as
an
Issuer
Impleme1
or the other
Issuers
____________________
Signatures all l record holders should
sign
By
Its
MichaT
S.
Willi
ms
Date
2006
President
Date
-_2006
CERTIFLCATE
to be
completed
if
OF AUTHORIZATION
are
the Plan
Warrants
being
accepted
by an Entity
hereby
certify
that
__________________________________________________________________________
Entity
of the
State
name
is
of
company
and
trust partnership and
or other form
virtue
of entity of
____________________
entity
organized
existing under
by
of the laws
type
is
state ________________________________ tax ID or SS federal
further
certify that
and
its
tax
ID number
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
to
make
execute
and
deliver any
certify
and
all
written instruments
necessary
or
proper
the authority hereby
conferred.
further
that
_______________________________
now
is
name
the
___________________________
title
and __________________________is
now
the
____________________________
title
name
officers set forth
further
certify
that
the
herein
or any
one
of
them
are
duly
authorized
by the Entity
and
to
execute
further
and
that
cariy out the terms of the Execution the Execution of the Entity
Warrant
Acceptance
Delivery obligation
and
Effective
Delivery has been
Agreement
duly and
certify
Warrant and
Acceptance
legal
and Effective and binding
Agreement
of the
Entity.
validly
executed
on behalf
constitutes
Dated
this
______
day of
200_.
_____________________________________________
Signature of be
certifying officer
Must
not
signed
by
officer
authorized
to
act
Title
of
certifying
officer
Case 2:02-cv-02405-HRH
Document 385-16
Filed 07/25/2007
Page 13 of 44
VT022 868
CLAIM HOLDER
The Warrants below
valid
SCHEDULE
named Claim Holder named herein
and
Effective has Delivery received
Plan
specified executed
are only
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 no
later
such agreement June
been
of
the Issuers
25
2006.
Caim Holder
Donald 5251 Richard Rhodes
Place
Jr.
Bessley
Alexandria
VA
22304
Plan Allowed
Claim
50000.00
Pan Oass
Issuers Unit
Warrant
Units
Visitalk
Capital
Corporation
VCW-596
BIW-596
10000 2500 2500 2500 2500 2500 2500 2500 2500 2500 2500 2500 2500 2500 2500 2500 2500 2500
2.500
VT Billing Services Inc. VT Business Products Inc. VT Consumer Services Inc. VT Financial Services Inc.
Dynamic Biometric Systems
Inc.
BUW-596
CSW-596 FNW-596
DBW-596
INW-596
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 VT VT
Japanese Services Korean Services
Inc. Inc. Inc.
MKW-596 VDW-596 ARW-596 CNW-596 DUW-596
FRW-596
GEW-596
HSW-596 ITW-596 JPW-596
KOW-596
POW-596
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 385-16
Filed 07/25/2007
Page 14 of 44
VT022 869
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 defmed herein the Plan
States
A. September confirmed
Capitalized
have
the
same meaning Second
as
defmed
in
the warrant
agreement dated June
effective
17 2004
Warrant
Agreement
Court
for
or
in the
Joint
Plan of Reorganization
related that to
22 2004
the
by the United
Bankruptcy
the
District
of Arizona represents
Case No.
00-13035-Pl-IX-RTB and had reviewed
the
Plan
of visitalk.com
Inc. the the
Visitalk. Plan
The Undersigned
5.9
they have
received and have
Plan Warrant
to
Agreement
the Section
restrictions
Implementation documents.
Agreement
the opportunity
ask questions regarding
terms and
of these
B.
Each
Issuer
is
required under
if
the Plan
to
issue
certain
warrants
the Plan Warrants
of the
Plan.
to
various
claimants
are
categorized
in
under
the Plan
such
claimants
meet the terms of Section
Warrant
5.9
Such
Plan Warrants
defmed
the Plan and
governed
in
accordance
with the Plan
Agreement.
C. Effective
The Undersigned
Delivery
Gordon
E.
Nancy G. Chait Agreement
issued
hereby
to
tenders
this
Execution
Corporation
Certificate
Warrant
as
Agreement
for
the Execution and
Visitalk
Capital
to
an
Issuer
Acceptance and and as the
is
Implementation
also
Agent
elects to
the other Issuers
all
unless an executed
in
Election Entry
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. on
This undersigned the part of the
represents
that
the Execution
this
Agreement
has been
duly
authorized duly
by
all
necessary
action
Undersigned
of the
and
if
necessary and
in
Execution person
is
Agreement
legal
its
has been
executed
by an authorized Undersigned
officer
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
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 ACKNOWLEDGE THAT THEY HAVE EXECUTED AND 5.9 IMPLEMENTATION AGREEMENT 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
Issuer
Acceptance
CLAIM
VISITALK
and
as
CAPITAL
CORPORATON
ent
as
an
Issuer
Implementation
the other
Issuers
Signatures
all
record
holders
si
Date
./o
2006
Its
Preside
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
or other
virtue
form of entity
of the
State
is
____________________
entity
organized
existing under
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
all
in full
force
and
effect.
further
certify
are
fully to
authorized effectuate
and
empowered
to
make
execute
and
further
deliver
any and
that
written
instruments
necessary
or
proper
the authority hereby
conferred.
certify
_______________________________
now
is
name
the
________________________
title
that
and __________________________is
now
the.
name
officers set forth
title
are
further
certify
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 Acceptance
legal
Warrant and and
Acceptance
Delivery obligation
Effective
Delivery has
Agreement
duly and
certify
the Execution
Warrant
Effective binding
Agreement
of the
Entity.
been
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 385-16
Filed 07/25/2007
Page 15 of 44
VT022 870
CLAIM HOLDER
The Plan
proper
SCHEDULE
named Claim Holder named herein
and
Effective has Delivery received
Warrants
specified
below
are only
valid
if
the specific
or
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
been
Corporation as the agent
of the Issuers
25
2006.
Claim Holder
Gordon 11714
E.
Nancy
83rd Place
G.
Chait
N.
Scottsdale
AZ
85260
Plan Allowed Plan Class
Claim
50000.00
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
VCW-363
BIW-363
10000 2500 2500 2500 2500
2.500
VT Billing Services Inc. VT Business Products Inc. VT Consumer Services Inc. VT Financial Services Inc.
Dynamic Biometric Systems
Inc.
BUW-363
CSW-363 FNW-363
DBW-363
INW-363
VT VT VT VT VT VT VT
International
Corp.
2500
2.5
Marketing Video Arabic Chinese Dutch French
Services
Inc. Inc.
Inc.
Services Services
Services
Inc.
Services Services
Inc. Inc.
MKW-363 VDW-363 ARW-363 CNW-363 DUW-363
FRW-363 GEW-363 HSW-363 ITW-363 JPW-363
00
2.500
2500 2500 2500 2500 2500
2.500
VT German Services Inc. VT Hispanos Services Inc. VT Italian Services Inc. VT Japanese Services Inc. VT Korean Services Inc. VT Portuguese Services Inc.
2500 2500 2500 2500
KOW-363
POW-363
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 385-16
Filed 07/25/2007
Page 16 of 44
VT02287
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 defmed herein have the Plan
States the in
A. September confirmed
Capitalized
same meaning
the
as
defined
in the
warrant
agreement dated June
effective
17 2004
Warrant
Agreement
Court
or
Second
Joint
Plan of Reorganization
related that to
22 2004
by the United
Bankruptcy
for the
District
of Arizona represents
Case No.
00-13035-PHX-RTB
and had reviewed
the the
the
Plan
of visitalk.com
Inc. the
Visitalk. Plan
The Undersigned
5.9
they have
received and have
Plan Warrant
to
Agreement
regarding
the Section
restrictions
Implementation
Agreement
opportunity
ask questions
the terms and
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 Warrants
claimants
are
categorized
in the
under
Plan
in
such
claimants
meet
terms of Section Warrant
5.9
Such
Plan
defined
Plan and
governed
accordance
with the Plan
Agreement.
C. Delivety
The Undersigned Agreement
Hillard
Garlovsky
hereby
to
tenders Visitalk
this
Execution
Warrant
as
Acceptance
Issuer and
and Effective
as the
is
the Execution
for
Agreement
and
Plan Warrants
Capital
Corporation
an
Implementation
also
Agent
elects to
the other Issuers
all
unless an executed issued
in
Election Entry
to 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
authorized
by
all
necessary
action
on the
officer
of the
Undersigned
of the
and
if
necessary
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
Plan Warrant and
return
certificates
is
desired
please
sign
and
return
BOTH
therein.
this
Execution Agreement
and
also sign
the
Election
for the
to Certificate
certificate
Agreement
set
attached
to the
Plan
Warrant Agreement
as Exhibit
along
with
check
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 HEREIN IN COMPLYING WITH ITS OBLIGATIONS. REPRESENTAUONSCTAINED
Claim Ijolder Accepted
andAgreed
Issuer
Acceptance
CLA1 HOLDER
ii
1/1/
hoJAers should
VISITALK
and
as
CAPITAL
ImpI
Signatures
all
recrd
sign
By
Its
Michael President
Date
__________
200
Date
//
hereby
certify that
CERTIFICATE OF AUTHORIZATION
to be completed
if
the Plan
Warrants
are
being
accepted
by an Entity
Entity name
of
company
trust partnership
or other
virtue
form of entity
of the
State
is
___________________
entity
organized
and existing under
and
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
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 the Execution of the Entity
of the Execution
Warrant
Acceptance
Delivery obligation
and Effective Agreement
of the
Entity.
Delivery has been
Agreement
duly and
certify
Warrant and
Acceptance
legal
and Effective and binding
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 385-16
Filed 07/25/2007
Page 17 of 44
VT022 872
CLAIM HOLDER
below
an
to
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
Execution
Warrant and
than
Acceptance
Agreement by Visitalk
Capital
Execution
Agreement
prior
June 15 2006 no
later
such agreement June
been
Corporation as the agent
of the Issuers
25
2006.
Claim Holder
Hillard
Garlovsky Bay
19610
Cove Drive
103
Boca Raton FL 33434-5
Plan Allowed Plan Class
Claim
50000.00
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
VCW-428
BIW-428
10000
2.500
VT Billing Services Inc. VT Business Products Inc. VT Consumer Services Inc. VT Financial Services Inc.
Dynamic Biometric Systems
Inc.
BUW-428
CSW-428 FNW-428
2500 2500 2500 2500 2500 2500 2500
2.500
DBW-428
INW-428
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 VT VT
Japanese Services Korean Services
Inc. Inc. Inc.
MKW-428 VDW-428 ARW-428 CNW-428 DUW-428
FRW-428
2500 2500 2500 2500 2500 2500
2.500 2.500 2.500
GEW-428
HSW-428 ITW-428 JPW-428
KOW-428
POW-428
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 385-16
Filed 07/25/2007
Page 18 of 44
VT022 873
EXECUTION WARRANT ACCEPTANCE AND EFFECTIVE DELIVERY
Visitalk Capital 50th Corporation St. Suite 130
AGREEMENT
14647
5.
Phoenix
AZ
or
85044
Dear
Sir
Madam
terms unless defined herein the Plan Warrant
States Thc. the the
A. September confirmed
Capitalized
have
the in
same meaning
the
as
defined Plan
in the
warrant
agreement dated June
effective
17 2004
Agreement
Court
for
or
Second
Joint
of Reorganization
to
22 2004
the
by the United
Bankruptcy
the
District
of Arizona represents
related that
Case No. 00-1 3035-PHX-RTB
received and have and had reviewed
the
the
Plan
of visitallccom
Visitalk. Plan
the
The Undersigned
Section
5.9
they have
Plan Warrant
to
Agreement
implementation
Agreement
opportunity
ask questions regarding
terms and
restrictions
of these documents.
B.
Each
Issuer
is
required
if
under
the
Plan
to
issue
certain
warrants
categorized under
in
the Plan
in
such
claimants
meet the terms of Section
5.9
to various claimants the Plan Warrants of the Plan. Such Plan Warrants are defined
the Plan and
governed
accordance
with the Plan Warrant
Agreement.
C. Effective
The Undersigned
Delivery
Howard and
Janice
Miller hereby
tenders Visitalk
this
Execution
Warrant
as
Acceptance
an Issuer
is
and
as
Agreement
for
the Execution and
Agreement
issued
in
to
Capital
to
Corporation
Certificate
and
the
Implementation
also
Agent
to
the other Issuers
all
unless an executed
Election Entry
Agreement
the
attached
hereby
all
elects
have
of
their 5.9
Plan
Warrants
Book
form.
Finally
Execution
Agreement
accepts
the terms of the Section
Implementation
Agreement.
D.
This
part
undersigned
represents
that
the Execution
this
Agreement
has
been
duly
authorized duly
by
all
necessary
action
on the
officer
of the
Undersigned
of the
and
is
if
necessary and
in
Execution person
is
Agreement
legal
its
has
been
executed
by
an
authorized
or representative Execution
Undersigned
enforceable
such
officer
or representative
of the
Undersigned
and
this
Agreement
accordance
with
terms.
E.
If physical
delivery
of the
Plan Warrant and
along 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
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 COMPLYWIG WITH ITS OBLIGATIONS.
Claim Holder Accepted and
eed
Issuer
Acceptance
2o
Sign
Date/174
all record holders should
/Pft7t
sign
By
Its
frtichael
S.
\Villiams
2006
President
Date
06
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 and
charter
type
is
and
its
tax
ID number
________________________________ tax ID or SS federal
further certify that
and
it
is
currently
in
good
standing
its
in
full
force
and
effect.
the
______________________________ title
andlor the
_______________________ title
are
frilly
authorized effectuate
and
empowered
to
make
execute
and
deliver
certify
any
and
all
written instruments
necessary
or
proper
to
the authority hereby
conferred.
ftirther
that
_______________________________
now
is
name
the
______________________________________
and
_____________________________________is
ow
duly
the
___________________________________________
title
further certifS that
name
officers set forth
title
are
the
herein
or
any one of them
and
authorized
by the Entity
and
certifS
to
execute
further
and
that
carry
out the terms
of the Execution
Warrant
and and
Acceptance
Delivery obligation
Effective
Delivery has
Agreement
the Execution
Warrant
Acceptance
legal
Effective binding
Agreement
of the
Entity.
been duly 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 385-16
Filed 07/25/2007
Page 19 of 44
VT022 874
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
Agreement
prior
June 15 2006 no
later
such agreement June
been
Corporation as the agent
of the Issuers
25
2006.
Claim
Holder
Janice Miller
Howard and
9337
Crawford
IL
Ave
16
Evanston
60203-13
Plan Allowed Plan Class
Claim
20000.00
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
VCW-539
BIW-539
4000 1000 1000 1000 1000 1000 1000 1000 1000
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-539
CSW-539 FNW-539
DBW-539
INW-539
VT VT VT VT
International
Corp
Services Inc
Marketing Video Arabic Chinese
Services Inc Services Inc
Services
VT
Inc
VT Dutch Services Inc VT French Services Inc VT German Services Inc VT Hispanos Services Inc VT Italian Services Inc
MKW-539 VDW-539 ARW-539 CNW-539 DUW-539
FRW-539
1000 1000 1000
1.000
GEW-539
HSW-539 ITW-539 JPW-539
1000
1.000
VT
VT VT
Japanese Services Korean
Inc
Services Inc Services
Inc.
KOW-539
POW-539
1000
1.000
Portuguese
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 385-16
Filed 07/25/2007
Page 20 of 44
VT022 875
EXECUTION WARRANT ACCEPTANCE AND EFFECTIVE DELIVERY
Visitalk Capital 50th Corporation 130
AGREEMENT
14647 Phoenix
S.
St. Suite
AZ
or
85044
Dear
Sir
Madam
terms unless defined herein the Plan Wan-ant
States
A. September confirmed
Capitalized
have
the in
same meaning
the
as
defined Plan
in the
warrant
agreement dated June
effective
17 2004
Agreement
Court
or
Second
Joint
of Reorganization
to
22 2004
the
by the United
Bankruptcy
for the
District
of Arizona represents
related that
Case No.
00-
13035-PHX-RTB
reviewed
the
Plan
to
Plan
Warrant
of visitalk.com
Inc. the
Visitalk. Plan
the
The Undersigned
Section
5.9
they have
received and have
and had
Agreement
Implementation documents.
Agreement
the opportunity
ask questions regarding
the terms and
restrictions
of these
B.
Each
Issuer the
is
required
if such
under
the
Plan
to
issue the
certain
warrants
the
of
Nan
the
Warrants Such
to
various claimants
are
categorized
in
under and
Plan
in
claimants with
meet
the
terms of Section Warrant
5.9
Plan.
Plan Warrants
defined
the Plan
governed
accordance
Plan
Agreement.
C. Effective
The Undersigned
Delivery
Hugh and
Ellen
Schwerin
hereby
to
tenders Visitalk
this
Execution Warrant
Corporation
as
Acceptance
an
and
as
Agreement
for
the Execution and
Agreement
issued
in
Capital
Issuer and
is
the
Implementation
also
Agent
elects to
the other Issuers
all
unless an executed
Election Entry
to Certificate
Agreement
the Execution
attached
hereby
all
have
of
their 5.9
Plan
Warrants
Book
form.
Finally
Agreement
accepts
the
terms of the Section
Implementation
Agreement.
D.
This
part
undersigned
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
or representative Execution
Undersigned
is
and such
in
officer
or representative
of the
Undersigned
and
this
Agreement
enforceable
accordance
with
terms.
E.
If physical
delivery
of the
Plan Warrant and
return
certificates
is
desired
please
sign
and
return
BOTH
therein.
this
Execution Agreement
and
also sign
the
Election
for the
to Certificate
certificate
Agreement
set
attached
to the
Plan
Warrant Agreement
as Exhibit
al
Free Other Notice - District Court of Arizona - Arizona
| File Size: | 2,606.7 kB |
| Pages: | 44 |
| Date: | July 24, 2007 |
| File Format: | |
| State: | Arizona |
| Category: | District Court of Arizona |
| Author: | unknown |
| Word Count: | 9,583 Words, 65,538 Characters |
| Page Size: | 611 x 1020 pts |
| URL |
https://www.findforms.com/pdf_files/azd/24156/385-16.pdf |
| Download Other Notice - District Court of Arizona ( 2,606.7 kB) |
Preview Other Notice - District Court of Arizona
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