EXECUTION WARRANT
Visitalk Capital 50th Corporation St. Suite 130
ACCEPTANCE
AND EFFECTIVE DELIVERY
AGREEMENT
14647
S.
Phoenix
AZ
or
85044
Dear
Sir
Madam
terms unless defmed herein have the Plan Warrant
States hic. the
A. September
Capitalized
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
confimed the
Plan
to
by the United
ofvisitalk.com
Bankruptcy
the
District
of Arizona represents
related that
Case No.
0O-13035-P1-IX-RTB and reviewed
the
Plan
Warrant
Visitalk. Plan
the
The Undersigned
Section
5.9
they have
received and have
Agreement
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 the
certain
warrants
the Plan Warrants
of
the Plan.
to
various Warrants
claimants
are
categorized
in the
under
Plan
such
claimants
meet
terms of Section
5.9
Such
Plan
defmed
Plan and
governed
in
accordance
with the Plan Warrant
Agreement.
C. Effective
The Undersigned
Delivery
A.
C.
and
Frances
Providenti hereby
tenders
this
Execution
Corporation
Certificate
Warrant
as
Acceptance
Issuer
is
and
the
Agreement
for
the Execution and
Agreement
unless an issued
in
to
Visitalk
Capital
to
an
and
as
Implementation
also
hereby
all
elects the
Agent to have
the other Issuers
all
executed
Election Entry
Agreement
the
attached
of
their 5.9
Plan
Warrants
Book
form.
Finally
Execution
Agreement
accepts
terms of
the
Section
Implementation
Agreement.
D.
This undersigned the
part
represents
that
the Execution
this
Agreement
has
been
duly
authorized duly
by
all
necessary
action
on
of the
Undersigned
of the
and
if
necessary
Execution person
is
Agreement
legal
its
has been
executed
by an authorized Undersigned
officer
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
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
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 UPON THE ACCURACY AND COMPLETENESS OF THE REPRESENTATIONS CONTAINED HEREIN IN COMPLYING WITH ITS OBLIGATIONS.
RELY
Claim
HokJer
ceepted
and
Agreed
Issuer
Acceptance
3LAIM HOLD
VISITALK
and
as
CAPITAL
an
Issuer
Implementation
Signatures
all
record
holders
should
sign Date
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
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
further certify that
and
is
now
the
name
officers set forth
title
are
the
herein
or any
one of them
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
Agreement
certify
the Execution of the Entity
Warrant and
Acceptance
legal
Effective
been duly and
validly
executed
on behalf
constitutes
and binding
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 385-15
Filed 07/25/2007
Page 1 of 48
VT022 808
CLAIM HOLDER
The Warrants below
an
SCHEDULE
named Claim Holder named herein
and Effective
has Delivery received
Plan
specified
are only
valid
if
the specific
or
proper
assignee has executed
Execution
Warrant and
than
Acceptance
Agreement by Visitalk
Capital
Execution
Agreement
prior to
June 15 2006 no
later
such agreement June
been
Corporation as the agent
of the Issuers
25
2006.
Claim Holder
A. C. and 24 South
Frances Providenti
Court
Port
Washington
NY
11050
Plan AllowedClaim Plan Class
70000.00
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
VCW-578
BIW-578
14000 3500 3500 3500 3500 3500 3500 3500 3500 3500 3500 3500 3500 3500 3500 3500 3500 3500 3500
VT Billing Services Inc. VT Business Products Inc. VT Consumer Services Inc. VT Financial Services Inc.
Dynamic Biometric Systems
Inc.
BUW-578
CSW-578 FNW-578
DBW-578
INW-578
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-578 VDW-578 ARW-578 CNW-578 DUW-578
FRW-578 GEW-578 HSW-578 ITW-578 JPW-578
KOW-578
POW-578
Warrant
and one
Unit
consists
of
consist
of one
Warrant
one
Warrant
one
Wan-ant one
Warrant
one
Warrant
Warrant.
Case 2:02-cv-02405-HRH
Document 385-15
Filed 07/25/2007
Page 2 of 48
VT022 809
EXECUTION WARRANT ACCEPTANCE AND EFFECTIVE DELIVERY
Visitalk Capital
S.
AGREEMENT
Corporation St. Suite 130
14647 Phoenix
50th
AZ
or
85044
Dear
Sir
Madam
terms unless defmed herein the Plan Warrant
States
A. September confirmed
Capitalized
have
the
same meaning Second
as
defmed
in the
warrant
agreement dated June
effective
17 by
2004
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-P1and had reviewed
the the
the
Plan
to
Plan
Warrant
of visitalk.com
Inc. the
Visitalk. Plan
The Undersigned
5.9
they have
received
Agreement
regarding
the Section
restrictions
Implementation
Agreement
and have
opportunity
ask questions
the terms and
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 and
the Plan
in
such
claimants with
meet
the
terms of Section
5.9
Such
Plan Warrants
defined
Plan
governed
accordance
Plan Warrant
Agreement.
C. Delivery
The
Undersigned
Andres
Anker
hereby
tenders
to
this
Execution Warrant Corporation
to
Acceptance
as
and
and
Effective as the
is
Agreement
the Execution
for
Agreement
and
Plan Warrants
Visitalk
Capital
an
Issuer
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.
This
undersigned
represents
that
the Execution
this
Agreement
Execution person
is
has
been
duly
authorized duly
by
all
necessary
action
on the part of the Undersigned
officer
and
if
necessary
Agreement
legal
its
has
been
executed
by an authorized Undersigned
or representative Execution
of the
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
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
with
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 VISITALK CAPITAL CORPORATION RECEIVED EFFECTIVE DELIVERY OF THE PLAN WARRANTS. 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
for
as
an
Issuer
Impi
the other
Issuers
Signatures
all
re
ord lolders
should
sign
S.
Williams
Date
siic/
2006
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 by
or other
virtue
form of entity
of the
State
is
____________________
entity
organized
and existing under
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
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 certify that
and
is
now
the title
name
officers set forth
the of
herein
the terms carry out the Execution
the
Execution
Warrant
any one of them are duly authorized by the Entity to execute and Delivery Acceptance and Effective Agreement and certify further that
or Delivery obligation
Warrant
Acceptance
legal
and Effective and binding
Agreement
of the
Entity.
has 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 385-15
Filed 07/25/2007
Page 3 of 48
VT02281
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
Corporation
Agreement
as the agent
prior
June 15 2006
later
such agreement June
been
of the Issuers no
25
2006.
Claim Holder
Andres 59 Anker 94 Street
New York
NY
10025
Plan Allowed Plan Class
Claim
35000.00
lssuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
VCW-324
BIW-324
7000
1.750
VT Billing Services Inc. VT Business Products Inc. VT Consumer Services Inc. VT Financial Services Inc.
Dynamic Biometric Systems
Inc.
BUW-324
CSW-324 FNW-324
1750
1.750 1.750 1.750
DBW-324
INW-324
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 ltalian Services lnc. VT Japanese Services Inc. VT Korean Services Inc. VT Portuguese Services Inc.
1750
1.750 1.750
MKW-324 VDW-324 ARW-324 CNW-324 DUW-324
FRW-324
1750
1.750
1750 1750 1750 1750
1.750
GEW-324
HSW-324 ITW-324 JPW-324
1750 1750
1.750
KOW-324
POW-324
Warrant Unit
and one Warrant.
consists
of
consist
of one
Warrant
one
Warrant
one
Warrant
one
Warrant
one
Warrant
Case 2:02-cv-02405-HRH
Document 385-15
Filed 07/25/2007
Page 4 of 48
VT02281
EXECUTION WARRANT
Visitalk Capital 50th Corporation 130
ACCEPTANCE AND EFFECTIVE DELIVERY
AGREEMENT
14647
S.
St. Suite
Phoenix
AZ
or
85044
Dear
Sir
Madam
terms unless defined herein have the Plan
States the or in
A. September confirmed
Capitalized
same meaning
the
as
defined
in the
warrant
agreement dated June
effective
17 2004
Warrant
Agreement
Court
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
to
Plan
Warrant
of visitalk.com
Inc. the the
Visitalk. Plan
The Undersigned
5.9
they have
received and have
Agreement
the Section
restrictions
Implementation
Agreement
opportunity
ask questions regarding
terms and
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 Warrant
5.9
Such Plan Warrants
defined
the Plan
governed
in
accordance
Plan
Agreement.
C. Delivery
The Undersigned Agreement
Anmar
Sarafa
hereby
tenders
to
this
Execution Warrant
Corporation
to
Acceptance
as
and
Effective
as
the Execution
for
Agreement
and
Plan Warrants
Visitalk
Capital
an
Issuer and
the
is
Implementation
also
hereby
all
elects
Agent to have
the other Issuers
all
unless an executed issued
in
Election Entiy
Certificate
Agreement
attached
of
their 5.9
Book
form.
Finally the Execution
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
is
if
necessary
Execution person
is
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 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 COMPLYING WITH ITS OBLIGATIONS.
Claim Holder Accepted and
Agreed
Issuer
Acceptance
CLAiM HOLDER
VISITALK
and
as
CAPITAL
ion
CO
gent
for
TON
the
ot
as
an
Issuer
Imp lementa
Issuers
Signatures
all
rec
rd
ders sh
sign
By MichaoS.
Its
Willims Date 2006
Date
_________
06
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
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
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
and
____________________________is
now
Lhe
_____________________________
title
name
officers set forth
further carry
certify
that
the
herein
or
any
one of them
are
duly
authorized
by the Entity and
to
execute
further
and
that
out the terms
of the Execution
Warrant
Acceptance
Delivery obligation
and Effective Agreement
of the
Entity.
Delivery has
Agreement
duly
certify
the Execution of the Entity
Warrant
Acceptance
legal
and Effective and binding
been
and validly executed
on behalf
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 385-15
Filed 07/25/2007
Page 5 of 48
VT02281
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
such
Agreement by Visitalk
Capital
Execution
Corporation
Agreement
as the agent
prior
June 15 2006
later
agreement
been
of the Issuers no
June 25 2006.
Claim
Holder
Sarafa Dr.
E.
Anmar
3720
Wabeer Lake
Bloomfield Hills
MI 48302
Plan Allowed Plan Class
Claim
100000.00
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
Inc. Inc. Inc. Inc. Inc.
VCW-622
BIW-622
20000 5000 5000 5000 5000 5000 5000 5000 5000 5000 5000 5000 5000 5000 5000 5000 5000 5000 5000
VT VT VT VT
Billing Business
Services
Products Services Services
BUW-622
CSW-622 FNW-622
Consumer
Financial
Dynamic
Biometric
Systems
DBW-622
INW-622
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 VT VT VT VT
Hispanos
Italian
MKW-622 VDW-622 ARW-622 CNW-622 DUW-622
FRW-622 GEW-622 HSW-622 ITW-622 JPW-622
Services
Inc.
Inc.
Services
Japanese Services Korean Services
Inc. Inc. Inc.
KOW-622
POW-622
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 385-15
Filed 07/25/2007
Page 6 of 48
VT02281
EXECUTION WARRANT
Visitalk 14647
5.
ACCEPTANCE
AND EFFECTIVE DELIVERY
AGREEMENT
Capital 50th
Corporation 130
St. Suite
Phoenix
AZ
or
85044
Dear
Sir
Madam
terms unless defmed herein
have
or
A. September confirmed
Capitalized
the
iii
same meaning
the
as
defined
in
the warrant
agreement dated June
effective
17
2004 the Plan Warrant
States
Agreement
Court
Second
Joint
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
received and have and had reviewed
the
the
Plan
to
Plan
Warrant
of visitalk.com
Inc. the the
Visitalk. Plan
the
The Undersigned
Section
5.9
that
they have
Agreement
Implementation
Agreement
opportunity
ask questions regarding
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
under and
Plan
such
claimants with
meet
the
terms of Section Warrant
5.9
Such
Plan Warrants
defmed
the Plan
governed
in
accordance
Plan
Agreement.
C. Delivery
The Undersigned Agreement
Barbara A. Deitch
hereby
to
tenders
this
Execution Warrant
Corporation
to as
Acceptance
Issuer
and Effective
as
the Execution
for
Agreement
and
Plan Warrants
Visitalk
Capital
an
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
Book
form.
Finally
Execution
Agreement
accepts
the
terms of
Section
Implementation
Agreement.
D.
This undersigned
part
represents
that
the Execution
this
Agreement
Execution person
is
on the
officer
of the
Undersigned
and
is
if
necessary
been duly authorized by all necessary action has been duly executed an authorized Agreement by
has
legal
its
or representative Execution
of the 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
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. VISITALK CAPITAL CORPORATION OF THE AND EACH ISSUER IS RELYING UPON THE ACCURACY AND COMPLETENESS REPRESENTATIONS CONTAINED HEREIN IN COMPLYING WITH ITS OBLIGATIONS.
Claim Holder Accepted and
Agreed
Issuer
Acceptance
CLAIM HOLDER
VISITALK
and
as
CAPITAL
CORPORATON
the
as
an
Issuer
Implem
other
Issuers
Si
natutes
cord
holders
should
sign
By MichfS
Its
Williams
Date
2006
President
Date
22006
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
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 andlor 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
that
and
_______
name
herein or any
is
now
the
____________________________
title
further
certify
the
officers
set
forth
one of them
are
duly
authorized
by
the
Entity
to
execute
further
and
that
carry
out the terms
of the Execution
Warrant
Acceptance
Delivery obligation
and Effective Agreement
of the
Entity.
Delivery has been
Agreement
duly
and
certify
the Execution
Warrant
Acceptance
legal
and Effective and binding
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 385-15
Filed 07/25/2007
Page 7 of 48
VT02281
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
Corporation
Agreement
as the agent
prior
June 15 2006
later
such agreement June 25 2006.
been
of the Issuers no
Claim Holder
Barbara A. Deitch 19195 Mystic
Point Dr.
206
Aventura
FL 33180
Plan Allowed Plan Class
Claim
80000.00
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
VCW-3
89
16000
4.000
VT Billing Services Inc. VT Business Products Inc. VT Consumer Services Inc. VT Financial Services Inc.
Dynamic Biometric Systems
Inc.
BIW-389
BUW-389
CSW-389 FNW-389
4000 4000 4000 4000 4000 4000 4000 4000 4000 4000 4000 4000 4000 4000
4.000
DBW-389
IN W-3 89
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 Korean Services
Inc.
MKW-389 VDW-389 ARW-389 CNW-389 DUW-389
FRW-389
GEW-389
HSW-389 ITW-389 JPW-389
Services
Inc. Inc.
Portuguese
Services
KOW-389 P0 W-3 89
4000 4000
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 385-15
Filed 07/25/2007
Page 8 of 48
VT02281
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 defmed herein the Plan Warrant
States
A. September confirmed
Capitalized
have
or
the
in
same meaning
the
as
defined
in
the warrant
agreement dated June
effective
17
2004
Agreement
Court
for
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
of visitalk.com
Inc.
Visitalk. Plan
The Undersigned
5.9
that
they have
received and have
and
Plan Warrant
to
Agreement
the
the Section
restrictions
Implementation
Agreement
had
opportunity
ask
questions regarding
the terms and
of these documents.
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
5.9
Such
Plan Warrants
defmed
the Plan and
governed
in
accordance
with the Plan Warrant
Agreement.
C. Delivery
The Undersigned Agreement
Chad Andrews
the other Issuers
all
hereby
tenders
to
this
Execution Warrant
Corporation
to
Acceptance
as
and Effective and
as
the Execution
for
Agreement
and
Plan Warrants
Visitalk
Capital
an
Issuer
the
is
Implementation
also
Agent
elects to
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
has been
duly
authorized duly
by
all
necessary
action
on the
officer
of the
Undersigned
of the
and
is
if necessary
Execution person
is
Agreement
legal
its
has been
executed
by an authorized Undersigned
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 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
Signatures
all
record
holders
should
sign
By
Its
Michael-. Williams
President
Date
___________
2006
Date
2221J06
CERTIFICATE OF AUTHORIZATION
to
be completed
if
the Plan
Warrants
are
being
accepted
by an Entity
hereby
certify
that
__________________________________________________________________________
Entity
of the
State
name
is
of
company
and
trust partnership and
or other
virtue
form of entity
of
__________________
entity
organized
existing under
by
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
in
full
force
and
effect.
further
certify
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
to
execute
further
and
that
carry
out the terms
of the Execution
Warrant
Acceptance
Delivery obligation
and Effective Agreement
of the
Entity.
Delivery has been
Agreement
duly
and certif
the Execution of the Entity
Warrant and
Acceptance
legal
and Effective and binding
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 385-15
Filed 07/25/2007
Page 9 of 48
VT02281
CLAIM HOLDER
below
SCHEDULE
named Claim Holder named herein
and Effective
has Delivery received or
The
Plan
Warrants
specified
are only
valid
if
the specific
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
than
agreement
been
of the Issuers
June
25
2006.
Claim
Holder
Chad Andrews
222
Mill Mt.
View Avenue
Valley
CA
94941
Plan Allowed Plan Class
Claim
15000.00
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
VCW-323
BIW-323
3000
750 750 750 750 750 750 750 750 750 750 750 750 750 750 750 750 750 750
VT Billing Services Inc. VT Business Products Inc. VT Consumer Services Inc. VT Financial Services Inc.
Dynamic Biometric Systems
Inc.
BUW-323
CSW-323 FNW-323
DBW-323
INW-323
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.
MKW-323 VDW-323 ARW-323 CNW-323 DUW-323
FRW-323 GEW-323 HSW-323 ITW-323 JPW-323
KOW-323
POW-323
VT
Portuguese
Services
Inc.
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 385-15
Filed 07/25/2007
Page 10 of 48
VT02281
EXECUTION WARRANT
Visitalk Capital 50th Corporation 130
ACCEPTANCE
AND EFFECTIVE DELIVERY
AGREEMENT
14647
S.
St. Suite
Phoenix
AZ
or
85044
Dear
Sir
Madam
ternis unless
A. September confirmed
Capitalized
defmed herein
have
the
same meaning
the
as
defined Plan
in the
warrant
agreement dated June
effective
17
2004
the Plan Warrant
States
Agreement
Court
or in
Second
Joint
of Reorganization
to
22 2004
the
by the United
Bankruptcy
for the
District
of Arizona represents
related that
Case
No.
00-1 3035-Pl-IX-RTB and had reviewed
the
the
Plan
of visitalk.com
Inc.
Visitalk. Plan
the
The Undersigned
Section
5.9
they have
received and have
Plan Warrant
to
Agreement
regarding
the
Implementation documents.
Agreement
opportunity
ask questions
the terms and
restrictions
of these
B.
Each
Issuer the
is
required
if
under
the Plan
to
issue the
certain
warrants
the Plan Warrants
of
the Plan.
to
various Warrants
claimants
are
categorized under
in
Plan
in
such
claimants with
meet
the
terms of Section Warrant
5.9
Such
Plan
defmed
the Plan and
governed
accordance
Plan
Agreement.
C. Delivery
The Undersigned Agreement
Eddie
Bacall
hereby
tenders
to
this
Execution
Capital
Warrant
Acceptance
as
and
Effective
as
the Execution
for
Agreement
Issuers Plan
Visitalk
Corporation
to
an
Issuer
and
the
is
Implementation
also
Agent
to
the other
all
and
unless an issued
executed
in
Election Entry
Certificate
Agreement
the
attached
hereby
all
elects
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
has
been
duly
authorized duly
by
all
necessary
action
on the
officer
of the
Undersigned
of the
and
if
necessary and
in
Execution person
is
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
physica
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
set
attached
the
Plan
Warrant Agreement
as Exhibit
check
certificate
issue fee as
forth
therein.
BY EXECUTION BELOW THE UNDERSIGNED REPRESENTS THAT THEY HAVE RECEIVED THE PLAN THE SECTION EXECUTED AND REVIEWED THE PLAN WARRANT AGREEMENT 5.9 IMPLEMENTATION AGREEMENT AND ACKNOWLEDGE THAT THEY HAVE EXECUTED AND
VISITALK CAPITAL CORPORATION RECEIVED EFFECTIVE DELIVERY OF THE PLAN WARRANTS. 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
Imp1em
Signr1
Dat7/
rord
holders
should
sign
By
Its
2006
President
L/
CERTIFICATE OF AUTHORIZATION
to be completed
if
the Plan
Warrants
are
being
accepted
by an
Entity
hereby
certify
that
Entit
name
of
company
and
trust partnership
or other
virtue
form of entity
of the
State
is
__________________ type tax ID number
entity
organized
existing under
and by
of the laws
of________
state
and charter
and
its
is
and
federal tax
that
it
is
currently
in
good
standing
its
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 deliver any and
further certify that
written instruments
necessary
or
proper
the authority hereby
conferred.
_________________________________
now
is
name
the title
ftirther certifi that
________
the
officers set
and ______________________is
now
the title
name
forth
herein
carry
out the terms
of the Execution
Warrant and and
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
the Execution
Warrant
Acceptance
legal
Effective binding
Agreement
of the
Entity.
has
been duly
and validly executed
on behalf
of the Entity and
constitutes
Dated
this
______
day of ____________
200_. Signature
of certifing be signed
officer
Must
not
by officer authorized
to
act
Title
of
certifying
officer
Case 2:02-cv-02405-HRH
Document 385-15
Filed 07/25/2007
Page 11 of 48
VT02281
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 Eddie 44968
Holder
Bacall
Ford Road Suite
Canton MI 48187
Plan Allowed Plan Class
Claim
15000.00
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
VCW-330
BIW-330
3000
750 750 750 750 750 750 750 750 750 750 750 750 750 750 750 750 750 750
VT Billing Services Inc. VT Business Products Inc. VT Consumer Services Inc. VT Financial Services Inc.
Dynamic Biometric Systems
Inc.
BUW-330
CSW-330 FNW-330
DBW-330
INW-330
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-330 VDW-330 ARW-330 CNW-330 DUW-330
FRW-330
GEW-330
HSW-330 ITW-330 JPW-330
KOW-330
POW-330
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 385-15
Filed 07/25/2007
Page 12 of 48
VT02281
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 defined herem have the Plan Warrant
States
A. September confirmed
Capitalized
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
by the United
Bankruptcy
the
District
of Arizona represents
related that
Case No.
00-1
22 2004 3035-PHX-RTB
reviewed the
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
Agreement
the opportunity
ask
questions regarding
the terms and
restrictions
of these documents.
B.
Each
Issuer
is
required
if
under
the
Plan
to
issue
certain
warrants
the Plan Warrants
of the
Plan.
to
various Warrants
claimants
are
categorized
in
under and
the Plan
in
such
claimants
meet the terms of Section
5.9
Such
Plan
defined
the Plan
governed
accordance
with the Plan Warrant
Agreement.
C. Delivery
The
Undersigned
Gerald Golden hereby
tenders
to
this
Executinn Warrant
Corporation
to
Acceptance
as
and and
Effective
as
Agreement
the Execution
for
Agreement
Issuers Plan
Visitalk
Capital
an
Issuer
the
is
Implementation
also
Agent
elects to
the other
all
and
unless an issued
executed
in
Election Entry
Certificate
Agreement
the
attached
hereby
all
have
the
of
their 5.9
Warrants
Book
form.
Finally
Execution
Agreement
accepts
the
terms of
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
is
if
necessary
Execution person
is
Agreement
legal
its
has
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
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. 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
Issuer
Acceptance
CLAIM HOLD
VISITALK
and
as
CAPITAL
Implem
Signathre
al feco
hol
rs
should
sign
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
or other form
virtue
of entity of the
State
is
____________________
entity
organized
existing under
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
and
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
Effective
Delivery has
Agreement
certify
the Execution of the Entity
Warrant and
Acceptance
legal
Effective binding
Agreement
of the
Entity.
been duly and
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 385-15
Filed 07/25/2007
Page 13 of 48
VT022820
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
to
Warrant and
than
Acceptance
such
Agreement by Visitalk
Capital
Execution
Agreement
prior
June 15 2006
later
agreement
been
Corporation as the agent
of the Issuers no
June
25
2006.
Claim
Holder
Gerald Golden
11
Longview
Ct.
Old Tappan NJ 07675
Plan Allowed Plan Class
Claim
200000.00
-.
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
VCW-434
BIW-434
40000 10000 10000 10000 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-434
CSW-434 FNW-434
DBW-434
INW-434
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-434 VDW-434 ARW-434 CNW-434 DUW-434
FRW-434
10000 10000 10000 10000 10000 10000 10000 10000 10000
GEW-434
HSW-434 ITW-434 JPW-434
KOW-434
POW-434
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 385-15
Filed 07/25/2007
Page 14 of 48
VT02282
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 hic. the the
A. September confirmed
Capitalized
have
the in
same meaning
the
as
defined
in the
warrant
agreement dated June
effective
17
by
2004
the
Agreement
Court
for
or
Second
Joint
Plan of Reorganization
related to
22 2004
United
Bankruptcy
the
District
of Arizona represents
Case No.
00-1
3035-PH1X-RTB
reviewed
the the
the
Plan
of visitalk.com
Visitalk. Plan
the
The Undersigned
Section
5.9
that
they have
received and have
and had
Plan Warrant
to
Agreement
Implementation
Agreement
opportunity
ask questions regarding
terms and
restrictions
of these documents.
B.
Each
Issuer the
is
required
if
under
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
5.9
Such
Plan Warrants
defined
the Plan
governed
accordance
Plan
Warrant
Agreement.
C. Delivery
The
Undersigned
Gregor R. Weiss hereby
tenders
Visitalk
this
Execution Warrant
Corporation
to as
Acceptance
an Issuer
and Effective
as
Agreement
the Execution
Agreement
to
Capital
and
the
is
Implementation
also
hereby
all
elects the
Agent for the other Issuers and unless an executed to have all of their Plan Warrants issued in Book
the
Election Entry
Certificate
Agreement
the
attached
form.
Finally
Execution
Agreement
accepts
terms of
Section
5.9
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
if
necessary
Agreement
legal
its
has 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 UNDERSIGNED REPRESENTS THAT THEY HAVE RECEIVED EXECUTED AND REVIEWED THE PLAN WARRANT AGREEMENT THE PLAN THE SECTION 5.9 ACKNOWLEDGE THAT THEY HAVE EXECUTED AND 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
Agreed
Issuer
Acceptance
VISITALK
and
as
CAPITAL
1mph
Siiitur Date
all
ord
By
Its President
___________
2006
Date
CERTIFICATE OF AUTHORIZATION
to be completed
if the
Plan
Warrants
are
being
accepted
by an Entity
hereby
certify
that
Entit
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
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 Agreement
of the
Entity.
Delivery has been
Agreement
duly
certify
the Execution of the Entity
Warrant
Acceptance
legal
Effective binding
and validly executed
on behalf
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 385-15
Filed 07/25/2007
Page 15 of 48
VT022 822
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
Weiss
Gregor R.
301
Largo
Rd
20774
Largo
MD
Plan Allowed Plan Class
Claim
20000.00
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
VCW-694
BIW-694
4000 1000 1000 1000 1000 1000 1000 1000 1000 1000 1000 1000 1000 1000 1000 1000
1.000
VT Billing Services Inc. VT Business Products Inc. VT Consumer Services Inc. VT Financial Services Inc.
Dynamic
Biometric
BUW-694
CSW-694 FNW-694
Inc.
Systems
DBW-694
INW-694
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-694 VDW-694 ARW-694 CNW-694 DUW-694
FRW-694
GEW-694
HSW-694 ITW-694 JPW-694
KOW-694
POW-694
1000 1000
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 385-15
Filed 07/25/2007
Page 16 of 48
VT022823
EXECUTION WARRANT
Visitalk Capital 50th Corporation 130
ACCEPTANCE AND EFFECTIVE DELIVERY
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
or
the in
same meaning
the
as
defined Plan
in the
warrant
agreement dated June
effective
17 2004
Agreement
Court
for
Second
Joint
of Reorganization
to
22 2004
the
the
in
by the United
ofvisitalk.com
Bankruptcy
the
District
of Arizona represents
related that
Case No. 00received and have
13035-PIreviewed
the
Inc. the the
Visitalk. Plan
the
The Undersigned
Section
5.9
they have
and had
Plan Warrant
to
Agreement
Implementation
Agreement
opportunity
ask questions regarding
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 Warrants
are
categorized under
in the
the Plan
in
such
claimants with
meet
the
terms of Section
5.9
Such
Plan
defmed
Plan
and
governed
accordance
Plan Warrant
Agreement.
C. Delivery
The Undersigned Agreement
Gregory
C.
Pulido
hereby
to
tenders
this
Execution
Warrant
as
Acceptance
an Issuer and
and
as
Effective
the Execution
for
Agreement
and
Plan Warrants
Visitalk
Capital
Corporation
to
the
is
Implementation
also
Agent
to
the other Issuers
all
unless an issued
executed
in
Election Entry
Certificate
Agreement
the
attached
hereby
all
elects the
have
the
of
their 5.9
Book
form.
Finally
Execution
Agreement
accepts
terms of
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
Execution person
is
Agreement
legal
its
has been
executed
by an authorized Undersigned
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 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
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
Imp
CAPITAL CO TON as an lementati2nAenIssue1s
Issuer
Sign
tur
al
record
holders
should
sign
By
Its
Michael
President
Williams
Date.5
2006
Date
2006
CERTIFICATE OF AUTHORIZATION
to be
completed
if
the Plan
Warrants
are
being
accepted
by an Entity
hereby
certify
that
______________________________________________________________________
Entity
of the
State
name
is
of
company
trust partnership and
or other
virtue
form of entity
of
____________________
entity
organized
and existing under
by
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
certify
are
fully to
authorized effectuate
and empowered
to
make
execute
and
further
deliver
certify
any
written instruments
necessary
or
proper
the authority hereby
conferred.
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
carry
out the terms
of the Execution
Warrant
and
Acceptance
Delivery obligation
and Effective Agreement
of the
Entity.
Delivery has been
Agreement
duly
certify
the Execution of the Entity
Warrant and
Acceptance
legal
Effective
and validly executed
on behalf
constitutes
and binding
Datedthis
_____
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 385-15
Filed 07/25/2007
Page 17 of 48
VT022 824
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
Corporation
Agreement
as the agent
prior
June 15 2006 no
later
such agreement June
been
of the Issuers
25
2006.
Claim Holder
Gregory C. Pulido 6900 Summerhill
Rd
Texarkana
TX
75503
Plan Allowed Plan Class
Claim
20000.00
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
VCW-583
BIW-583
4000 1000 1000 1000 1000 1000 1000 1000 1000 1000 1000 1000 1000 1000 1000 1000 1000 1000 1000
VT Billing Services Inc. VT Business Products Inc. VT Consumer Services Inc. VT Financial Services Inc.
Dynamic Biometric Systems
Inc.
BUW-583
CSW-583 FNW-583
DBW-583
INW-583
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-583 VDW-583 ARW-583 CNW-583 DUW-583
FRW-583 GEW-583 HSW-583 ITW-583 JPW-583
KOW-583 POW-S 83
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 385-15
Filed 07/25/2007
Page 18 of 48
VT022825
EXECUTION WARRANT
Visitalk Capital 50th Corporation St. Suite 130
ACCEPTANCE
AND EFFECTIVE DELIVERY
AGREEMENT
14647
S.
Phoenix
AZ
or
85044
Dear
Sir
Madam
terms unless defmed hereth have the Plan
States
A. September confirmed
Capitalized
the
in
same meaning
the
as
defined Plan
in
the warrant
agreement dated June
effective
17 2004
Warrant
Agreement
Court
for
or
Second
Joint
of Reorganization
to
22 2004
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
to
Plan
Warrant
of visitalk.com
Inc.
Visitalk. Plan
the
The Undersigned
Section
5.9
they have
Agreement
the
Implementation
Agreement
the opportunity
ask questions regardthg the terms and
restrictions
of these documents.
B.
Each
Issuer
is
required
if
under
the Plan
to
issue
certain
warrants
categorized
th the
under and
the Plan
th
such
claimants
meet the terms of Section
5.9
to various claimants the Plan Warrants of the Plan. Such Plan Warrants are defined
Plan
governed
accordance
with the Plan Warrant
Agreement.
C. Delivery
The Undersigned Agreement the
for
Harriet
Notkin
hereby
tenders
to
this
Execution
Warrant
Acceptance
as an
and Effective
as
Execution
Agreement
and
Plan Warrants
Visitalk
Capital
Corporation
to
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 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 such
in
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
therein.
this
Execution
Agreement
and
sign
the
Election
for the
to
Certificate
Agreement
fee
attached
to the
Plan
Warrant Agreement
as Exhibit
along
check
certificate
issue
as
set
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 HOLDER
VISITALK
CAPITAL
Signatures
record
holders
should
sign
Datec5t/o-
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
and
federal tax
that
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
deliver
any and
that
written instruments
necessary
or
proper
the authority hereby
conferred.
further
certify
_______________________________
now
is
name
the title further carry
certify that
is
now
the title
name
officers set forth
the
herein
out the terms
of the Execution
Warrant
and
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
the Execution
Warrant
Acceptance
legal
Effective
Agreement
of the
Entity.
has been
duly
and
validly
executed
on behalf
of the Entity and
constitutes
and binding
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 385-15
Filed 07/25/2007
Page 19 of 48
VT022 826
CLAIM HOLDER SCHEDULE
The
Plan
Warrants
specified
below
an
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
such
Agreement by Visitalk
Capital
Execution
Corporation
Agreement
as the agent
prior to
June 15 2006
later
agreement
been
of the Issuers no
June 25 2006.
Claim
Harriet 10 Pin
Holder
Notkin
Oak Road NJ 07006 Claim
25000.00
West
Caidwell
Plan Allowed Plan Class
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
VCW-557
BIW-557
5000 L250 1250 1250 1250 1250 1250 1250
1.250 1.250
VT Billing Services Inc. VT Business Products Inc. VT Consumer Services Inc. VT Financial Services Inc.
Dynamic Biometric Systems
Inc.
BUW-557
CSW-557 FNW-557
DBW-557
INW-557
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-557 VDW-557 ARW-557 CNW-557 DUW-557
FRW-557
1250 1250 1250 1250 1250 1250 1250 1250 1250
GEW-557
HSW-557 ITW-557 JPW-557
KOW-557
POW-557
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 385-15
Filed 07/25/2007
Page 20 of 48
VT022827
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
A. September confirmed
Capitalized
same meaning Second
Joint
as
defined
in the
warrant
agreement dated June
effective
17 2004
Warrant
Agreement
Court
for
or
in the
Plan of Reorganization
related to
22 2004
the
by the United
Bankruptcy
the
District
of Arizona represents
Case No.
received and
00-13035-PHX-RTB
and had reviewed
the
the
Plan
to
Plan
Warrant
of visitalk.com
Inc. the the
Visitalk. Plan
the
The Undersigned
Section
5.9
that
they have
Agreement
Implementation
Agreement
have
opportunity
ask questions regarding
terms and
restrictions
of these documents.
B.
Each
Issuer the
is
required under
if
the
Plan
to
issue the
certain
warrants
the Plan Wanants
of
the Plan.
to
various
claimants
are
categorized
in
under and
Plan
in
such
claimants with
meet
the
terms of Section Warrant
5.9
Such Plan Warrants
defmed
the Plan
governed
accordance
Plan
Agreement.
C.
The Undersigned
Delivery
J.
Gilbert
and
Joni
B.
Leonard
unless an Warrants
hereby
to
tenders
Visitalk
this
Execution Warrant
Corporation
Certificate as
Acceptance
an Issuer
is
and Effective
Agreement
for to
the Execution and
Plan
5.9
Agreement
Capital
to
and
as
the Implementation attached
also
Agent
elects the
the other Issuers
executed issued
in
Election
Agreement
hereby
all
have
all
of
their
Book
Entry
form.
Finally
the Execution
Agreement accepts
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
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.
___
as
Claim
Ider
ccepted
Agreed
Issuer
Acceptance
V1SITALK
and
as
CAPITAL
CORPORATON
an
Issuer
Sig
Free Other Notice - District Court of Arizona - Arizona
| File Size: | 2,857.2 kB |
| Pages: | 48 |
| Date: | July 24, 2007 |
| File Format: | |
| State: | Arizona |
| Category: | District Court of Arizona |
| Author: | unknown |
| Word Count: | 9,494 Words, 65,537 Characters |
| Page Size: | 611 x 1020 pts |
| URL |
https://www.findforms.com/pdf_files/azd/24156/385-15.pdf |
| Download Other Notice - District Court of Arizona ( 2,857.2 kB) |
Preview Other Notice - District Court of Arizona
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