EX-10.4
from 8-K
1 page
Conversion Notice the Undersigned, Hispanic Telecommunications Holding S.A. Pursuant to the Provisions of the Loan Agreement, Dated as of February 17, 2003 Entered Into Among Gnb Bank Panama S.A. (The "Lender"), Phone1, Inc., Phone1globalwide, Inc. ("Global") and Globaltron Communications Corporation (The "Loan Agreement") and Assigned to the Undersigned on September 30, 2003, Hereby Exercises Its Right to Convert the Note and the Loan (As Such Terms Are Defined in the Loan Agreement) and Hereby Surrenders a Principal Amount of the Note and the Loan Equal to $5,000,000, Entitling the Undersigned to Receive 12,500,000 Shares of the Common Stock of Global, Par Value .001 Per Share, and Requests That the Certificates for Such Shares Be Issued in the Name of Hispanic Telecommunications Holding S.A. and Delivered to the Undersigned as Indicated by It to the Transfer Agent. Dated: September 30, 2003 Hispanic Telecommunications Holding S.A. By: Luxenbourg Corporation Company SA, as Managing Director By: /S/ Valerie Ingelbrecht and By: /S/ Guillaume Norkin-Saudax Name: Valerie Ingelbrecht and Guillaume Norkin-Saudax
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EX-10.3
from 8-K
1 page
Conversion Notice the Undersigned, Hispanic Telecommunications Holding S.A. Pursuant to the Provisions of the Loan Agreement, Dated as of November 26, 2002 Entered Into Among Gnb Bank Panama S.A. (The "Lender"), Phone1, Inc., Phone1globalwide, Inc. ("Global") and Globaltron Communications Corporation (The "Loan Agreement") and Assigned to the Undersigned on September 30, 2003, Hereby Exercises Its Right to Convert the Note and the Loan (As Such Terms Are Defined in the Loan Agreement) and Hereby Surrenders a Principal Amount of the Note and the Loan Equal to $5,000,000, Entitling the Undersigned to Receive 12,500,000 Shares of the Common Stock of Global, Par Value .001 Per Share, and Requests That the Certificates for Such Shares Be Issued in the Name of Hispanic Telecommunications Holding S.A. and Delivered to the Undersigned as Indicated by It to the Transfer Agent. Dated: September 30, 2003 Hispanic Telecommunications Holding S.A. By: Luxenbourg Corporation Company SA, as Managing Director By: /S/ Valerie Ingelbrecht and By: /S/ Guillaume Norkin-Saudax Name: Valerie Ingelbrecht and Guillaume Norkin-Saudax
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EX-10.2
from 8-K
1 page
Conversion Notice the Undersigned, Hispanic Telecommunications Holding S.A. Pursuant to the Provisions of the Loan Agreement, Dated as of September 30, 2002 Entered Into Among Gnb Bank Panama S.A. (The "Lender"), Phone1, Inc., Phone1globalwide, Inc. ("Global") and Globaltron Communications Corporation (The "Loan Agreement") and Assigned to the Undersigned on September 30, 2003, Hereby Exercises Its Right to Convert the Principal Outstanding Under the Note and the Loan (As Such Terms Are Defined in the Loan Agreement) and Hereby Surrenders a Principal Outstanding Amount of the Note and the Loan Equal to $10,000,000, Entitling the Undersigned to Receive 25,000,000 Shares of the Common Stock of Global, Par Value .001 Per Share, and Requests That the Certificates for Such Shares Be Issued in the Name of Hispanic Telecommunications Holding S.A. and Delivered to the Undersigned as Indicated by It to the Transfer Agent. Dated: September 30, 2003 Hispanic Telecommunications Holding S.A. By: Luxenbourg Corporation Company SA, as Managing Director By: /S/ Valerie Ingelbrecht and By: /S/ Guillaume Norkin-Saudax Name: Valerie Ingelbrecht and Guillaume Norkin-Saudax
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EX-10.52
from 10KSB
1 page
Exh 10.52 via One Technologies, Inc. 525 Broadway, Fifth Floor New York, New York 10012 February 20, 2003 Mr. Dario Echeverry President and CEO Phone 1 100 North Biscayne Boulevard 25th Floor Miami, Fl 33132 Dear Mr. Echeverry: I Refer to That Certain Letter Agreement (The "Initial Letter Agreement") Dated October 15, 2002 by and Between via One Technologies, Inc., a New Jersey Corporation ("Via One") and Phone1, Inc., a Florida Corporation ("Phone1") (The "Agreement") Concerning a Venture to Develop a Phone1 Branded Calling Card/Service. This Letter Shall Serve to Confirm the Following: (A) the Agreement Has Been Cancelled and Shall Be of No Further Force or Effect, (B) Neither via One Nor Phone1 Shall Have Any Rights or Obligations Relative To, or Arising From, the Agreement, (C) via One and Phone1 Mutually Release on Another From Any and All Claims or Actions Relative To, or Arising From, the Agreement, and (D) the Cancellation, Waiver and Release Described in (A) Through (C) Above Have Been Agreed to by via One at the Request of Phone1 and Based on the Parties' Commitment to Use Their Mutual Good Faith Efforts to Negotiate and Execute a "Phone1 Branded Services" Agreement as a Replacement for the Agreement; the Scope and All of the Terms and Conditions of Which Shall Be Subject to Such Good Faith Negotiations. if You Agree to the Foregoing, Please Sign on Behalf of Phone1 Where Indicated Below: Very Truly Yours, via One Technologies, Inc. By: /S/ Asheem Aggarwal Date: 2/20/03 Name: Asheem Aggarwal Title: President Agreed and Accepted: Phone1, Inc. By: /S/ Dario Echeverry Date: 2/20/03 Name: Dario Echeverry Title: President
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EX-10.24
from 8-K/A
1 page
September 27, 2000 Gnb Bank Panama S.A. Edificio Banco Continental, Piso 30 Calle 50 Y Aquilino De La Guardia Panama City, Republic of Panama Dear Sirs: I Refer to a Letter Agreement ( the "Agreement") Between US, Dated February 29, 2000, in Connection With the Loan Agreement in Which You Were the Lender, Win-Gate Equity Group Inc. ("Win-Gate") Was the Borrower and Globaltron Communications Corporation Was the Guarantor, With Respect to Certain Transfer and Voting Matters. the Agreement Provided, Among Other Matters, That I Would Not Transfer My Shares in Win-Gate for Three Years. This Letter Is Written to Request Your Consent to My Transfer of 4,294,000 Shares of the Common Stock of Win-Gate Now Owned by Me to Tremaine Trading Company, Ltd., an Isle of Man Corporation. I Recognize That Your Address Has Changed and That for Purposes of the Loan Agreement Dated as of February 29, 2000 All Notices With Be Sent to the New Address Set Forth Above, C/O Mr. Camilo Verastegui. Except for Your Consent to the Transfer of the Portion of My Shares in Win-Gate Above Set Forth, the Agreement Remains in Full Force and Effect. Please So Indicate Your Consent by Signing and Returning a Copy of This Agreement to Me. Sincerely Yours, /S/ Gary D. Morgan Gary D. Morgan Agreed and Accepted: Gnb Bank Panama, S.A. By: /S/ Camilo Verastequi Camilo Verastequi General Manager
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