The following Form of Registration Rights Agreement was entered into with the following individuals and entities as follows: INDIVIDUAL / ENTITY DATE OF AGREEMENTRegistration Rights Agreement • November 8th, 1999 • VDC Communications Inc • Telephone communications (no radiotelephone) • Connecticut
BACKGROUNDEscrow Agreement • June 1st, 1998 • VDC Corp LTD • Gold and silver ores • Pennsylvania
PURCHASE AGREEMENTPurchase Agreement • February 17th, 1999 • VDC Communications Inc • Radiotelephone communications • Delaware
VDC COMMUNICATIONS, INC. SECURITIES PURCHASE AGREEMENT SHARES OF COMMON STOCK AT $2.70 PER SHARE AND COMMON STOCK PURCHASE WARRANTS MAY 12, 1999 CONFIDENTIAL ------------ SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (the...Securities Purchase Agreement • June 7th, 1999 • VDC Communications Inc • Radiotelephone communications • Delaware
ARTICLE IPurchase and Sale Agreement • September 20th, 2000 • VDC Communications Inc • Telephone communications (no radiotelephone) • Colorado
LICENSE AGREEMENT ----------------- This License Agreement (the "Agreement") is dated the 14th day of June, 2000 (the "Date of this Agreement"), between Peter J. Salzano, an adult individual with an address at 74 Jesse Court, Montville, NJ 07045...License Agreement • June 23rd, 2000 • VDC Communications Inc • Telephone communications (no radiotelephone) • New Jersey
RECITALS --------Security Agreement • September 20th, 2000 • VDC Communications Inc • Telephone communications (no radiotelephone) • Colorado
BACKGROUNDSettlement Agreement • January 6th, 1999 • VDC Communications Inc • Radiotelephone communications • Pennsylvania
The following Form of Employment Agreement was entered into with the following executive officers: Name Start Date Term Salary Positions Other Significant ChangesEmployment Agreement • June 7th, 1999 • VDC Communications Inc • Radiotelephone communications • Delaware
ESCROW AGREEMENT THIS ESCROW AGREEMENT ("Agreement") dated as of May 25, 2000 by and among VDC COMMUNICATIONS, INC., a Delaware corporation ("Acquiror"), Voice & Data Communications (Latin America), Inc., a Delaware corporation ("Sub"), those...Escrow Agreement • June 23rd, 2000 • VDC Communications Inc • Telephone communications (no radiotelephone) • New Jersey
The following Form of Registration Rights Agreement was entered into with the following individuals and entities in June 2000 as follows: ------------------------------- Individual / Entity ------------------------------- Alan B. Snyder...Registration Rights Agreement • September 20th, 2000 • VDC Communications Inc • Telephone communications (no radiotelephone) • Connecticut
ANDAgreement and Plan of Merger • June 23rd, 2000 • VDC Communications Inc • Telephone communications (no radiotelephone) • Connecticut
WITNESSETHEmployment Agreement • May 29th, 1998 • VDC Corp LTD • Gold and silver ores • Delaware
The following Form of Incentive Stock Option Agreement was entered into with the following executive officers: Name / Optionee Number of Shares Underlying Options Clayton F. Moran 10,000 Charles W. Mulloy 10,000 Edwin B. Read 10,000 Peter Zagres 10,000VDC Communications Inc • May 12th, 2000 • Telephone communications (no radiotelephone) • Connecticut
WITNESSETHEmployment Agreement • February 17th, 1999 • VDC Communications Inc • Radiotelephone communications • Delaware
PLEDGE AGREEMENT THIS PLEDGE AGREEMENT (the "Agreement"), dated November 10, 1997, is made and entered into by and between PORTACOM WIRELESS, INC., a Delaware corporation (the "Debtor") and VDC CORPORATION LTD., (the "Secured Party") under that...Pledge Agreement • July 7th, 1998 • VDC Corp LTD • Gold and silver ores • Delaware
The following Form of Registration Rights Agreement was entered into with: William Zimmerling as of April 1, 1998, Robert Warner as of April 1, 1998, and Robert Warner as of September 2, 1998. FORM OF REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS...Registration Rights Agreement • June 7th, 1999 • VDC Communications Inc • Radiotelephone communications
The following Form of Employment Agreement was entered into with the following individuals: Armando Medina, Timothy Grace, Godwin Cruz, Christopher LeFebvre, Alberto Roman, Debra Santa Lucia, Ivel Turner, and Williams Jean Charles. FORM OF EMPLOYMENT...Employment Agreement • June 23rd, 2000 • VDC Communications Inc • Telephone communications (no radiotelephone) • New Jersey
The following form of Restricted Stock Agreement was entered into with executive officers as follows: Individual Number of Shares Vesting Date ---------- ---------------- ------------Restricted Stock Agreement • November 13th, 2000 • VDC Communications Inc • Telephone communications (no radiotelephone) • Connecticut
WITNESSETHEmployment Agreement • February 17th, 1999 • VDC Communications Inc • Radiotelephone communications • Delaware
The following Form of Incentive Stock Option Agreement was entered into with the following executive officers: Name / Optionee Number of Shares Underlying Options Annual Vesting AmountVDC Communications Inc • February 10th, 2000 • Telephone communications (no radiotelephone)
GUARANTY AGREEMENT ------------------ THIS GUARANTY AGREEMENT ("Guaranty Agreement") is made and entered into this 20th day of April, 2000 by Network Consulting Group, Inc. ("Guarantor"), in favor of VDC Communications, Inc. ("Lender"). WITNESSETH:...Guaranty Agreement • May 12th, 2000 • VDC Communications Inc • Telephone communications (no radiotelephone) • New Jersey
MEMORANDUM OF UNDERSTANDINGVDC Corp LTD • July 7th, 1998 • Gold and silver ores • Delaware
The following Form of Securities Purchase Agreement was entered into with the following individuals and entities in June 2000 as follows:Securities Purchase Agreement • September 20th, 2000 • VDC Communications Inc • Telephone communications (no radiotelephone) • Connecticut
AGREEMENT ---------Agreement • May 12th, 2000 • VDC Communications Inc • Telephone communications (no radiotelephone)
GUARANTYGuaranty • May 12th, 2000 • VDC Communications Inc • Telephone communications (no radiotelephone) • California
OFVDC Communications Inc • June 7th, 1999 • Radiotelephone communications
SECURITY AGREEMENT THIS SECURITY AGREEMENT is dated April 20, 2000 and is made between Network Consulting Group, Inc. ("Grantor") and VDC Communications, Inc. ("Secured Party"). WITNESSETH THAT: WHEREAS, concurrently herewith, Rare Telephony, Inc....Security Agreement • May 12th, 2000 • VDC Communications Inc • Telephone communications (no radiotelephone) • New Jersey
LOAN AGREEMENTLoan Agreement • July 7th, 1998 • VDC Corp LTD • Gold and silver ores • Delaware
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • July 7th, 1998 • VDC Corp LTD • Gold and silver ores • Delaware
AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • May 29th, 1998 • VDC Corp LTD • Gold and silver ores • Delaware
FORM OF NON-QUALIFIED STOCK OPTION AGREEMENT UNDER THE VDC COMMUNICATIONS, INC. 1998 STOCK INCENTIVE PLAN, AS AMENDEDQualified Stock Option Agreement • November 13th, 2000 • VDC Communications Inc • Telephone communications (no radiotelephone) • Connecticut
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • June 1st, 1998 • VDC Corp LTD • Gold and silver ores • Delaware
The following Form of Securities Purchase Agreement was entered into with the following individuals and entities as follows:Securities Purchase Agreement • November 8th, 1999 • VDC Communications Inc • Telephone communications (no radiotelephone) • Connecticut
Front End: DMS 300/250 SNSE with BRISC60 processor and SLM III Software: GWCARR004 (release GWY04) Billing Format: CDR15/UCS07 DTC's: 13 PDTC's: 10 LIU's: 10 EIU's: 2Contract of Sale • November 13th, 2000 • VDC Communications Inc • Telephone communications (no radiotelephone)
