Phoenix
AZ
or
85044
Dear
Sir
Madam
terms unless defined herein have
the
A. September confirmed
Capitalized
same meaning Second
as
defined Plan
in the
warrant agreement dated June
effective
17 by
2004 the Plan Warrant
the
Agreement
Court
or in the
Joint
of Reorganization
to
22 2004
United
States
Bankruptcy
for the
District
of Arizona
represents
related that
Case
No.
00-13035-PHX-RTB
the
the
Plan
of visitalk.com
the
hc.
Visitalk.
had
the
The Undersigned
to
they have
their
reviewed
Plan
Warrant
Agreement and
Plan
and have
opportunity
ask questions regarding
terms and
restrictions.
B.
Each
Issuer
is
required under
the
Plan
are
to issue
certam
in the
warrants Plan and
to
various claimants
in
categorized with
the
under Plan
the
Plan
the Plan Warrants.
Agreement.
Such Plan Warrants
defined
governed
accordance
Warrant
C.
The Undersigned the Acceptance
the
Amy Wooden
Agreement
and unless an issued
in to
hereby Visitalk
tenders Capital
to
this
Warrant
Acceptance
as
and and
Effective
as
Delivery
Agreement Agent have
for
all
Corporation
Certificate
an
Issuer
is
the Implementation hereby
elects to
other Issuers Plan
executed
Election form.
Agreement
attached
of
their
Warrants
Book
Entry
D.
This
Acceptance
Agreement
this
has
been
duly
authorized
by
all
necessary duly
action
on the
part
of the
officer
Undersigned representative
and
if
necessary
Acceptance
and such
in
Agreement
is
has been
officer
executed
by an authorized
of
the
or
this
of the Undersigned
is
person
legal
or representative
Undersigned
and
Acceptance
Agreement
enforceable
accordance
with
its
terms.
E.
If
physical
delivery
of the Plan also sign
Warrant
return
certificates
is
desired
to
please
and
return
sign
BOTH
to
this
Acceptance Agreement Plan Warrant Agreement
and
and
the
Election check
Certificate
certificate
Agreement
issue fee as
attached forth
the
as Exhibit
along
with
for the
set
therein.
BY EXECUTION BELOW THE UNDERSIGNED ACKNOWLEDGES THAT THEY HAVE 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.
Warrant Holder Accepted and
Agreed
Issuer
Acceptance
WARRANT
OL
ER
J7/
Signates
all record
7L
should
VISITALK
holders
sign
L/
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
virtue
form of entity
the
is
____________________
entity
organized
existing under
and by
of
laws
of the
State
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
in full
force
and
effect.
further
certify
______________________________ title
andlor
the
________________ title
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
and title
is
now
the title
name
officers set forth
further
certify the
that
the
herein
carry
out
terms
of the
Warrant
Acceptance
Delivery obligation
any and Effective
has
or
one
of
them
are
duly authorized
by
the
Entity
to
execute
the
and
Delivery
Agreement
and
certify
further
that
Warrant and
Acceptance
legal
and Effective
and binding
Agreement
of the
been duly
and validly executed
on behalf
of the Entity
constitutes
Entity.
Dated
this
______
day of ____________
200_. Signature of
certifying officer to acfl
Case 2:02-cv-02405-HRH
Must Filed signed by officer authorized of 46 not be 07/25/2007 Document 385-11 Page 1 VT022624
LLAIIVI
iTOLVtK
valid
VVf
K11IJ
HIVULI
or
The
Plan
Warrants
specified
below
are only
if
the specific
named Claim Holder named herein
Delivery received
proper
assignee has executed
prior
to
Warrant
Acceptance
and
Effective has
Agreement by Visitalk
Acceptance
Capital Corporation
as
Agreement
the agent
March no
31 2006
later
and
April
such agreement
been
of the Issuers
than
15
2006.
Claim
Holder Wooden
Investment Investment
in in in
Amy
1611
Series Series Series
Alydar Drive 28173
Investment
Waxhaw NC
Plan Allowed Plan Class
Other Investments
$3565.21
Claim
356521
lii
Unit Warrant
Issuers
Units
Visitalk
Capital
Corporation
Inc. Inc. Inc. Inc. Inc.
VT VT VT VT VT VT VT VT VT VT VT
Billing Business
Services
Products Services Services
VCCW-158 BIW158 BUW-158
CSW-158 FNW-158 DBSIW-158 INW-158
28522 14261 14261 14261 14261 14261 14261 14261 14261 14261 14261 14261 14261 14261 14261 14261 14261 14261 14261
Consumer
Financial
Dynamic Biometric Systems
International Corp.
Marketing Video
Services
Inc. Inc.
Inc.
Services
Arabic Services Chinese Dutch French Services
MKW-158 VDW-158 ARW-158 CNW-158 DUW-158
FRW-158
Inc.
Services Services
Inc. 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.
GEW-158
HSW-158 ITW-158 JPW-158
KOW-158
POW-158
Warrant
Warrant and
Unit
consists Warrant.
of consist
of one
Warrant
one
Warrant
one
Warrant
one
Warrant
one
one
Case 2:02-cv-02405-HRH
Document 385-11
Filed 07/25/2007
Page 2 of 46
VT022625
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 same meaning as defmed in the warrant agreement dated June the Plan Warrant Agreement or in the Second Joint Plan of Reorganization
States effective
A.
Capitalized
September 17
confirmed
2004
22 2004
by the United
Bankruptcy
Court
for
the
District
of Arizona represents
related
to
Case No.
00-13035-PIand reviewed
the the
the
Plan
to
Plan
Warrant
of visitalk.com
Inc.
Visitalk. Plan
the
The Undersigned
Section
5.9
that
they have
received and have
Agreement
the
Implementation
Agreement
had
opportunity
ask questions regarding
the 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
claimants
are
categorized
in the
under and
the Plan
in
such
claimants
meet the terms of Section
5.9
Such
Plan Warrants
defined
Plan
governed
accordance
with the Plan Warrant
Agreement.
C. Effective
The
Undersigned
Barton
R.
Leslie
J.
Hays
hereby
to
tenders Visitalk
this
Execution
Warrant
as
Acceptance
an Issuer
is
and as the
Delivery
Agreement
for
the Execution and
Agreement
unless an issued
Capital
to
Corporation
Certificate
and
Implementation
also
Agent
elects to
the other Issuers
all
executed
in
Election Entry
Agreement
the
attached
hereby
all
have
the
of
their 5.9
Plan
Warrants
Book
form.
Finally
Execution
Agreement
accepts
the terms of
Section
Implementation
Agreement.
D.
This
part or
undersigned
represents
that
the Execution
this
Agreement
has been
duly has
or
authorized duly
by
all
necessary
action
on the
officer
of the
Undersigned
of the
and
if
necessary
Execution person
is
Agreement
legal
its
been
executed
by an authorized Undersigned
representative
Undersigned
is
and such
in
officer
representative
of the
and
this
Execution
Agreement
enforceable
accordance
with
terms.
E.
If physical
delivery
of the also sign
Plan Warrant and
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
along
with
check
certificate
issue fee as
forth
therein.
BY EXECUTION BELOW THE UNDERSIGNED REPRESENTS THAT THEY HAVE RECEIVED EXECUTED AND REVIEWED THE PLAN WARRANT AGREEMENT THE PLAN THE SECTION 5.9 IMPLEMENTATION AGREEMENT AND ACKNOWLEDGE THAT THEY HAVE EXECUTED AND RECEIVED EFFECTIVE DELIVERY OF THE PLAN WARRANTS. VISITALK CAPITAL CORPORATION AND EACH ISSUER IS RELYING UPON THE ACCURACY AND COMPLETENESS OF THE REPRESENTATIONS CONTAINED HEREIN IN COMPLYING WITH ITS OBLIGATIONS.
Claim Holder Accepted and
Agreed
Issuer
Acceptance
CLAIMJIOLDER
VISITALK
and
as
CAPITAL
CORP
TON
as
an
Issuer
Implementation
other
Issuers
Signatures
allhcord
holdrs should
sign
By
Its
Michael President
S.
\illiams
Date
4-72006
to
be completed
if
Date
-72oo6
CERTIFICATE OF AUTHORIZATION
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_________ state
___________________ entity type
its
organized
existing under
by
of the laws
and
tax
ID number
is
________________________________ tax ID or SS federal
further certify that
and
it
is
currently
in
good
standing
and
its
charter
in full
force
and
effect.
the
_____________________________ title
and/or
the
______________________ title
are
fully to
authorized effectuate
and empowered
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 _______________________is
now
the
________________________
title
name
officers set forth
further
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
Acceptance
Delivery obligation
and Effective Agreement
of the
Entity.
Delivery has
Agreement
duly
certify
the Execution of the Entity
Warrant and
Acceptance
legal
and Effective and binding
been
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 385-11
Filed 07/25/2007
Page 3 of 46
VT022626
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
Acceptance
Agreement by Visitalk
Capital
Execution
Corporation
Agreement
as
prior
June 15 2006 no
later
and such
than
agreement
been
the agent
of the Issuers
June
25
2006.
Claim
Holder
Leslie
J.
Barton R. 10250
Vista
Hays
Del La Cruz 91941
La Mesa
CA
Plan Allowed Plan Class
Claim
3500.00
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
VCW-447
BIW-447
700
175 175 175 175
VT Billing Services Inc. VT Business Products Inc. VT Consumer Services Inc. VT Financial Services Inc.
Dynamic Biometric Systems
Inc.
BUW-447
CSW-447 FNW-447
DBW-447
INW-447
175 175 175
175 175 175 175 175 175 175 175 175 175 175
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-447 VDW-447 ARW-447 CNW-447 DUW-447
FRW-447 GEW-447 HSW-447 ITW-447 JPW-447
KOW-447
POW-447
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 385-11
Filed 07/25/2007
Page 4 of 46
VT022627
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 have the Plan
States
A. September confirmed
Capitalized
the
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 that to
22 2004
by the United
Bankruptcy
the
District
of Arizona represents
Case No.
00-1
3035-PHIX-RTB
reviewed
the the
the
Plan
to
Plan
Warrant
of visitalk.com
Inc. the the
Visitalk. Plan
the
The Undersigned
Section
5.9
they have
received
and had
Agreement
Implementation
Agreement
and have
opportunity
ask
questions regarding
terms and
restrictions
of these documents.
B.
Each
Issuer the
is
required under
if
the
Plan
to
issue
certain
warrants
the Plan Warrants
of
the Plan.
to
various
claimants
are
categorized
ii
under
Plan
such
claimants with
meet the terms of Section
the
5.9
Such Plan Warrants
defmed
the Plan and
governed
ii
accorthnce
Plan Warrant
Agreement.
C. Delivery
The Undersigned Agreement
Benn
Jacobson
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
hereby
all
elects the
Agent to have
the other Issuers
all
unless an issued
executed
in
Election Entry
Certificate
Agreement
the
attached
of
their 5.9
Book
form.
Finally
Execution
Agreement
accepts
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
if
necessary
Execution person
is
Agreement
legal
its
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
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 WARRANT AGREEMENT THE PLAN THE SECTION EXECUTED AND REVIEWED 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
Impl
Its
President
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
or other
virtue
form of entity
of the
State
is
____________________ type tax ID number
entity
organized
and existing under
and by
of the laws
of_________ state
and
its
is
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 Execution
Warrant
Acceptance
Delivery obligation
and Effective Agreement
of the
Entity.
Delivery has
Agreement
duly
certify
Warrant
Acceptance
legal
and Effective and
biiiding
been
and validly executed
on behalf
of the Entity and
constitutes
Dated
this
______
day of
200_.
_______________________________________________
Signature of
certifying officer
Must
not
be signed
by officer authorized
to
act
Title
of
certifying
officer
Case 2:02-cv-02405-HRH
Document 385-11
Filed 07/25/2007
Page 5 of 46
VT022628
CLAIM HOLDER
The below
SCHEDULE
named Claim Holder named herein
and
Effective has Delivery received
Plan
Warrants
specified executed
are only
valid
if
the specific
or
proper
assignee
has
an Execution
Warrant and
than
Acceptance
Agreement by Visitalk
Capital
Execution
Corporation
Agreement
as the agent
prior to
June 15 2006
later
such agreement June 25 2006.
been
of the Issuers no
Claim
Holder
Roscomare
Benn Jacobson
2539 Los
Road
90077
Suite
101
Angeles
CA
Plan Allowed Plan Class
Claim
93000.00
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
VCW-463
BIW-463
18600 4650 4650 4650 4650 4650 4650 4650 4650 4650 4650 4650
4.650 4.650
VT Billing Services Inc. VT Business Products Inc. VT Consumer Services Inc. VT Financial Services Inc.
Dynamic Biometric Systems
Inc.
BUW-463
CSW-463 FNW-463
DBW-463
INW-463
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-463 VDW-463 ARW-463 CNW-463 DUW-463
FRW-463 GEW-463 HSW-463 ITW-463 JPW-463
4650 4650 4650 4650 4650
KOW-463
POW-463
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 385-11
Filed 07/25/2007
Page 6 of 46
VT022629
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 defined herein the Plan Wanant
States
A. September confirmed
Capitalized
have
or
the in
17 2004
by
the
Agreement
Court
for
the
same meaning as defined in the warrant agreement Second Joint Plan of Reorganization dated June
of Arizona represents
related that to
effective
22 2004
United
Bankruptcy
the
DistTict
Case No.
00-1
3035-PIreviewed
the the
the
Plan
to
Plan
Wanant
of visitalk.com
Inc. the the
Visitalk. Plan
the
The Undersigned
Section
5.9
they have
received and have
and had
Agreement
Implementation
Agreement
opportunity
ask
questions regarding
terms and
restTictions
of these documents.
B.
Each
Issuer the
is
required under
if
the
Plan
to
issue
certain
warrants
the Plan Warrants
of
the Plan.
to
various
claimants
are
categorized
in the
under
Plan
in
such
claimants with
meet the terms of Section
the
5.9
Such Plan Warrants
defmed
Plan and
governed
accordance
Plan Warrant
Agreement.
C.
The Undersigned
Delivery
Daniel
J.
and
Kelly
H. Leonard hereby
tenders
this
Execution
Warrant
as
Acceptance
Issuer and
is
and Effective
Agreement
for to
the Execution
Issuers
their
Agreement
unless an Warrants
to
Visitalk
Capital
to
Corporation
Certificate
an
as
the Implementation attached
also
Agent
elects
all
the other have
all
and
Plan
executed issued
in
Election
Agreement
the
hereby
of
Book
Entry
form.
Finally
Execution
Agreement
accepts
the
terms of the Section
5.9
Implementation
Agreement.
D.
This undersigned
part
represents
that
the Execution
this
Agreement
has
been duly authorized
has been duly
by
all
necessary
action
on the
officer
of the
Undersigned
of the
and
if
necessary and
in
Execution person
is
Agreement
legal
its
executed
by
an
authorized
or representative Execution
Undersigned
is
such
officer
or representative
of the
Undersigned
and
this
Agreement
enforceable
accordance
with
terms.
E.
If
physical
delivery
of the also sign
Plan Warrant and
along return with
certificates
is
desired
please
sign
and
return
BOTH
therein.
this
Execution
Agreement
and
the
Election
for the
to
Certificate
Agreement
fee
attached
to the
Plan
Warrant Agreement
as Exhibit
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 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
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 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 is
and
its
tax
ID number
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 certif
written instruments
necessary
or
proper
the authority hereby
conferred.
that
_______________________________
now
is
name
the title
further
and
___________________________is
now
the
name
officers set forth
title
are
certif
that
the
herein
or
any
one of them and
duly
authorized
by the Entity and
to
execute
further
and
that
carry
out the terms
of the Execution
Warrant
and and
Acceptance
Delivery obligation
Effective
Delivery has been
Agreement
duly and
certify
the Execution
Wanant
Acceptance
legal
Effective binding
Agreement
of the
Entity.
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 385-11
Filed 07/25/2007
Page 7 of 46
VT022630
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
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
Daniel
Holder
J.
and
Kelly St
H.
Leonard
7310
Falls
Venice
Church
VA
22042
Plan Allowed Plan Class
Claim
10000.00
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
VCW-499
BIW-499
2000
500 500 500 500 500 500 500 500 500 500 500 500 500 500 500 500 500 500
VT Billing Services Inc. VT Business Products Inc. VT Consumer Services Inc. VT Financial Services Inc.
Dynamic Biometric Systems
Inc.
BUW-499
CSW-499 FNW-499
DBW-499
INW-499
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-499 VDW-499 ARW-499 CNW-499 DUW-499
FRW-499
GEW-499
HSW-499 ITW-499 JPW-499
KOW-499
POW-499
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 385-11
Filed 07/25/2007
Page 8 of 46
VT022631
EXECUTION WARRANT ACCEPTANCE AND EFFECTIVE DELIVERY
Visitalk
AGREEMENT
Capital
S.
Corporation St. Suite 130
14647
50th
Phoenix
AZ
or
85044
Dear
Sir
Madam
terms unless defmed herein have the Plan
States Inc. the the
A. September confirmed
Capitalized
same meaning Second
as
defined
in the
warrant
agreement dated June
effective
17 2004
Warrant
Agreement
Court
or
in the
Joint
Plan of Reorganization
related that to
22 2004
the
by the United
Bankruptcy
for 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
The Undersigned
Section of
5.9
they have
received and have
Agreement
Implementation documents.
Agreement
opportunity
ask questions regarding
the terms and
restrictions
these
B.
Each
Issuer the
is
required
if
under
the
Plan
to
issue the
certain
warrants
categorized
in the
under and
Plan
such
claimants with
meet
the
terms of Section Warrant
5.9
to various claimants the Plan Warrants Such Plan Warrants of the Plan. are defined
Plan
govered
in
accordance
Plan
Agreement.
C. Delivery
The Undersigned Agreement
Dianne
Carrell hereby
tenders Visitalk
this
Execution Warrant Corporation
as
Acceptance
an
Issuer
and Effective
the Execution
Agreement
to
Capital
and as the
is
Implementation
also
hereby
all
elects the
to Agent for the other Issuers and unless an executed Election all to have of their Plan Warrants issued in Book Entry form. the
Certificate
Agreement
the
attached
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
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
to
this
Execution Agreement
and
also sign
the
Election
for the
to
Certificate
Agreement
set
attached forth
the
Plan
Warrant Agreement
as Exhibit
along
with
check
certificate
issue fee as
therein.
BY EXECUTION BELOW THE UNDERSIGNED REPRESENTS THAT THEY HAVE RECEIVED EXECUTED AND REVIEWED THE PLAN WARRANT AGREEMENT THE PLAN THE SECTION 5.9 IMPLEMENTATION AGREEMENT 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
LAIM HOLDER
VISITALK
and
as
CAPITAL
CORPORATON
ent
as
an
Issuer
Implementation
the other Issuers
Signat
ecord
holders
should
sign
By
Its
Michae1.
President
Williams
Date r2
2006
Datej
2006
CERTIFICATE OF AUTHORIZATION
to
be
completed
if
the Plan
Warrants
are
being
accepted
by an Entity
hereby
certify
that
Entity name
of company trust partnership
and existing under and or other
virtue
form of entity of the
State
is
___________________
entity
organized
by
of the laws
of
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 any
certify
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 and
Acceptance
Delivery obligation
and Effective Agreement
of the
Entity.
Delivery has
Agreement
certify
the Execution of the Entity
Warrant
Acceptance
legal
Effective binding
been duly
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 385-11
Filed 07/25/2007
Page 9 of 46
VT022632
CLAIM HOLDER
The Plan Wanants specified assignee has executed below
an
to
SCHEDULE
named Claim Holder named herein
and Effective
has Delivery received
are only
valid
if
the specific
or
proper
Execution June 15 no
Warrant 2006 and
than
Acceptance
Agreement by Visitalk
Capital
Execution
Corporation
Agreement
as the agent
prior
such agreement June
been
of the Issuers
later
25
2006.
Claim Dianne
991
Holder
Carrell
Camino Rizo
Santa
Fe
NM
87505
Plan Allowed Plan Class
Claim
33750.00
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
VCW-359
BIW-359
6750 1688 1688 1688 1688 1688
1.688
VT Billing Services Inc. VT Business Products Inc. VT Consumer Services Inc. VT Financial Services Inc.
Dynamic
Biometric
BUW-359
CSW-359 FNW-359
Inc.
Systems
DBW-359
INW-359
VT VT VT VT VT VT VT
International
Corp.
Marketing Video Arabic Chinese Dutch French
Services
Inc. Inc.
Inc.
Services Services
Services
Inc.
Services Services
Inc. Inc.
MKW-359 VDW-359 ARW-359 CNW-359 DUW-359
FRW-359
1688
1.688
1688 1688 1688 1688 1688 1688 1688 1688 1688 1688
VT German Services Inc. VT Hispanos Services Inc. VT Italian Services Inc. VT Japanese Services Inc. VT Korean Services Inc. VT Portuguese Services Inc.
GEW-359
HSW-359 ITW-359 JPW-359
KOW-359
POW-359
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 385-11
Filed 07/25/2007
Page 10 of 46
VT022633
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
or
A. September confirmed
Capitalized
the
in
same meaning
the
as
defined Plan
in the
warrant
agreement dated June
effective
17
2004 the Plan Warrant
States hic.
Agreement
Court
Second
Joint
of Reorganization
to
22 2004
the
by the United of
visitalk.corn
Bankruptcy
for the
District
of Arizona represents
related that
Case No.
00-13035-PHIX-RTB
and had reviewed
the
Plan
to
Plan
Warrant
Visitalk. Plan
the
The Undersigned
Section of
5.9
they have
received and have
Agreement
the
the
implementation documents.
Agreement
the opportunity
ask questions regarding
terms and
restrictions
these
B.
Each
Issuer
is
required
if
under
the
Plan
to
issue the
certain
warrants
the Plan Warrants
of
the Plan.
to
various Warrants
claimants
are
categorized
in the
under and
the Plan
in
such
claimants with
meet
the
teims of Section
5.9
Such
Plan
defined
Plan
governed
accordance
Plan Warrant
Agreement.
C. Delivery
The
Undersigned
Frank H. Bramson Agreement
and
Plan the other Issuers
all
hereby
to
tenders
this
Execution
Warrant
as
Acceptance
an Issuer and
and
as
Effective
Agreement
the Execution
for
Visitalk
Capital
Corporation
to
the
is
Implementation
also
Agent
elects to
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 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 and
in
Execution person
is
Agreement
legal
its
has been
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
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 and
Agreed
Issuer
Acceptance
CLAIM HOLDER
VISITALK
rflhJ3\
Signatures
all record holders should 2006
sign
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 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
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
certi
are
fully to
authorized effectuate
and
empowered
to
make
execute
and
further
deliver any certif
written instruments
necessary
or
proper
the authority hereby
conferred.
that
_______________________________
now
is
name
the title
further
nd name
officers set forth
is
now
the title
certif
that
the
herein
or
any
one of them
and
are
duly
authorized
by the 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 certif
the Execution
Warrant
Acceptance
legal
Effective
Agreement
of the
Entity.
validly executed
on behalf
of the Entity and
constitutes
and binding
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 385-11
Filed 07/25/2007
Page 11 of 46
VT022634
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
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 Frank 525
Holder
H.
Bramson
Old Green
IL
Bay Boad
Glencoe
60022
Plan Allowed Plan Class
Claim
25000.00
Issuers
Unit
Warrant
Units
Visitalk
Capita
Corporation
VCW-352
BIW-3 52
5000 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
BUW-352
CSW-352
Systems
Inc.
FNW-3 52 DBW-352
INW-352
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-352 VDW-3 52 ARW-352 CNW-352 DUW-3 52
FRW-3
52 52 52
GEW-3 HSW-3
ITW-352 JPW-3 52
1250 1250 1250
KOW-3
52
POW-352
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 385-11
Filed 07/25/2007
Page 12 of 46
VT022635
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
the
same meaning
the
as
defined
in
the warrant
agreement dated June
effective
17
2004
Agreement
Court
or in
Second
Joint
Plan of Reorganization
related to
22 2004
by the United
Bankruptcy
for the
District
of Arizona represents
Case
No.
00-I
3035-PHX-RTB
reviewed
the the
the
Plan
of visitalk.com
Inc.
Visitalk. Plan
and
the
The Undersigned
Section
5.9
that
they have
received and have
and had
Plan Warrant
to
Agreement
the
the
Implementation documents.
Agreement
opportunity
ask questions regarding
terms
restrictions
of these
B.
Each
Issuer
is
required
if
under
the Plan
to
issue the
certain
warrants
the Plan Warrants
of
the Plan.
to
various
claimants
are
categorized
in the
under and
the Plan
such
claimants
meet
terms of Section Warrant
5.9
Such Plan Warrants
defined
Plan
governed
in
accordance
with the Plan
Agreement.
C.
The Undersigned Acceptance
as
Fred Edward
Effective
as
Wickman
Family Trust 12/16/86 the Execution
for
all
hereby
tenders
to
this
Execution
Capital Election Entry form.
to
Warrant
and
Delivery
Agreement
Agreement
and
Plan Warrants
Visitalk
Corporation
Certificate
an
Issuer and
is
the Implementation
also
Agent
to
the other Issuers of
their 5.9
unless an executed issued
in
Agreement
the Execution
attached
hereby
all
elects
have
the
Book
Finally
Agreement
accepts
the terms of
Section
Implementation
Agreement.
D.
This undersigned
part
represents
that
the Execution
this
Agreement
has
been duly authorized
has
by
all
necessary
action
on the
officer
of the
Undersigned
of the
and
if
necessary and
in
Execution person
is
Agreement
legal
its
been duly
executed
by an authorized Undersigned
or representative Execution
Undersigned
is
such
officer
or representative
of the
and
this
Agreement
enforceable
accordance
with
terms.
E.
If
physical
delivery
of the
Plan Warrant and
return
certificates
is
desired
please
sign
and
return
BOTH
therein.
this
Execution Agreement
and
also sign
the
Election
for the
to
Certificate
Agreement
fee
attached
to the
Plan
Warrant Agreement
as Exhibit
along
with
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
and
as
CAPITAL
as
an
Issuer
ImpI
Signatures
all
Date
./
L/
record
holders
should
sign
Its
2006
2006
CERTIFICATE OF AUTHORIZATION
to be completed
if
the Plan
Warrants
are
being
accepted
by an Entity
hereby
certifi
that/2F
name
of organized and
JI cJc11iiI
company
trust partnership or other
virtue
7Lt5
form of entity of the
State
Entity
of_________ state
is
124
entity
existing under
and by
of the laws
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
in full
force
and
effect.
further
certif
124
AJ
title
IZ..
are
fully to
authorized effectuate
and
empowered
to
make
execute
and
further
deliver certif
any
and
all
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
certif
that
the
herein
or any
one of them
are
duly
authorized
by the Entity and
to
execute
further
and
that
carry
out the terms
of the Execution
Warrant and and
Acceptance
Delivery obligation
and Effective Agreement
of the
Entity.
Delivery has
Agreement
duly
certify
the Execution of the Entity
Warrant and
Acceptance
legal
Effective binding
been
and validly executed
on behalf
constitutes
Dated
this
day of
200k
Signature of certifing be signed
officer
Must
not
by officer authorized
to
act
Title
of certifing
officer
Case 2:02-cv-02405-HRH
Document 385-11
Filed 07/25/2007
Page 13 of 46
VT022636
CLAIM HOLDER SCHEDULE
below
The
Plan
Warrants
specified executed
are only
valid
if
the specific
named Claim Holder named herein
and
Effective has Delivery received
or
proper
assignee
has
an Execution
to
Warrant and
than
Acceptance
Agreement by Visitalk
Capital
Execution
Corporation
Agreement
as the agent
prior
June 15 2006
later
such agreement June
been
of the Issuers no
25
2006.
Claim
Holder
Family Trust
Trustee 12/16/86
Fred Edward Wickman Fred Edward Wickman
P.O.
Box 610 FL 33041
Key West
Plan Allowed Plan Class
Claim
25000.00
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
VCW-699
BIW-699
5000
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-699
CSW-699 FNW-699
1250 1250 1250 1250 1250 1250 1250 1250 1250 1250 1250 1250
1.250
DBW-699
INW-699
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-699 VDW-699 ARW-699 CNW-699 DUW-699
FRW-699
GEW-699
HSW-699 ITW-699 JPW-699
1250 1250 1250
KOW-699
POW-699
Warrant
and one
Unit
consists
of
consist
of one
Waimnt
one
Wanant
one
Warrant
one
Warrant
one
Warrant
Warrant.
Case 2:02-cv-02405-HRH
Document 385-11
Filed 07/25/2007
Page 14 of 46
VT022637
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 Warrant
States Inc. the the the
A. September confirmed
Capitalized
same meaning Second
Joint
as
defined
in the
warrant
agreement dated June
effective
172004
Agreement
Court
or in the
Plan of Reorganization
related that to
222004
the
by the United
Bankruptcy
for the
District
of Arizona represents
Case No. 00- 13035-PHIX-RTB
received and have and had reviewed
the
Plan
to
Plan
Warrant
of visitalk.com
Visitalk. Plan
the
The Undersigned
Section
5.9
they have
Agreement
Implementation
Agreement
the 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 Warrants
of
the Plan.
to
various
claimants
are
categorized
in the
under and
Plan
such
claimants with
meet
the
terms of Section
5.9
Such Plan Warrants
defined
Plan
governed
in
accordance
Plan Warrant
Agreement.
C. Delivery
The Undersigned Agreement
James
C.
Dow
hereby
tenders
to
this
Execution
Warrant
Acceptance
as
and and
Effective
as
the Execution
for
Agreement
and
Plan Warrants
Visitalk
Capital
Corporation
to
an
Issuef
the
is
Implementation
also
Agent
elects to
the other Issuers
all
unless an issued
executed
in
Election Entry
Certificate
Agreement
the
attached
hereby
all
have
the
of
their 5.9
Book
form.
Finally
Execution
Agreement
accepts
the terms of
Section
Implementation
Agreement.
D.
This undersigned
part
represents
that
the Execution
this
Agreement
has been
duly
authorized duly
by
all
necessary by an
action
on the
officer
of the
Undersigned
of the
and
is
if
necessary and
in
Execution person
is
Agreement
legal
its
has been
executed
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
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 THE PLAN EXECUTED AND REVIEWED THE PLAN WARRANT AGREEMENT 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 Holder Accepted
and
Agreed
Issuer
Acceptance
CLAIM HOLDER
VISITALK
and
as
CAPITAL
TON
as
an
Issuer
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
___________________ type tax ID number
entity
organized
existing under
by
of the laws
of
state
is
and
its
and
federal tax
that
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
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
Acceptance
Delivery obligation
Effective
Delivery has been
Agreement
duly and
certify
the Execution
Warrant
Acceptance
legal
and Effective and binding
Agreement
of the
Entity.
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 385-11
Filed 07/25/2007
Page 15 of 46
VT022638
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
Corporation
Agreement
as the agent
prior
June 15 2006
later
agreement
been
of the Issuers no
June
25
2006.
Claim James 4001
Holder
C.
Dow
98103
Aurora Ave
Seattle
WA
Plan Allowed Plan Class
Claim
200000.00
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
VCW-402
BIW-402
40000 10000
10.000
VT Billing Services Inc. VT Business Products Inc. VT Consumer Services Inc. VT Financial Services Inc.
Dynamic
Biometric
BUW-402
CSW-402 FNW-402
Inc.
10000 10000 10000 10000
10.000
Systems
DBW-402
INW-402
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-402 VDW-402 ARW-402 CNW-402 DUW-402
FRW-402
10000 10000 10000 10000 10000 10000
10.000
GEW-402
HSW-402 ITW-402 JPW-402
10000 10000 10000 10000
KOW-402
POW-402
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 385-11
Filed 07/25/2007
Page 16 of 46
VT022639
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 defined herein the Plan Warrant
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
for
or
Second
Joint
of Reorganization
to
22 2004
the
by the United
Bankruptcy
the
District
of Arizona represents
related that
Case No.
00-1 303 5-P1-IX-RTB and had reviewed
the
the
Plan
to
Plan
Warrant
of visitalk.com
Inc.
Visitalk. Plan
The Undersigned
5.9
they have
received and have
Agreement
the
the
the Section
restrictions
Implementation documents.
Agreement
opportunity
ask questions regarding
terms and
of these
B.
Each
Issuer the
is
required under
if
the
Plan
to
issue the
certain
warrants
the Plan Warrants
of
the Plan.
to
various
claimants
are
categorized
in
under and
Plan
iii
such
claimants with
meet
the
terms of Section Warrant
5.9
Such
Plan Warrants
defined
the Plan
governed
accordance
Plan
Agreement.
C.
The Undersigned and Effective
as
is
Jeffrey A. Delivery
and
Ashley Roberts Barna hereby the Execution
Issuers of
their 5.9
tenders
to
this
Execution Warrant
Capital
to
Acceptance
Issuer
Agreement Agent
elects for to
Agreement
Warrants
Visitalk
Corporation
Certificate
as
an
and
the Implementation attached
also
the other
and
Plan
unless an executed issued
in
Election
Agreement
Execution
hereby
all
have
the
all
Book
Entry
form.
Finally the
Agreement
accepts
the terms of
Section
Implementation
Agreement.
D.
This
part
undersigned
represents
that
the Execution
this
Agreement
has
been
duly
on the
officer
of the
Undersigned
of the
and
if
necessary
Execution person
is
Agreement
legal
its
has
authorized action by all necessary been duly executed by an authorized of the
or representative Execution
Undersigned
is
and such
in
officer
or representative
Undersigned
and
this
Agreement
enforceable
accordance
with
terms.
E.
If
physical
delivery
of the also sign
Plan Warrant and
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
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 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
CLAF
I-I.
L..DE\
VISITALK
and
as
CAPITAL
CORPORATON
as
an
Issuer
Implementation
other
Issuers
Signatures
11
record
holders
shii1l
sign
By
Its
Michael
Preside
S.
il
iam Date 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
and
trust partnership and
or other
virtue
form of entity of_________ state
____________________
entity
organized
existing under
by
of the laws
type
is
and
its
tax
ID number
__________________________________ federal tax
that
and
it
is
currently
in
good
standing
and
its
charter
ID or SS
the _____________________________ title and/or the ______________________ title 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
that
and
____________________________is
now
the
_____________________________
title
name
officers set forth
further carry
certify
the
herein
or any
one of them are duly
and Effective
authorized
by the Entity
and
to
execute
further
and
that
out the terms
of the Execution Acceptance
legal
Warrant Acceptance
and and Effective binding Delivery obligation
Delivery has been
Agreement
duly and
certify
the Execution
Warrant
Agreement
of the
Entity.
validly executed
on behalf
of the Entity 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 385-11
Filed 07/25/2007
Page 17 of 46
VT022640
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
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
Jeffrey
Holder
A. and Ashley Roberts Barna
8075
E.
Morgan
Trail
Scottsdale
AZ
85258
Plan Allowed Plan Class
Claim
12500.00
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
VCW-337
BIW-337
2.500
VT Billing Services Inc. VT Business Products Inc. VT Consumer Services Inc. VT Financial Services Inc.
Dynamic Biometric Systems
Inc.
625 625 625 625 625 625 625 625 625 625 625 625 625 625 625 625 625 625
BUW-337
CSW-337 FNW-337
DBW-337
INW-337
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-337 VDW-337 ARW-337 CNW-337 DUW-337
FRW-337
GEW-337
HSW-337 ITW-337 JPW-337
KOW-337
POW-337
Warrant
and one
Unit
consists
of
consist
of
oneA
Warrant
one
Warrant
one
Warrant
one
Warrant
one
Warrant
Warrant.
Case 2:02-cv-02405-HRH
Document 385-11
Filed 07/25/2007
Page 18 of 46
VT022641
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 in
A. September confirmed
Capitalized
same meaning
the
as
defined Plan
in
the warrant
agreement dated June
effective
17
2004 the Plan Warrant
States
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.
00-1 3035-PI-I1X-RTB and had reviewed
the
Plan
to
Plan
Warrant
of visitalk.com
Inc.
Visitalk. Plan
and
the
The Undersigned
Section
5.9
they have
received and have
Agreement
the
Implementation documents.
Agreement
the opportunity
ask questions regarding
the terms
restrictions
of these
B.
Each
Issuer
is
required
if
under
the Plan
to
issue
certain
warrants
the Plan
of the
Waants
Such
to
various Warrants
claimants
are
categorized
in
under and
the Plan
in
such
claimants with
meet the terms of Section
the
5.9
Plan.
Plan
defined
the Plan
governed
accordance
Plan
Warrant
Agreement.
C.
The
Undersigned
Delivery
Jerris
and
Mariellen
M. Leonard Agreement
Warrants
hereby
to
tenders
this
Execution
Corporation
Certificate
Warrant
as
Acceptance
Issuer
is
and Effective
Agreement
for to
the Execution and
Plan
5.9
Visitalk
Capital
to
an
and
as
the Implementation attached
also
Agent
elects
the other Issuers have
all
unless an executed issued
in
Election
Agreement
hereby
all
of
their
Book
Entry
form.
Finally
the 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
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
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
with
check
certificate
issue
as
set
forth
therein.
REPRESENTS THAT THEY HAVE RECEIVED BY EXECUTION BELOW THE UNDERSIGNED 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.
CI Holder Accepted and
Agreed
Issuer
Acceptance
IMHOLDE
VISITALK
and
as
Ii
CAPITAL
77i
Signaturs
aj1 record holders should
sign
DatecP/
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
or other
virtue
form of entity
of the
State
is
___________________
entity
organized
existing under
and 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
deliver
any and
that
written instruments
necessary
or
proper
the authority hereby
conferred.
further
certify
_______________________________
now
is
name
the
____________________________
title
and ____________________________is
now
the
_____________________________
title
name
officers set forth
further
certify
that
the
herein
carry
out the terms of the Execution
Warrant
any one of them are duly authorized by the Entity to execute Agreement and certif further Acceptance and Effective Delivery
or Delivery obligation
and
that
the Execution of the Entity
Warrant and
Acceptance
legal
and Effective and binding
Agreement
of the
Entity.
has been
duly
and validly executed
on behalf
constitutes
Dated
this
______
day of
200_.
___________________________________________
Signature of
certifiing officer
Must
not be
signed
by officer
authorized
to
act
Title
of certifiing
officer
Case 2:02-cv-02405-HRH
Document 385-11
Filed 07/25/2007
Page 19 of 46
VT022642
CLAIM HOLDER SCHEDULE
below
The
Plan
Warrants
specified
are only
valid
if
the specific
named Claim Holder named herein
and
Effective has Delivery received
or
proper
assignee has executed
an Execution
to
Warrant and
Acceptance
Agreement by Visitalk
Capital
Execution
Corporation
Agreement
as the agent
prior
June 15 2006
later
such agreement June
been
of the Issuers no
than
25
2006.
Claim
Jerris
Holder
and Mariellen
Sentinel
M. Leonard
4986
Dr
104
Bethesda
MD
20816
Plan Allowed Plan Class
Claim
55000.00
Issuers
Unit
Warrant
Units
Visitalk
Capital
Corporation
VCW-502
BIW-502
11.000
VT Billing Services Inc. VT Business Products Inc. VT Consumer Services Inc. VT Financial Services Inc.
Dynamic Biometric Systems
Inc.
2.750
BUW-502
CSW-502 FNW-502
2750
2.750
2.750 2.750 2.750
DBW-502
INW-502
VT International Corp. VT Marketing Services Inc. VT Video Services Inc. VT Arabic Services Inc. VT Chinese Services Inc. VT Dutch Services Inc. VT French Services Inc. VT German Services Inc. VT Hispanos Services Inc.
MKW-502 VDW-502 ARW-502 CNW-502 DUW-502
FRW-502
2750 2750
2.750
2750 2750 2750 2750 2750 2750 2750 2750
2.750
GEW-502
HSW-502 ITW-502 JPW-502
VT
VT VT VT
Italian
Services
Inc. Inc.
Japanese Korean
Services Services
Inc. Inc.
KOW-502
POW-502
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 385-11
Filed 07/25/2007
Page 20 of 46
VT022643
EXECUTION WARRANT ACCEPTANCE AND EFFECTIVE DELIVERY
Visitalk Capital 50th Corporation St. Suite 130
AGREEMENT
4647
5.
Phoenix
AZ
or
85044
Dear
Sir
Madam
terms unless defined herein have the Plan
States the or in
A. September confirmed
Capitalized
17 2004
Warrant
Agreement
Court
for
the
same meaning as defmed in the warrant Second Joint Plan of Reorganization
of Arizona represents
related that to
agreement dated June
effective
22 2004
the
by the united
Bankruptcy
the
District
Case No.
00-13035-PHX-RTB
and had reviewed
the
the
Plan
to
Plan
Warrant
of visitalk.com
Inc.
Visitalk. Plan
and
the
The Undersigned
Section
5.9
they have
received and have
Agreement
the
the
Implementation
Agreement
opportunity
ask questions regarding
terms
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
in
such
claimants with
meet
the
terms of Section Warrant
5.9
Such
Plan Warrants
defined
the Plan
governed
accordance
Plan
Agreement.
C. Delivery
The Undersigned Agreement the
for
Johnny Execution
Karmo
hereby
tenders
to
this
Execution
Warrant
Acceptance
as
and and
Effective
as
Agreement
and
Plan Warrants
Visitalk
Capital
Corporation
to
an
Issuer
the
is
Implementation
also
Agent
elects to
the other Issuers
all
unless an issued
executed
in
Election Entry
Certificate
Agreement
the
attached
hereby
all
have
the
of
their 5.9
Book
form.
Finally
Execution
Agreement
accepts
the terms of
Section
Implementation
Agreement.
D. on the
This undersigned
part
represents
that
the Execution
this
Agreement
Execution person
is
has
been duly authorized
has
by
all
necessary
action
of the
Undersigned
of the
and
is
if
necessary and
in
Agreement
legal
its
been
duly
executed
by an authorized Undersigned
officer
or representative Execution
Undersigned
enforceable
such
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
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 TI-fE REPRESENTATIONS CONTAINED HEREIN IN COMPLYING WITH ITS OBLIGATIONS.
Claim Holder Accepted and
Agreed
Issuer
Acceptance
CLAIM HOLDER
VISITALK
and
as
CAPIT
ORATON
as
an Issuer
Its
President
CERTIFICATE OF AUTHORIZATION
to be completed
if
the Plan
Warrants
are
being
accepted
by an Entity
hereby
certify
that
Entity name
of
company
and
trust partnership and
or other
virtue
form of entity
of the
State
is
____________________
entity
organized
existing under
by
of the laws
of_________ state
type
is
and
its
tax
ID number
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
certit
are
fully to
authorized effectuate
Free Other Notice - District Court of Arizona - Arizona
| File Size: | 2,740.9 kB |
| Pages: | 46 |
| Date: | July 24, 2007 |
| File Format: | |
| State: | Arizona |
| Category: | District Court of Arizona |
| Author: | unknown |
| Word Count: | 9,532 Words, 65,537 Characters |
| Page Size: | 612 x 804 pts |
| URL |
https://www.findforms.com/pdf_files/azd/24156/385-11.pdf |
| Download Other Notice - District Court of Arizona ( 2,740.9 kB) |
Preview Other Notice - District Court of Arizona
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