EXHIBIT 1 The following form was used in connection with a private placement in May, 1999, pursuant to which: (i) Frederick A. Moran and Joan Moran, joint tenants, purchased 280,000 shares of Company common stock at $3.00 per share; (ii) the Kent F....Securities Purchase Agreement • December 17th, 1999 • Moran Frederick A • Telephone communications (no radiotelephone) • Delaware
ANDAgreement and Plan of Merger • December 17th, 1999 • Moran Frederick A • Telephone communications (no radiotelephone) • Delaware
EXHIBIT 12 VDC COMMUNICATIONS, INC. Securities Purchase Agreement Shares of Common Stock at $2.00 per Share April 26, 2000 CONFIDENTIAL ------------ SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (the "Agreement" or the "Securities...Securities Purchase Agreement • May 1st, 2000 • Moran Frederick A • Telephone communications (no radiotelephone) • Connecticut
AMENDMENT TO AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • December 17th, 1999 • Moran Frederick A • Telephone communications (no radiotelephone)
a) This Agreement and the options represented hereby may not be assigned or transferred in any manner except by will or by the laws of descent and distribution or pursuant to a domestic relations order. (b) This Agreement will be governed and...Incentive Stock Option Agreement • May 1st, 2000 • Moran Frederick A • Telephone communications (no radiotelephone) • Connecticut
EXHIBIT 8 Contractual Short Term Loan Agreement ------------------------------------- This contractual agreement is made this 25th day of June, 1998 between Edwin B. Read and Mary Karen Read (hereinafter referred to as "Read") of 805 Harvard St....Moran Frederick A • December 17th, 1999 • Telephone communications (no radiotelephone)
This contractual agreement is made this 25th day of June, 1998 between Edwin B. Read and Mary Karen Read (hereinafter referred to as "Read") of 805 Harvard St. Rochester, NY 14610 and Frederick A. and Joan Moran (hereinafter referred to as "Moran") of 25 Doubling Road, Greenwich, CT 06830. The purpose of this agreement is to provide necessary funds to Read to allow Read to purchase a home in Fairfield County, CT. Read will reimburse Moran the funds it has borrowed, plus interest charged Moran account at DLJ (IMS division) for the funds Moran borrowed from DLJ to provide funds to Read. Moran has set up a separate margin brokerage account in Moran's name at DLJ, solely for the purpose of lending these funds to Read. This account has been funded by Moran exclusively with shares of stock. There will be no cash or borrowed funds in the account at inception. Funds will only be withdrawn from the account for Read's benefit. Therefore, the total borrowings of the account will constitute the fu
EXHIBIT 9 SETTLEMENT, RELEASE AND DISCHARGE AGREEMENT ------------------------------------------- THIS SETTLEMENT, RELEASE AND DISCHARGE AGREEMENT (the "Agreement"), made this 19th day of November, 1998 (the "Date of this Agreement"), by and among VDC...Settlement, Release and Discharge Agreement • December 17th, 1999 • Moran Frederick A • Telephone communications (no radiotelephone) • Connecticut
