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Case 1:10-cv-02031-DLI -JMA Document 47 Filed 06/18/10 Page 1 of 3

EXHIBITS

Selected press releases issued by Spongetech between April 2007 and August

2008

Excerpts from SEC filings and corresponding certifications

September 2009 subpoena to Spongetech

September 2009 email thread bates-stamped ST078820-78826

October 2009 subpoena to Robison Hill Co

Undated three-page document provided by Robison Hill Co

September 25 2009 email from Martin Siegel Esq

September 28 2009 email from Martin Siegel Esq

September 29 2009 email from Martin Siegel Esq

September 28 2009 subpoenas issued to New Century Media United Asia


Dubai and SA Trading

Copy of Fedex return label dated March 17 2010

September 29 2009 voluntary request letter to Oren Azar Esq Waigreen Co

September 29 2009 email from Oren Azar with attachments

September 30 2009 email from Oren Azar with attachments

December 15 2009 letter from Steven Moskowitz to Dustin Sullivan

September 29 2009 two-page fax from Domino Wang Esq

September 29 2009 subpoena to Fesco do Jim Rogers and George Speranza

September 29 2009 subpoena to Fesco do Jim Rogers

Selected invoices and bills of lading for SA Trading Dubai New Century Media
US Asia and Fesco bates-stamped ST001516-lSl7 036757-36758 001584-

001585 001588-1589 001551-1552 001555-1556 001617-1618 001636-1637

001599-1600 and 001602-1603


Case 1:10-cv-02031-DLI -JMA Document 47 Filed 06/18/10 Page 2 of 3

September 30 2009 subpoena to Regus Management LLC

October 2009 letter from Regus Management LLC and documents bates-

stamped REGUS 000001-22

October 16 2009 subpoena to Regus Management LLC

October 23 2009 letter from Regus Management LLC and documents bates-

stamped REGUS 000023-52

October 2009 email thread

One-page document bates-stamped ST03794 containing list of entities by name


address telephone number and contact name

October 21 2009 subpoena to DaVinci Virtual Office Solutions

AA October 22 2009 letter from DaVinci Virtual Office Solutions and documents

bates-stamped DAVINCI 0000001-17

BB October 23 2009 subpoena to Excellent Executive Offices Inc

CC October 26 2009 letter from Carsten Werner Excellent Executive Offices

DD October 23 2009 subpoena to CW Business Center

EE October 27 2009 letter from CW Business Center

FF November 18 2009 subpoena to Domains by Proxy

GG December 2009 letter from Domains by Proxy and eight-page attachment

HH October 26 2009 subpoena to Spongetech

II September 29 2009 email thread bates-stamped ST000220436-220437

JJ October 2009 subpoena to George Speranza

KK October 23 2009 letter from George Speranza

LL September 28 2009 email thread bates-stamped ST098639-98642

MM Nine e-mails from various Gmail accounts between September 23 2009 and

October 2009
Case 1:10-cv-02031-DLI -JMA Document 47 Filed 06/18/10 Page 3 of 3

NN Copy of check for $10000 issued to George Speranza on September 2009 from
the account of RN/I Enterprises International Ltd

00 Copy of check for $5000 issued to George Speranza on September 16 2009 from
the account of RM Enterprises International Ltd

PP October 26 2009 email from Tanya Bosi Esq and documents bates-stamped

5T101653-10170l

QQ October 27 2009 email from Christine Neal Esq

RR November 19 2009 e-mail from Tanya Bosi Esq

SS Consolidated excerpts of the testimony of Moskowitz on October 2009 Metter


on October 13 2009 Lazauskas on October 28 2009 and Speranza on October

30 2009
Case 1:10-cv-02031-DLI -JMA Document 47-1 Filed 06/18/10 Page 1 of 10

COURT FOR THE


UNITED STATES DISTRICT
EASTERN DISTRICT OF NEW YORK

UNITED STATES SECURITIES AND


EXCHANGE COMMISSION

Plaintiff

CV-lO-2031

SPONGETECH DELIVERY SYSTEMS INC


RM ENTERPRISES INTERNATIONAL INC
STEVEN MOSKOWITZ
MICHAEL METTER
GEORGE SPERANZA
JOEL PENSLEY and
JACK HALPERIN

Defendants

Exhibits annexed to and submitted with the

Declaration of Christine Neal

EXHIBIT
Case 1:10-cv-02031-DLI -JMA Document 47-1 Filed 06/18/10 Page 2 of 10

NewsRoom

4/30/07 BWIRE 100000 Page

4/30/07 Bus Wire 100000

Business Wire

Copyright 2007 Business Wire

April 30 2007

Spongetech Signs Letter of Intent to Sell 1500000 Biodegradable Car Wash and Car Wax Sponges to South

America

Business Editors MULTIMEDIA AVAILABLE ht

tp//www.businesswire.com/cgi-bin/mnig.cgieid 5389449 NEW YOR K--BUSINESS WI RE -April 30


2007--Spongetech Delivery Systems Inc OTCBB SPNG is pleased to announce they have signed Letter of

intent LOt to sell 1500000 Car Wash and Car Wax sponges to exporter SA Trading Group Corp SA Trading

Group is an exporter of automotive products to South America All terms of the LOl are subject to SA Trading

Groups approval of translating the products packaging in Spanish and Portuguese as well as establishing fact

ory in South Anierica within three years The company anticipates distribution and sales of the cutting edge bio

degradable sponges to reach Central America and the Caribbean Islands

Steven Moskowitz Chief Financial Officer of Delivery Syctems stated This is an exciting time for
Spongetech

our company We look forward to finalizing our agreement with SA Trading Group Corp and beginning our

sales and distribution into South America Mr Moskowitz further stated We continue to receive strong global

interest and demand for our biodegradable Car Wash and Car Wax Sponges Our sponges eliminate the use of

bucket and allows customers the ability to wash and wax eight or more cars

The companies specially configured contain an outer contact layer and an inner matrix Within this in
sponges

ner niatrix of the sponge contains specially formulated soaps and wax When the sponge is
applied to surface

with minimal prcssure the soap or soap and wax are simultaneously applied to the surface When the sponge is

not in use the hydrophilic matrix holds the so that does not leak out of the This no leak system
soap it
sponge
allows each to wash as as eight cars
sponge many

For more information please contact Investor Relations at 973 351-3868 for Stephen Taylor or visit the com
pany website at www.spongetech.com

About Spongetech Delivery Systems

Spongetech Delivery Systems is


development stage which designs produces markets and distrib
company
utes cleaning products for vehicular use utilizing patented technology relating to sponges containing hydrophilic

liquid absorbing foam polyurethane matrices The Companys are specially configured with an outer
sponges

contact layer and an inner matrix which is loaded with specially formulated soaps and wax that are released

when the sponge is applied to surface with minimal pressure The Companys products are currently designed

2011 Thomson Reuters No Claim to Orig US Gov Works


Case 1:10-cv-02031-DLI -JMA Document 47-1 Filed 06/18/10 Page 3 of 10
4/30/07 BWIRE 100000 Page

specifically for vehicular cleaning use However the Company is exploring the possibility of using its patented

technology for the development of sponges for other uses including for use with anti-bacterial bath and kitchen

soaps for household uses as well as for use as childrens bath foam sponge

Safe Harbor Statement Under The Private Securities Litigation Reform Act of 1995 The statements in the
press

release that relate to the companys expectations with regard to the future impact on the companys results from

new products in development are forward looking statements within the meaning of the Private Securities Litig

ation Reform Act of 1995 The results anticipated by any or all of these forward-looking statements may not oc
cur Additional risks and uncertainties are set forth in the Companys Annual Report on Form 10 KSB for the

year ended December 2005 the Companys Quarterly Report on Form 10 QSB for the first quarter ended

March 31 2006 The Company undertakes no obligation to publicly release the result of any revisions to these

forward-looking statements that may he made to reflect events or circumstances after the date hereof or to re

flect the occurrence of unanticipated events or changes in the Companys plans or expectations MULTIMEDIA
AVAILABLE http//www.businesswire.com/cgi-bin/mmg.cgieid 5389449

CONTACT Spongetech Delivery Systems Inc Investor Relations Stephen Taylor


973 351-3868 STEPHTAYL9@AOL.COM

KEYWORD NEW YORK INI ERNATIONAL LATIN AMERICA


INDUSTRY KEYWORD AUTOMOTIVE CONSUMER/HOUSEHOLD RETAIL PRODUCT MARKETING
AGREEMENTS PHOTO PHOTOWIRE
SOURCE Spongetech Delivery Systems Inc
PHOTO 94112

INDEX REFERENCES

COMPANY SPONGFTECH DELIVERY SYSTEMS INC

NEWS SUBJECT Business Management 1BU42 Sales Marketing IMA5I Contracts Orders

1C029 Mergers Acquisitions 1ME39 Corporate Groups Ownership 1X009

INDUSTRY Chemicals CHO4 Polishes P007

REGION Americas 1AM92 North America lNO39 Latin America 1LAI5 USA 1U573 New York

1NE72 South America 1S003

Language EN

OTHER INDEXING CAR


CAR WAX CAR WAX SPONGES LOl OTCBB SPNG SA TRADING SA
TRADING GROUP SA TRADING GROUP CORP SPONGETECH DELIVERY SYSTEMS SPON.
GETECH DELIVERY SYSTEMS INC STEPHEN STEPHEN TAYLOR TAYLOR Business Editors
Moskowitz RETAIL PRODUCT MARKETING AGREEMENTS PHOTO Safe Spongetech Signs Letter

Steven Moskowitz

KEYWORDS NEW YORK INTERNATIONAL LATIN AMERICA AUTOMOTIVE CONSUMER/

2010 Thomson Reuters No Claim to Orig US Gov Works


Case 1:10-cv-02031-DLI -JMA Document 47-1 Filed 06/18/10 Page 4 of 10

4/30/07 BWIRE 100000 Page

HOUSEHOLD RETAIL PRODUCT MARKETING AGREEMENTS PHOTO PHOIOWIRE

TICKER SYMBOL OTCBBSPNG

Word Count 833

4/30/07 BWIRE 100000


END OF DOCUMENT

2010 Thomson Reuters No Claim to Orig US Coy Works


Case 1:10-cv-02031-DLI -JMA Document 47-1 Filed 06/18/10 Page 5 of 10

Aest Lavv NewsRoom

3/4/08 PRWIRE 140000 Page

3/4/08 PR Newswire 140000

PR Newswire

Copyright 2008 PR Newswire

March 2008

SpongeTech Delivery Systems inc Gets $2750000 Re-order from its U.S Asia Distribution Company Inc First

10000 Units Sold Out in 25 Days


SpongeTech Reports re-order of 250000 units of its Auto Care Products by U.S Asia Distribution

NEW YORK March NEW YORK March /PRNewswire-FirstCall/ --


SpongcTech Delivery Systems Inc OTC
Bulletin Board SPNG News announced today the re-order of $2750000 of its Auto Care Products from U.S Asia

Distribution Company Inc The Distribution Company had the first


delivery of 10000 units in December 2007 and had

93% sell through in just 25 days They distributed the SpongeTech products to 325 outlets The re-order for 250000
units is scheduled for delivery between August and December 2008 According to Tom Chang CEO of U.S Asia Distri

bution Company Inc there was and enthusiasm of the Auto Care Products He
great acceptance SpongeTech expects

the same enthusiasm as they begin selling the products on TV in Australia

Steven Moskowitz COO of SpongeTech commented We are pleased with this re-order as we continue to expand
and grow our Company We are also in the process of testing the SpongeTech Pet Sponge and Puddle Pals in Asia and

hope to see the same acceptance and enthusiasm with these products as well

For more information please contact Investor Relations at 1-877-SPONGE or visit the website at
company
www.spongetech.com

About SpongeTech Delivery Systems

SpongeTech Delivery Systems is


development stage company which designs produces markets and distributes clean

ing products for vehicular use utilizing patented technology to liquid absorbing
relating sponges containing hydrophilic

foam polyurethane matrices The Companys are specially configured with an outer contact layer and an inner
sponges

matrix which is loaded with specially formulated soaps and wax that are released when the
sponge
is
applied to surface

with minimal pressure The Companys products are for vehicular cleaning use However
currently designed specifically

the Company is
exploring the possibility of using its patented technology for the development of sponges for other uses

including for use with anti-bacterial bath and kitchen soaps for household uses as well as for use as childrens bath

foam sponge

Safe Harbor Statement Under The Private Securities Litigation Reform Act of 1995 The statements in the re
press
lease that relate to the Companys expectations with regard to the future impact on the Companys results from new
products in development are forward-looking statements within the meaning of the Private Securities Litigation Reform

Act of 1995 The results by any or of these statements not occur Additional
anticipated all forward-looking may risks

2010 Thomson Reuters No Claim to Orig US Gov Works


Case 1:10-cv-02031-DLI -JMA Document 47-1 Filed 06/18/10 Page 6 of 10

3/4/08 PRWIRE 140000 Page

and uncertainties arc set forth in the Companys Annual Report on Form l0-KSB for the year ended December 31 2005
the Companys Quarterly Report on Form 0-QSB for the first
quarter ended March 31 2006 The Company undertakes

no obligation to publicly release the result of any revisions to these forward-looking statements that may be made to re

flect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events or changes in the

Companys plans or expectations

Contact SpongeTechR Delivery Systems Inc Investor Relations


Bill Young 1-877 776-6438 wayoung5S@aol.com or info@spongetech.com

SOURCE SpongeTech Delivery Systems Inc

CONTACT Investors Bill Young SpongeTech Delivery Systems Inc 1-877-776-6438 wayoung55aoI.com or

info@spongetech.com

INDEX REFERENCES

COMPANY SPONIETECH DILIVtRY SYSTFMS INC

REGION USA US73 Americas AM92 North America NO39 New York NE72

Language EN

OTHER INDEXING DELIVERY SYSTEMS INC INVESTORS BILL YOUNG SPONGETECH DELIVERY SYS
TEMS INC OTC BULLETIN BOARD SOURCE SPONGETECH DELIVERY SYSTEMS INC SPNG NEWS
SPONGETECH SPONGETECH AUTO CARE SPONGETECH DELIVERY SPONGETECH DELIVERY SYS
TEMS SPONGETECH DELIVERY SYSTEMS INC SPONGETECH PET SPONGE SPONGETECHR TOM TV
US ASIA DISTRIBUTION US ASIA DISTRIBUTION CO US ASIA DISTRIBUTION CO INC Bill Young Puddle

Pals Steven Moskowitz Australia New York

KEY WORDS AUT HOU OTC CON


COMPANY TERMS SPONGETECH DELIVERY SYSTEMS INC US ASIA DISTRIBUTION CO INC

TICKER SYMBOL NASDAQ-OTCBBSPNG

Word Count 663

3/4/08 PRWIRE 140000


END OF DOCUMENT

2010 Thomson Reuters No Claim to Orig US Gov Works


Case 1:10-cv-02031-DLI -JMA Document 47-1 Filed 06/18/10 Page 7 of 10

Vest Law NevnRoom

4/14/08 PRWIRE 190000 Page

4/14/08 PRNewswire 190000

PR Newswire

Copyright 2008 PR Newswire

April 14 2008

SpongeTcchR Delivery Systems Inc Has Re-order of Patented Sponges from Dubai
SpongeTechR Re-order of 55000 Sponges from Dubai

NEW YORK April 14 NEW YORK April 14 /PRNewswire-FirstCall/ --


SpongeTechR Delivery Systems Inc OTC
Bulletin Board SPNG is
pleased to announce that the Duhal Export Import Company in Dubai has reordered 55000

units of our patented products This translates to an order in excess of $1000000 from this company Orders
sponge

have also been received from other countries including Amsterdam Canada Panama and of course the U.S According
to SpongeTcchRs COO Steven Moskowitz We are pleased with the positive response to our products in Dubai as

well as all the other countries we have shipped to We are confident that everyone who tries our sponge products will ex

perience all the values and benefits of our patented technology

lor more information please contact Investor Relations at 77-SPONUE-T and/or visit the Companys website at

www.spongetech.com

About SpongeTechR Delivery Systems Inc

SpongeTechR Delivery Systems is


development stage company which designs produces and markets unique

line of reusable cleaning products for the automotive aftermarket parts industry These sponge-based products utilize

SpongeTcchs proprietary patent and patent-pending technologies involving hydrophi lie


liquid absorbing foam

and polyurethane matrices The Companys sponges are specially configured with an outer contact layer and an inner

matrix the latter of which comes pre loaded with specially formulated soaps and wax that are released when the sponge

is wetted and applied to surface with minimal The Companys primary product line has been designed spe
pressure

cifically for automotive/vehicle applications however SpongeTechR is currently exploring additional applications for

its technology including an anti-bacterial kitchen and bath cleaner as well as unique foaming bath sponge for chil

dren

Safe Harbor Statement Under The Private Securities Litigation Reform Act of 1995 The statements in the press re

lease that relate to the Companys expectations with regard to the future impact on the Companys results from new

products in development arc forward-looking statements within the meaning of the Private Securities Litigation Reform

Act of 1995 The results anticipated by or all of these forward-looking statements may not occur Additional risks
any

and uncertainties are set forth in the Companys Annual Report on Form l0-KSB for the year ended December 31 2005
the Companys Quarterly Report on Form l0-QSB for the first
quarter ended March 31 2006 The Company undertakes

no obligation to publicly release the result of any revisions to these forward-looking statements that may be made to re

flect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events or changes in the

Companys plans or expectations

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Case 1:10-cv-02031-DLI -JMA Document 47-1 Filed 06/18/10 Page 8 of 10

4/14/08 PRWIRE 190000 Page

Contact SpongeTechR Delivery Systems Inc Investor Relations


877 776 6438 info@spongetech.com

SOURCE SpongeTechR Delivery Systems Inc

CONTACT Investor Relations for SpongeTechR Delivery Systems Inc 1-877-776-6438 infospongetech.com

INDEX REFERENCES

COMPANY DUBAI

NEWS SUBJECT Intellectual Property 11N75 Patents Trademarks 1PA79 Economics Trade 1EC26

REGION Middle East 1M123 Dubai 1DU43 Gulf States1GU47 USA 1US73 Americas 1AM92 United Ar

ab Emirates UA66 North America 1N039 New York 1NE72 Arab States 1AR46

Language EN

OTHER INDEXING DELIVERY SYSTEMS DELIVERY SYSTEMS INC DtJBAI DUBA EXPORT IMPORT CO
OTC BULLETIN BOARD SOURCE SPONGETECH 5PNG SPONGETECH SPONGETECHR SPONGETECHR
DELIVERY SYSTEMS INC CONTACT Steven Moskowitz NEW YORK Dubai Amsterdam Canada Panama
Dubal New York Dubai

KFYWORDS CHM OTC AUT CON


COMPANY TERMS SPONGETECHR DELIVERY SYSTEMS 1NC DUBAI EXPORT IMPORT CO

TICKER SYMBOL NASDAQ OTCBBSPNG

Word Count 616

4/14/08 PRWIRE 190000


END 01 DOCUMENT

2010 Thomson Reuters No Claim to Orig US Gov Works


Case 1:10-cv-02031-DLI -JMA Document 47-1 Filed 06/18/10 Page 9 of 10

NewsRoom

8/4/08 PRWIRE 134500 Page

8/4/08 PR Newswire 134500

PR Newswire

Copyright 2008 PR Newswiie

August 2008

SpongeTeehR Delivery Systems Inc Receives Second Re-order in Excess of $4250000 Patented Sponge Products

from Dubai
SpongeTeehR Re-order of 210000 Auto Care Kits Sponges from Dubai and New Order of Test Unit of Our New

Kitchen and Bath Sponges

NEW YORK Aug NEW YORK Aug /PRNewswire-FirstCall/ -- SpongeTechR Delivery Systems Inc OTC
Bulletin Board SPNG pleased to announce is that the Dubal Export Import Company in Dubal has second re order

and it is for 210000 units of our patented Auto Care products and NEW order of 10000 test units of SpougeTechRs
new kitchen and bath sponges which is the companys newest product line in the household cleaning product division

This translates to an order in excess of $4250000 from this company This order will be paid in full prior to shipping

We expect to ship this order in its entirety by December 15 2008

SpongeTechRs COO Steven Moskowitz said We are very pleased with the thud and biggest order of 210000 units

The first in November was 11000 units the second was 55000 units in
April and now this one What show of positive

response to our products in Dubai This provides us an indication as to the success we will be seeing in the launching of

our new product lines from our other divisions We are confident that our customers will order our other SpongeTechR
products as they come to market SporigeTeehR is on its
way to becoming worldwide household brand

For more information please contact Investor Relations at 877 SPONGE-T and/or visit the Companys website at

www.spongctech.com

About SpongeTechR Dclivery Systems Inc

SpongeTechR Delivery Systems is development stage company which designs produces and markets unique line

of reusable cleaning products for house-hold use These sponge-based products utilize SpongeTechRsR proprietary

patent and patent pending technologies involving absorbing foam and polyurethane matrices The
hydrophilic liquid

Companys sponges are specially configured with an outer contact layer and an inner matrix the latter of which comes

pre-Ioaded with specially formulated soaps and wax that are released when the sponge gets wet and applied to surface

with minimal pressure The Companys current product line is designed for Car Care and Pet Care however Spon
geTechR is
currently exploring additional applications for its
technology including an anti bacterial kitchen and bath

cleaner as well as unique foaming bath sponge for children

Safe Harbor Statement Under The Private Securities Litigation Reform Act of 1995 The statements in the press re

lease that relate to the Companys expectations with regard to the future impact on the Companys results from new

products in
development are forward-looking statements within the meaning of the Private Securities Litigation Reform

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Case 1:10-cv-02031-DLI -JMA Document 47-1 Filed 06/18/10 Page 10 of 10

8/4/08 PRWIRE 134500 Page

Act of 1995 The by any or of these statements not occur Additional risks
results anticipated all forward-looking may
and uncertainties are set forth in the Companys Annual Report on Form 0-KSB for the year ended December 2005
the Companys Quarterly Report on Form 0-QSB for the first
quarter ended March 31 2006 The Company undertakes

no obligation to publicly release the result of any revisions to these forward-looking statements that may be made to re

flect events or circumstances after the date or to reflect the occurrence of unanticipated events or changes in the
hereof

Companys plans or expectations

Contact SpcngeTechR Delivery Systems Inc Investor Rela


tions Bill Young 877-776-6438 wayoung55@aol.com or info@spongetech.com

SOURCE SpongeTechR Delivery Systems Inc

CONTACT Bill Young Investor Relations SpongeTechR Delivery Systems Inc 1-877 776-6438

wayoung55aol.com or info@spongetech.com

INDEX REFERENCES

NEWS SUBJECT Intellectual Property 11N75 Economics Trade 1EC26 Patents Trademarks 1PA79

REGION United Arab Emirates 1UA66 Arab States 1AR46 Middle East lMl23 Gulf States 1GU47 North

America N039 New York NE72 Dubai DU43 Americas AM92 USA 1U573

Language EN

OTHER INDEXING DELIVERY SYSTEMS DELIVERY SYSTEMS INC DUBAI EXPORT IMPORT CO OTC
BULLETIN BOARD SOURCE SPONGETECH SPNG SPONGETECH SPONGETECHR SPONGETECHR
DFLIVERY SYSTEMS INC Auto Care Bath Sponges Bill Young Care Pet Care Steven Moskowitz NEW YORK
Dubai Dubai New York

KEYWORDS HO OTC REA


COMPANY TERMS SPONGETECHR DELIVERY SYSTEMS INC DUBAI EXPORT IMPORT CO

TICKER SYMBOL NASDAQ-OTCBBSPNG

Word Count 711

8/4/08 PRWIRE 134500


END OF DOCUMENT

2010 Thomson Reuters No Claim to Orig US Gov Works


Case 1:10-cv-02031-DLI -JMA Document 47-2 Filed 06/18/10 Page 1 of 46

COURT FOR THE


UNITED STATES DISTRICT
EASTERN DISTRICT OF NEW YORK

UNITED STATES SECURITIES AND


EXCHANGE COMMISSION

Plaintiff

CV-1O-2031

SPONGETECH DELIVERY SYSTEMS INC


RM ENTERPRISES INTERNATIONAL INC
STEVEN MOSKOWITZ
MICHAEL METTER
GEORGE SPERANZA
JOEL PENSLEY and
JACK HALPERIN

Defendants

Exhibits annexed to and submitted with the

Declaration of Christine Neal

EXHIBIT
Case 1:10-cv-02031-DLI -JMA Document 47-2 Filed 06/18/10 Page 2 of 46
Page of 64

1OKSB v12532410ksb.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington D.C 20549
Form I0-KSB
Mark One
ANNUAL REPORT UNDER SECTiON 13 OR 15d OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE FISCAL YEAR ENDED MAY 31 2008

TRANSITION REPORT UNDER SFCTIONI3 OR 15d OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE TRANSITION PERIOD FROM ________ TO ________

COMMISSION FILE NUMBER _______________________

SPONGETECH DELIVERY SYSTEMS INC


Name of small business issuer in its charter

Delaware 54-207723

State or other jurisdiction of incorporation or organization I.R.S Employer Identification No

43 West 33rd Street Suite 600

New York New York 10001

Address of principal executive offices and Zip Code

Registrants telephone number including area code 212 695-7850

The Empire Sate Building 350 Fifth Avenue

Suite 2204 New York New York 10118

Former name or former address if changed since last report

Copies to

Richard Friedman Esq


Sichenzia Ross Friedman Ference LLP
61 Broadway 32nd Floor

New York New York 10006

Phone 212 930-9700


Fax 212 930-9725

Securities registered under Section 12b of the Exchange Act None

Securities registered under Section 12g of the Exchange Act None

Check whether the issuer filed all


reports required to be filed by Section 13 or 15d of the Exchange Act during the past

12 months or for such shorter period that the registrant was required to file such reports and has been subject to such

filing requirements for the past 90 days Yes No

Check if there is no disclosure of delinquent filers in response to Item 405 of Regulation S-B contained in this form and no

disclosure will be contained to the best of registrants knowledge in definitive proxy or information statements incorporated

by reference in Part Ill of this Form 10-KSB or any amendment to this Form l0-KSB

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Indicate by check mark whether the registrant is shell company as defined in Rule l2b-2 of the Exchange Act Yes

State issuers revenues for its most recent fiscal $5633084


year

The aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the

average bid and asked price of such common equity as of August 28 2008 is $10387731.24

As of August 28 2008 the issuer had 521085873 outstanding shares of Common Stock

DOCUMENTS INCORPORATED BY REFERENCE NONE

Transitional Small Business Disclosure Format check one Yes LI No

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Page

We have also developed prototypes of household cleaning products that are infused with anti-bacterial bath and kitchen

soaps The products are being tested by national detergent manufacturer for possible use under its logo and brand We
cannot predict whether or not the manufacturer will purchase our sponges and if it does whether the product will succeed in

the marketplace

To date we ha developed II products using our technology that are currently for sale in the automotive and pet care

markets In addition we are developing appropriate packaging for the products to promote the products in individual

packaging as well as in store display arrangements There are also additional products under development
We are re-examining all the packaging of our Auto Care products and plan to market separate packages for the Car Sponge

Detail/Degreaser Sponge and EliminatorTM Chamois Packaging is also being developed for the Uncle NormansTM Pet

Sponge Line and the Puddle PaI5TM packaging lines In addition efforts are being made to make all of our packaging earth-

friendly We expect to complete these packaging processes to ship in time for end of 2008 and the early 2009

Customers

We have historically depended on one customer for almost all of our sales Specifically in 2003 we sold an aggregate of

183000 sponges to TurtleWax which represented approximately 75% of our orders These sales to Turtle Wax resulted in net

of approximately May 31 2003


sales $291000 during the year ended

Between June 2004 and the fiscal year ended May 31 2006 we had minimal sales an aggregate of $15768 and instead

focused on product development

During the fiscal year ended May 31 2008 three customers for an aggregate of approximately 70.5% of our sales Our three

largest customers during the fiscal year ended May 2008 are SA Trading Company US Asia Trading and Dubai Export

Import Company

Sales and Marketing

We have historically marketed and sold our automotive cleaning and polishing products in the New York region and beyond

through numher of methods and channels including through direct sales sales representative organizations through trade

show and through media sponsorship and advertising channels as more fully set forth below Further as more frilly

described below we plan to expand our product lines as well as the focus of our marketing and promotion to cleaning

products in other sectors in the coming fiscal year and beyond

Direct Sales

We initially launched our website www.spongetech.com in Februaiy 2004 to sell our vehicular cleaning kit directly to the

public From inception through the fiscal year ended May 31 2008 we sold approximately 2400 kits for aggregate sales

price of approximately $37900 We pay the website hosting company Harbor Enterprises an average of 20% royalty from

the sales price on all Internet sales We have not entered into contract with Harbor Enterprises Either party may terminate

the relationship at any time We ship directly to customers

Sales Representatives

We utilize the services of sales representative organizations to assist with our product sales efforts summary of each of

these arrangements is set forth below

On July 2005 we entered into an oral agreement with Lidel Fitzmaurice Inc sales group that targets sales

from Virginia to Vermont with eleven sales representatives The sales representatives will receive seven of net

sales which they generate and will be paid on the tenth day of the month following the month in which the sales are

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To the extent that statements in the report is not strictly historical including statements as to revenue projections business

strategy outlook objectives future milestones plans intentions goals future financial conditions future collaboration

agrecments the success of the Companys development events conditioned on stockholder or other approval or otherwise as

to future events such statements are forward-looking All forward-looking statements whether written or oral and whether

made by or on behalf of the company are expressly qualified by the cautionary statements and any other cautionary

statements which may accompany the forward-looking statements and are made pursuant to the safe harbor provisions of the

Private Securities Litigation Reform Act of 1995 The forward-looking statements contained in this annual report are subject

to certain risks and uncertainties that could cause actual results to differ materially from the statements made Other

factors that could actual results to differ include the business conditions and the
important cause materially following

amount of growth in the Companys industty and general economy competitive factors ability to attract and retain

personnel the price of the Companys stock and the risk factors set forth from time to time in the Companys SEC reports

including but not limited to its annual report on Form l0-KSB its quarterly reports on Forms lO-QSB and any reports on

Form 8-K In addition the company disclaims any obligation to update or correct any forward-looking statements in all the

Companys annual reports and SEC filings to reflect events or circumstances after the date hereof

Overview

We design produce market and distribute cleaning products primarily for vehicular use utilizing patented technology

relating to sponges containing hydrophilic or liquid absorbing foam polyurethane matrices and other technologies Our

products can be pre-loaded with detergents and waxes which are absorbed in the core of the sponge then gradually released

during usc We have designed and are conducting additional research and development for products and applications using

hydrophilic technology and other technologies for kitchen and bath health and beauty auto medial and pet use which wc

intend to markct and sell as part of our product offering There is no assurance that we will successfully be able to market and

sell products for kitchen and bath health and beauty auto medial and/or pet use

Events anti Uncertainties that are critical to our bus mess

From our inception through the fiscal year ended May 31 2006 we had limited operations and like all new businesses faced

certain uncertainties including expenses difficulties complications and delays frequently encountered in connection with

conducting operations including capital requirements and managements potential underestiniation of initial and ongoing

costs Specifically from our inception in l999 through the fiscal year ended May 31 2003 we had sales of $342019
Between June 2004 and the fiscal year ended May 31 2006 we had minimal sales an aggregate of $15768 and instead

focused on product development For the fiscal year ended May 2007 we had sales of $55112 and incurred net losses of

$817217

Additionally we have historically depended on one customer for almost all of our sales Specifically in 2003 we sold an

aggregate of 183000 to TurtleWax which represented approximately 75% of our orders These sales to TurtleWax
sponges

resulted in net sales of approximately $291000 during the year ended May 31 2003

For the fiscal year ending May 31 2008 we had sales of $5633084 and net income of $1244455 Accordingly during the

fiscal year cnded May 31 2008 we have significantly developed our business and sales reduced our dependence on one

and have our other accounts While that


large customer diversified sales by adding it is
managements current expectation

increase May 31 2008 of our


the significant in sales experienced during the fiscal year ended and the related development

business and operations will continue into the next fiscal year no assurance can be given that this will continue or that we
would not incur any setbacks delays or other interruptions of our business or operations

We have historically depended primarily on one manufacturer for the production of our products Such manufacturer was

H.H Brown Shoe Technologies Inc d/b/a Dicon Technologies and closed its manufacturing operations in 2007 In 2007

an investment company bought Dicon Technologies from 1-l.H .Brown Shoe Technologies Inc. From that time until recently

some products were manufactured in China by partners of our manufacturer under an oral agreement using encapsulation

1/0001 5/5/20 10
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Page

Results of Operations

Year Ended May 31 2008 Compared to Year Ended May 31 2007

Revenues

We had sales of $5633084 for the fiscal year ended May 31 2008 as compared to $55112 for the fiscal year
ended May 31
2007 an increase of $5577972 Management attributes this increase to the Companys improved marketing campaign

including sales from its website

Prior to the fiscal year ended May 31 2008 we had historically depended on one customer for almost all of our sales

Specifically iii 2003 our most recent year of active operations we sold an aggregate of 183000 sponges to TurtleWax
which represented approximately 75% of our orders These sales to TurtleWax resulted in net sales of approximately

$291000 during the year ended May 31 2003 Between June 2004 and the fiscal year ended May 31 2006 we had
minimal sales an aggregate of$ 15768 and instead focused on product development

Cost of Goods Sold

Cost of goods sold was $2083519 or approximately 37.0% of sales for the fiscal year
ended May 31 2008 as compared to

$38898 or approximately 70.6% of sales for the fiscal year ended May 31 2007 While the cost of goods sold increased

significantly as result of our substantial increase in sales the percentage of such costs as compared to sales decreased

significantly to approximately 37.0% This decreased cost is


partially attributable to the economies of scale of our business

but should not necessarily be expected to remain at such levels due to the fact that portion of our cost of goods sold

including costs related to warehousing packaging and shipping of products were bome by and not charged back to the

Company privately-held company controlled by the family of our Chief Operating Officer

Operating Expenses

Operating expenses for the fiscal year ended May 31 2008 increased to $2304566 for the fiscal year ended May 31 2007
from May 31 2007 was primarily and
$833431 for the fiscal year ended This increase of $1471135 result of advertising

promotion expenses $2027727 associated with the Companys increased presence at trade shows as well as the numerous

media advertising and sponsorships projects undertaken during the fiscal year ended May 31 2008 but were offset in
part

by decrease in selling general and administrative expenses of $568483 for the year ended May 31 2008 which totaled

$260664 as compared to the year ended May 31 2007 which totaled $829147 The significant decrease in selling general

and administrative expenses to $260664 for the year ended May 31 2008 compared to $829147 for the year ended May 31
2007 both in terms of total dollars spent and as percentage of operating expenses should not be expected to remain at such

levels due to the fact that portion of our selling general and administrative expenses including costs related to product and

package design as well as certain consultants were bome by and not charged back to the Company privately-held

company controlled by the family of our Chief Operating Officer This arrangement is not expected to continue during the

fiscal year ending May 2009

Net Income Loss

Net income for the fiscal year ended May 31 2008 was $1244455 as compared to net loss of $817217 for the fiscal year

ended May 31 2007

Liquidity and Capital Resources

As of May 31 2008 we had cash of $208709 as compared to $387 at May 31 2007 The increase was due primarily to cash

generated by operating activities

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Our working capital at May 31 2008 was $4919367 as compared to working capital deficiency of $268498 at May 31
2007

For the year ended May 31 2008 cash provided activities was $542315 primarily attributable to our
by operating
$1244455 net income offset primarily by the issuance of common stock for consulting fees loan payments of $4243228

For the year ended May 2008 net cash used in investing activities was approximately $315993 primarily related to

equipment purchases and intangible assets

From January of 2008 through June 2008 the Company issued an aggregate of 267154132 shares of common stock to RM
Enterprises International Inc company that is our majority stockholder and which is controlled by our officers and

directors in consideration of the advance to the Company of an aggregate of $4918432.46 by RM Enterprises International

Inc Such shares were issued in tranches at the time of each of the advances of funds to the Company at 4Oo discount from

the market on the date of each such advance The average was $0.0 184
price per share issuance price for the shares

12

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48 Page of 64

SPONGETECH DELIVERY SYSTEMS INC

BALANCE SHEETS

May3l2008 May3I2007
ASSETS
CURRENT ASSETS
Cash and cash equivalents 208709 387

Accounts receivable 3974810


Inventory 387531

Prcpaid and commission


advertising 637875

Total culTent assets 5208925 387

PROPERTY AND EQUIPMENT net 32554 19979

OTHER ASSETS
Intangible assets net 369243 90000

Security deposit 8000

Total other assets 377243 90000

TOTAL ASSETS 5618722 110366

LIABILITIES AND STOCKHOLDERS EQUITY

CURRENT LIABILITIES

Accounts payable 202562 188333

Accrued expenses 78975 78952

Loan payable-related party 7021


Income taxes payable 1000 1600

Total current liabilities 289558 268885

LONG-TERM LIABILITIES

STOCKHOLDERS EQUITY
Preferred stock $ftOOI par value 50000000 shares authorized shares issued and

outstanding at May 31 2008 and 2007

Common stock $0.00 par value 750000000 shares authorized 365473214 and

46842406 shares issued and outstanding at May 31 2008 and 2007 respectively 365473 46843

Additional paid-in-capital 7371954 3447356


Deficit 2408263 3652718

Total stockholders equity deficiency 5329164 158519

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TOTAL LIABILITIES AND STOCKHOLDERS EQUITY 5618722 110366

The accompanying notes are an integral part qf these statements

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Page 50 of 64

SPONGETECH DELIVERY SYSTEMS INC

STATEMENTS OF OPERATIONS

For the years ended

May3l2008 May3l2007

Revenue 5633084 55112

Cost of goods sold


2083519 38898

Gross profit 3549565 16214

Operating Expenses

Advertising and promotion 2027727


Selling general and administrative 260664 829147
and amortization
Depreciation 16175 4284

Total operating expenses 2304566 833431

Net income loss from operations 1244999 817217

Other expenses-interest 544

Net income loss 1244455 817217

Net income loss per share from continuing operations

Basic and diluted .01 .02


Weighted average number of shares outstanding

Basic and diluted 106403107 40348016

The accompanying notes are an integral part o/these statements

F-4

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SPONGETECH DELIVERY SYSTEMS INC

STATEMENT OF STOCKHOLDERS EQUITY

Additional Total

Common stock Paid-in Accumulated Stockholders

Shares Amount Capital Deficit Equity Deficiency

Balance at May 31 2006 33853626 33854 $2647940 2835501$ 153707

Rescission offer rejected 219000 219 1971 2190

Issuance of shares for legal fees 400000 400 39600 40000

Issuance of common stock for consulting fees 2830000 2830 538170 541000

Issuance of shares in payment of informercial film

production 9000000 9000 81000 90000

Issuance of shares for loan payments 539780 540 138675 139215

Net loss for the year ended May 31 2007 817217 817217
_________
Balance at May 31 2007 46842406 46843 3447356 3652718 158519

Issuance of shares for legal fees 1169537 1170 28830 30000

Issuance of shares for debt 317461271 317460 3895768 4213228

Net income May 31 2008


for the year ended 1244455 1244455

Balance at May 31 2008 365473214 365473 $7371954 2408263$ 5329164

The accompanying notes are an integral part of this statements

F-S

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SPONGETECH DELIVERY SYSTEMS INC

STATEMENTS OF CASH FLOWS

For the year ended For the year ended

May3l2008 May3I2007
OPERATING ACTIVITIES

Net income loss 1244455 817217


Adjustments for noncash and nonoperating items

Depreciation and amortization 16175 4284


Issuance of common stock for consulting fees loan payments 4243228 720215

Changes in operating assets and liabilities

Receivables 3974810 9885

Inventory 387531 1659

Prepaid adverting and commissions 637875


Accounts payable and accrued expenses 14252 155256

Loans payable 7021 133307


Income taxes payable 600

Cash provided used by operating activities


524315 59225

INVESTING ACTIVITIES

Capital expenditures 18576


Security deposits 8000
Intangible assets 289417

Cash used by investing activities 315993

FINANCIAL ACTIVITIES

Proceeds from officer loans 10916

Loans payable net 45891

Cash provided used by financing activities 56807

NET INCREASE DECREASE IN CASH 208322 2418

CASH BALANCE BEGINNING OF PERIOD 387 2805

CASH BALANCE END OF PERIOD 208709 387

Supplemental Disclosures

Interest 544

Taxes 0$
Non-cash Transactions

Issuance of common stock-intangiblc assets 90000

The accompanying notes are an integral part of these statements

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Page of2

EX-31.2 v125324ex31-2.htm
Exhibit .2

CERTIFICATION

Steven Moskowitz certify that

have reviewed this annual report on Form lO-KSB of Spongetech Delivery Systems Inc

Based on my knowledge this annual report does not contain any untrue statement of material fact or omit to

state material fact necessary to make the statements made in light of the circumstances under which such statements were

made not misleading with respect to the period covered by this annual report

Based on my knowledge the financial statements and other financial information included in this annual report

fairly present in all material respects the financial condition results of operations and cash flows of the registrant as of and

for the periods presented in this annual report

The registrants other certifying officer and are responsible for establishing and maintaining disclosure controls

and procedures as defined in Exchange Act Rules 13a-15e and l5d-15e and internal controls over financial reporting as
defined in
Exchange Act Rules 3a- 5f and Sd-I 5f for the registrant and have

designed such disclosure controls and procedures or caused such disclosure controls and procedures to be

designed under our supervision to ensure that material information relating to the registrant including its

consolidated subsidiaries is made known to us by others within those entities particularly during the period

in which this annual report is


being prepared

designed such internal control over financial reporting or caused such internal control over financial

reporting to be designed under our supervision to provide reasonable assurance regarding the reliability of

financial reporting and the preparation of financial statements for external in accordance with
purposes

generally accepted accounting principles

evaluated the effectiveness of the registrants disclosure controls and procedures and presented in this report

our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period

covered by this report based on such evaluation

disclosed in this report any change in the registrants internal control over financial reporting that occurred

during the registrants most recent fiscal quarter that has materially affected or is reasonably likely to

materially affect the registrants internal control over financial reporting

The registrants other certifying officer and have disclosed based on our most recent evaluation to the

registrants auditors and the audit committee of registrants board of directors or persons performing the equivalent

function

all
significant deficiencies in the design or operation of internal controls which could adversely affect the

registrants ability to record process summarize and report financial data and have identified for the registrants

auditors any niaterial weaknesses in internal controls and

any fraud whether or not material that involves management or other employees who have significant role

in the internal controls over financial


registrants reporting

August 29 2008

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Page of

Is Steven Moskowitz

Steven Moskowitz
Chief Financial Officer

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EX-31.1 v125324ex31-1.htm
Exhibit 31.1

CERTIFICATION

Michael Metter certify that

have reviewed this annual report on Form lO-KSB of Spongetech Delivery Systems Inc

Based on my knowledge this annual report does not contain any untrue statement of material fact or omit to

state material fact to make the statements made in light of the circumstances under which such statements were
necessary

made not misleading with respect to the period covered by this annual report

Based on my knowledge the financial statements and other financial infornrntion included in this annual report

fairly present in all material respects the financial condition results of operations and cash flows of the registrant as of and

for the periods presented in this annual report

The registrants other certifying officer and are responsible for establishing and maintaining disclosure controls

and procedures as defined in Exchange Act Rules 13a-15e and 15d-15e and internal controls over financial reporting as
defined in Exchange Act Rules 3a- 15f and Sd- 5f for the registrant and have

designed such disclosure controls and procedures or caused such disclosure controls and procedures to be

designed under our supervision to ensure that material information relating to the registrant including its

consolidated subsidiaries is made known to us by others within those entities particularly during the period

in which this annual report is being prepared

designed such internal control over financial reporting or caused such internal control over financial

reporting to be designed under our supervision to provide reasonable assurance regarding the reliability of

financial reporting and the preparation of financial statements for external purposes in accordance with

generally accepted accounting principles

evaluated the effectiveness of the registrants disclosure controls and procedures and presented in this report

our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period

covered by this report based on such evaluation

disclosed in this report any change in the registrants internal control over financial reporting that occurred

during the registrants most recent fiscal quarter that has materially affected or is
reasonably likely to

affect the internal control over financial


materially registrants reporting

The registrants other certifying officer and have disclosed based on our most recent evaluation to the

registrants auditors and the audit committee of the registrants board of directors or persons performing the equivalent

function

affect the
all
significant deficiencies in the design or operation of internal controls which could adversely

registrants ability to record process summarize and report financial data and have identified for the registrants

auditors any material weaknesses in internal controls and

any fraud whether or not material that involves management or other employees who have significant role

in the registrants internal controls over financial reporting

August 29 2008

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Page of2

/sI Michael Mettcr

Michael Metter

Chief Executive Officer

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lO-Q v128905.htm QUARTERLY REPORT

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington DC 20549

FORM 1O-Q

IIJ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15D OF THE SECURITIES EXCHANGE ACT OF
1934

for the quarterly period ended August 2008

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 OF THE SECURITIES EXCHANGE ACT OF


1934

Commission file No 333-123015

Spongetech Delivery Systems Inc


Exact name of registrant as specified in its charter

Delaware 54-2077231

State of incorporation I.R.S Employer Identification Number

id
43 West 33 Street Suite 600

New York New York 10001

address of principal executive offices Zip Code

212 695-7850

Registrants telephone number including area code

The Empire State Building 350 Fifth Avenue

Suite 2204 New York New York 10118

former address of principal executive offices Zip Code

mark whether 15 of the


Indicate by check the registrant has filed all
reports required to be filed by Section 13 or

Securities Exchange Act of 1934 during the past 12 months or for such shorter period that the registrant was required to file

such reports and has been subject to such filing requirements for the past 90 days
YesIXI NoD

Indicate by check mark whether the registrant is


large accelerated filer an accelerated filer non-accelerated filer or

smaller reporting company See the definitions of large accelerated filer accelerated filer and smaller reporting

company in Rule 2b-2 of the Exchange Act

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Large accelerated filer Accelerated filer

Non-accelerated filer Smaller reporting company IZI

Indicate by check mark whether the registrant is shell company as defined in Rule l2b-2 of the Exchange Act
YesO No
As of October 14 2008 2008 the Company had 809885873 shares of common stock issued and outstanding

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lit cit It

SPONGETECH DELIVERY SYSTEMS INC


STATEMENTS OF OPERATIONS
Unaudited

For the three months ended

August 31 2008 August 31 2007

Revenue 5544619 64076


Cost of goods sold 13566
1668552

Gross 50510
profit 3876067

Operating Expenses

Advertising and promotion 2325042 34145

Selling general and administrative 299354 22641

Research and development 142502

Depreciation and amortization 331 18 3985

Total operating expenses 2800016 60771

Net income loss from operations 1076051 10261

Other expenses-interest

Net income loss 1076053 10261

Net inconie loss per share from continuing operations

Basic and diluted .00 .00

Weighted average number of shares outstanding

Basic and diluted 481415845 46842406

The accompanying notes are an integral part qf these statements

F3

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SPONGETECH DELIVERY SYSTEMS INC


STATEMENTS OF CASE-I FLOWS
Unaudited

For the three For the three

months ended months ended

August 31 2008 August 31 2007


OPFRATING ACTIVITIES

Net income loss 1076053 10261


Adjustments for noncash and nonoperating items

Depreciation and amortization 33118 3985

Issuance of common stock for consulting fees loan payments

advertising and other 3279528


Changes in operating assets and liabilities

Receivables 414761 59304


Inventory 152057
Deposits on inventory production 2512871
Prepaid adverting and commissions 2518365
Accounts payable and accrued expenses 215776 6895

Loans payable 126849 87424

Cash provided used by operating activities 37208 28739

INVESTING ACTIVITIES

Capital expenditures 132

Intangible assets
3450 26577
Cash used 26577
by investing activities
5582

FINANCING ACTIVITIES

NET INCREASE DECREASE IN CASH 42790 2162

CASH AND CASH EQUIVALENTS BEGINNING OF PERIOD 208709 387

CASH AND CASH EQUIVALENTS END OF PERIOD 165919 2549

Supplemental Disclosures

Interest

Taxes

The accompanying notes are an integral part a/these statements

F4

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Item Managements Discussion and Analysis

Forward-Looking Statements

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with

our consolidated financial statements and related notes included elsewhere in this report References in this section to

Spongetech Delivery Systems Inc the Company we us and our refer to Spongetech Delivery Systems Inc and

our direct and indirect subsidiaries on consolidated basis unless the context indicates otherwise

This report contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 as

amended and Section 21 of the Securities Exchange Act of 1934 as amended These include statements about our

expectations beliefs intentions or strategies for the future which we indicate by words or phrases such as anticipate

expect intend plan will we believe our company believes management believes and similar language These

forward-looking statements are based on our current expectations and are subject to certain risks uncertainties and

assumptions including those set forth in the following discussion and under the heading Risk Factors in our Form lO-Q

for the quarter ended August 31 2008 Our actual results differ materially from results in these forward-
may anticipated

looking statements We base our forward-looking statements on information currently available to us and we assume no

obligation to update them In addition our historical financial performance is not necessarily indicative of the results that

may be expected in the future and we believe that such comparisons cannot be relied upon as indicators of future

performance

To the extent that statements in the is not strictly historical including statements as to revenue projections business
report

strategy outlook objectives future milestones plans intentions goals fUture financial conditions future collaboration

agreements the success of the Companys development events conditioned on stockholder or other approval or otherwise as

to future events such statements are forward-looking All forward-looking statements whether written or oral and whether

made by or on behalf of the company are expressly qualified by the cautionary statements and any other cautionary

statements which may accompany the forward-looking statements and are made pursuant to the safe harbor provisions of the

Private Securities Litigation Reform Act of 1995 The forward-looking statements contained in this annual report are subject

to certain risks and uncertainties that could cause actual results to differ materially from the statements made Other

important factors that could cause actual results to differ materially include the following business conditions and the

amount of growth in the Companys industry and general economy competitive factors ability to attract and retain

personnel the price of the Companys stock and the risk factors set forth from time to time in the Companys SFC reports

including hut not limited to its annual report on Form I0-KSB its quarterly reports on Forms lO-QSB and any reports on

Form 8-K In addition the company disclaims any obligation to update or correct any forward-looking statements in all the

Conipanys annual reports and SEC filings to reflect events or circumstances after the date hereof

Overview

We design produce market and distribute cleaning products for vehicular and pet cleaning utilizing patented technology

relating to sponges containing hydrophilic or liquid absorbing foam polyurethane matrices and other technologies Our

products can be pre-loaded with detergents and waxes which are absorbed in their core then gradually released during use

We have designed and are conducting additional research and development for products and applications using hydruphilie

technology and other technologies for kitchen and bath health and beauty auto and medical use which we intend to market

and sell as part of our product offering There is no assurance that we will successfully be able to market and sell products for

kitchen and bath health and beauty auto ando medical use

Events ciiid Uncertainties that are critical to our busines.c

From our inception we had new faced


through the fiscal year ended May 2006 limited operations and like all businesses

and encountered in connection with


certain uncertainties including expenses difficulties complications delays frequently

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conducting operations including capital requirements and managements potential underestimation of initial and ongoing

costs Specifically from our inception in 1999 through the fiscal year ended May 31 2003 we had sales of $342019
Between June 2004 and the fiscal year ended May 31 2006 we had minimal sales an aggregate of $15768 and instead

focused on product development For the fiscal year ended May 31 2007 we had sales of $55 112 and incurred net losses of

$817217

For the fiscal year ending May 31 2008 we had sales of $5633084 and net income of $1244455 the three months
During

ended August 31 2008 we had sales of $5544619 and net income of $1096130 For the three months ended August 31
2007 we had sales of $64076 and inculTed net losses of$1026l While it is managements expectation that the significant

increase in sales May 31 2007


experienced during the fiscal year ended and the related development of our business and

operations will continue into second third and fourth quarters of the current fiscal year no assurance can be given that this

will continue or that we would not incur any setbacks delays or other interruptions of our business or operations

2-

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date of the financial statements the disclosure of contingent assets and liabilities and the reported amounts of revenues and

expenses during the reporting period Actual results could differ from those estimates The critical accounting policies that

affect our more significant estimates and assumptions used in the preparation of our financial statements are reviewed and

any required adjustments are recorded on monthly basis

Results of Operations

Three Months Ended August 31 2008 Compared to Three Months Ended August 31 2007

Revenues

During the three months ended August 2008 we had sales of $5 5446 19 as compared to sales of $64076 the same period
in
2007 an

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Unassociated Document Page 21 of 36

cl .2

increase of $5480543 Shipments were begun to retail outlets and distributors to domestic companies Some of the domestic

shipments were to Bashas Kroger and Price Chopper The Pack Car Sponge Kit is available in these stores Management
attributes this increase to the Companys expanded and improved marketing campaign including sales from our website

We initially launched our website nctc1h in in Februaiy 2004 to sell our car cleaning kit directly to the public

From inception through the first


quarter 2009 ending August 31 2008 we sold approximately 5100 kits for an aggregate

sales price of approximately $68200 We pay the website hosting company Harbor Enterprises an average of 20% royalty

from the sales price on all Internet sales We have not entered into contract with Harbor Enterprises Either party may
terminate the relationship at any time We ship directly to customers

We launched Uncle Normans Pet Sponge for sale on July II 2008

We had historically depended on few customers for almost all of our sales For the first quarter ended August 31 2008 three
customers SA Trading Company US Asia Trading and Dubai Export Import Company accounted for 67.6 percent of our

sales

Cost of Goods Sold

Cost of goods sold was $1668552 or approximately 30 percent of sales for the three months ended August 31 2008 as

compared to $13566 or approximately 21 of sales for the three months ended August 31 2007 While the cost of
percent

goods sold increased significantly as result of oLif increase in sales we also benefitted from greater economies of scale

During the three months ended August 31 2008 portion of our cost of goods sold including costs related to warehousing

packaging and shipping of products were borne by and not charged back to the Company privately-held company
controlled by our Chief Operating Officer

Operating Expenses

Operating expenses for the three months ended August31 2008 increased to $2800016 from $60711 for the three months

ended August31 2007 This increase of $2739245 was primarily result of advertising and promotion expenses

$2325042 associated with the Companys increased presence at trade shows as well as the numerous media advertising

and sponsorships projects entered into the first ending August 31 2008 as compared to the media and
during quarter

advertising expenses from the three months ended August 31 2007 which totaled $34145 The increase in operating

expenses can also be attributed to an increase in research in development to $142502 for the three months ended August 31
2008 from $0 for the three months ended August 31 2007 The increase in research and development is attributed to the

development of new product developments revised and new packaging designs graphics and marketing costs associated

with this effort Depreciation and amortization expense increased to $33118 for the three months ened August 31 2008 an

increae from $3985 for the three-months ended August 31 2007 Selling general and administrative expenses for the three

months ended August 31 2008 were $299354 an increase from $34145 for the three months ended August 31 2007
Selling general and administrative expenses were much lower in the 2007 fiscal year due to the fact that portion of our

selling general and administrative costs related to and as well as certain


expenses including product package design

consultants were borne by and not charged back to the Company privately-held company controlled by the family of our

Chief Operating Officer In the fiscal year ending May 31 2008 this same practice continued For the first quarter ending

August 31 2008 some of these costs are still


being borne by and not charged back to the Company privately-held

company controlled by our Chief Operating Officer

Net Income Loss

Net income for the three months ended August 31 2008 was $1076053 as compared to net loss of $10261 for the three

months ended August 31 2007 an increase of $1086314

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Case 1:10-cv-02031-DLI -JMA Document 47-2 Filed 06/18/10 Page 26 of 46
EX31.1 Pagelof2

EX-31.1 ii ex3l-1.htm CERTIFICATION SECTION 302 CEO

EXHIBIT 31.1

CERTIFICATION BY PRINCIPAL EXECUTIVE OFFICER

Michael Metter certify that

have reviewed this report on Form lO-Q of Spongetech Delivery Systems Inc

Based on my knowledge this report does not contain any untrue statement of material fact or omit to state

material fact necessary to make the statements made in light of the circumstances under which such statements were

made not misleading with respect to the period covered by this report

Based on my knowledge the financial statements and other financial information included in this rcport fairly

present in all material respects the financial condition results of operations and cash flows of the registrant as oL and for the

in this
periods presented report

am responsible for establishing and maintaining disclosure controls and procedures as defined in Exchange Act

Rules 3a- 15e and Sd-I 5e and internal control over financial reporting as defined in Exchange Act Rules 3a- 151 and

Sd-I 51 for the registrant and have

designed such disclosure controls and procedures or caused such disclosure controls and procedures to he

designed under our supervision to ensure that material information relating to the registrant including its

consolidated subsidiaries is made known to us by others within those entities particularly during the period

in which this report is


being prepared

Dcsigned such internal controls over financial reporting or caused such internal control over financial

reporting to be designed under our supervision to provide reasonable assurance regarding the reliability of

financial reporting and the preparation of financial statements for external purposes in accordance with

generally accepted accounting principles

Evaluatcd the effectiveness of the disclosure controls and and in this


registrants procedures prepared report

our conclusions about the effectiveness of the disclosure controls and as of the end of the
procedures period

covered by this report based on such evaluation and

Disclosed in this in the internal control over financial that occurred


report any change registrants reporting

during the registrants most recent fiscal quarter the registrants fourth fiscal quarter in the case of an annual

report that has materially affected or is


reasonably likely to materially affect the registrants internal control

over financial reporting and

have disclosed based on our most recent evaluation of internal control over financial reporting to the registrants

auditors and the audit committee of the registrants board of directors or persons performing the equivalent functions

all significant deficiencies and material weaknesses in the design or operation of internal control over

financial reporting which are reasonably likely to adversely affect the registrants ability to record process

summarize and report financial information and

any fraud whether or not material that involves management or other employees who have significant role

in the registrants internal control over financial reporting

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EX31.1 Page2of2

Date October 14 2008

/s/ Michael Metier

Michael Metter

Chief Executive Officer

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EX3L2 Pagelof2

EX-31.2 12 ex3l-2.htm CERTIFICATION SECTION 302- CFO

EXHIBIT 31.2

CERTIFICATION BY PRINCIPAL FINANCIAL OFFICER

Steven Moskowitz certify that

have reviewed this report on Form 1O-Q of Spongetech Delivery Systems Inc

Based on my knowledge this report does not contain any untrue statement of material fact or omit to state

material fact necessary to make the statements made in light of the circumstances under which such statements were

made not misleading with respect to the period covered by this report

Based on the and other financial information included in this


my knowledge financial statements report fairly

present in all material respects the financial condition results of operations and cash flows of the registrant as of and for the

periods presented in this report

am responsible for establishing and maintaining disclosure controls and procedures as defined in Exchange Act

Rules 3a- 15e and Sd-I 5e and internal control over financial reporting as defined in Exchange Act Rules 3a- 15f and

Sd- 5f for the registrant and have

designed such disclosure controls and procedures or caused such disclosure controls and procedures to be

designed under our supervision to ensure that material information relating to the registrant including its

consolidated subsidiaries is made known to us by others within those entities particularly during the period

in which this report is being prepared

such internal controls financial or caused such internal control over financial
Designed over reporting

reporting to be designed under our supervision to provide reasonable assurance regarding the reliability of

financial reporting and the preparation of financial statements for external purposes in accordance with

generally accepted accounting principles

Evaluated the effectiveness of the disclosure controls and and in this


registrants procedures prepared report

our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period

covered by this report based on such evaluation and

Disclosed in this in the internal control over financial that occurred


report any change registrants reporting

during the registrants most recent fiscal the registrants fourth fiscal quarter in the case of an annual
quarter

report that has materially affected or is reasonably likely to materially affect the registrants intemal control

over financial reporting and

have disclosed based on our most recent evaluation of internal control over financial reporting to the registrants

auditors and the audit committee of the registrants board of directors or perfon-ning the equivalent functions
persons

deficiencies and material weaknesses in the or of internal control over


all
significant design operation

financial reporting which are reasonably likely to adversely affect the registrants ability to record process

summarize and report financial information and

any fraud whether or not material that involves management or other employees who have significant role

in the registrants internal control over financial reporting

1/0001 14420408057701/ex3 1-2.htm 4/5/2010


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Case 1:10-cv-02031-DLI -JMA Document 47-2 Filed 06/18/10 Page 29 of 46
EX31.2 Page2of2

Iv
Date October 14 2008

/1/ Steve

Steven Moskowitz

Chief Financial Officer Chief

Operating Officer

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Page of 35

IO-Q v137081 lOq.htm

UNITED STATES SECURITIES AND EXCHANGE COMMISSION


Washington DC 20549

FORM 1O-Q

IXI
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15D OF THE SECURITIES EXCHANGE ACT OF
1934

for the quarterly period ended November 30 2008

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15D OF THE SECURITIES EXCHANGE ACT OF


1934

Commission file No 333-123015

Spongetech Delivery Systems Inc

Exact name of registrant as specified in its charter

Delaware 54-2077231

State of incorporation I.R.S Employer Identification Number

rd
43 West 33 Street Suite 600

New York New York 10001

address of principal executive offices Zip Code

212 695-7850

Registrants telephone number including area code

The Empire State Building 350 Fifth Avenue


Suite 2204 New York New York 10118

former address of principal executive offices Zip Code

Indicate by check mark whether the registrant has filed all


reports required to be filed by Section 13 or 15 of the

Securities Exchange Act of 1934 during the past 12 months or for such shorter period that the registrant was required to file

such reports and has been subject to such filing requirements for the past 90 days
Yes Nofl

Indicate by check mark whether the registrant is


large accelerated filer an accelerated filer non-accelerated filer or

smaller reporting company See the definitions of large accelerated filer accelerated filer and smaller reporting

company in Rule 2b-2 of the Exchange Act

Large accelerated filer Accelerated filer

Non-accelerated filer Smaller reporting company

Indicate by check mark whether the registrant is shell company as defined in Rule 12b-2 of the Exchange Act
YesD NoXl

As of January 13 2009 the Company had 1170332648 shares of common stock issued and outstanding The Company
intends to return to the treasury and cancel an aggregate of 3265OSu shares that were repurchased under the publicly
announced repurchase plan through December 31 2008 and an additional 76623293 shares that were purchased by certain

of our affiliates through December 312008 who have agreed to return these shares to treasury In addition the Company
intends to return to the treasury and cancel an additional 133577066 shares that were returned to the Company by principal

shareholder Thus the Company will have an aggregate of 960132289 shares of common stock outstanding after giving
effect to the cancellation of the shares to be returned to the treasury described above For complete description of the shares

to be returned to treasury and eancelledsee Part II Item Unregistered Sales of Equity Securities and Use of Proceeds

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Case 1:10-cv-02031-DLI -JMA Document 47-2 Filed 06/18/10 Page 31 of 46
PageS of 35

SPONGETECH DELJVFRY SYSTEMS INC

BALANCE SHEETS

November 30 2008 May 31 2008


Unaudited

ASSETS
CURRENT ASSETS
Cash and cash equivalents 17016 208709
Accounts receivable 10856543 3974810
Inventory 604996 387531
Deposits on inventory production 2628538
Prepaid advertising and commissions 3336889 637875

Total current assets 17443982 5208925

PROPERTY AND FQUIPMFNT net 30375 32554

OTHER ASSETS
Intangible assets net 309169 369243
Sccurity deposit 8000 8000

Total other assets 317169 377243

TOTAL ASSETS 17791526 5618722

LIABILITI ES AND STOCKHOLDERS EQUITY

CURRENT LIABILITIES
Accounts payable 357872 202562
Accrued expenses 78975 78975
Loan payable-related party 7021
Income taxes payable 510370 1000
_______________

Total cunent liabilities 947217 289558

LONG-TERM LIABILITIES

STOCKHOLDERS EQUITY
PrefeiTed stock $0.00 50000000 shares shares issued and
par value authorized

outstanding
Common stock $0.00 par value 1000000000 shares authorized 943039315 and

365473214 shares issued and outstanding at November 30 2008 and May 31 2008 943039 365473
Additional paid-in-capital 16631885 7371954
Less Treasuiy stock at cost 1719390
Retained earnings deficit 988775 2408263

Tutal stuekhulders equity 16844309 5329164

TOTAL LIABILITIES AND STOCKHOLDERS EQUITY 17791526 5618722

The accompanying notes are an integral part of these statements

F-2

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Page of 35

SPONGFTECH DELIVERY SYSTEMS INC

STATEMENTS OF OPERATIONS
Unaudited

For the six months ended


November 30 2008 November 30 2007

Revenue 17886356 343052

Cost of goods sold 6547563 48676

Gross profit 11338793 294376

Operating Expenses
Ad ertising and promotion 6483892 192540
Selling general and administrative 733655 95108
Research and development 148465
Depreciation and amortization 66375 8321

Total operating expenses 7432387 295969

Income loss from operations 3906406 1593

Otherinterest

Income loss before provision for income taxes 3906408 1593

Provision for income taxes 509370

Net income loss 3397038 1593

Net income loss per share from continuing operations


Basic and diluted .01 .00
Weighted averagc number of shares outstanding
Basic and diluted 647125554 60842406

The accompanying notes are an integral qf these statements


part

F-3

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Case 1:10-cv-02031-DLI -JMA Document 47-2 Filed 06/18/10 Page 33 of 46
Page of 35

SPONGETECH DELIVERY SYSTEMS INC

STATEMENTS OF OPERATIONS
Unaudited

For the three months ended

November 30 2008 November 30 2007

Revenue 12341737 278976

Cost of goods sold 48790 351 10

Gross profit 7462726 243866

Operating Expenses

Advertising and promotion 4158850 34145

Selling general and administrative 434301 196717


Research and development 5963

Depreciation and amortization 33257 4336

Total operating expenses 4632371 235198

Income from operations and before provision for income taxes 2830355 8668

Provision for income taxes 509370

Nct income 2320985 8668

Net income loss per share from continuing operations


Basic and diluted .00 .00

Weighted average number of shares outstanding


Basic and diluted 738062041 67842406

The accomjaniing notes are an integral part of these statements

F-4

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Case 1:10-cv-02031-DLI -JMA Document 47-2 Filed 06/18/10 Page 34 of 46
Page of 35

SPONGETECI-l DELIVERY SYSTEMS INC

STATEMENTS OF CASH FLOWS


Unaudited

For the six For the six

months ended months ended


November 30 2008 November 30 2007
OPERATING ACTIVITIES
Net income loss 3397038 1593
Adjustments for noneash and nonoperating items

Depreciation and amortization 66375 8321


Issuance of common stock for consulting fees loan payments
advertising and other 8118107 785946
in and
Changes operating assets liabilities

Receivables 6881733 116815


Inventory 217465 13806
Deposits on inventory production 2628538
Prepaid adverting and commissions 2699014 431750
Accounts payable and accrued expenses 155310 3645
Loans payable 7021
Income taxes payable 509370
__________________

Cash provided used by operating activities 187571 233948


_________________

INVESTING ACTIVITIES
Capital expenditures 4122
Intangible assets 213271

Cash used by investing activities


__________________
4122 213271

FINANCING ACTIVITIES
____________

NET INCREASE DECREASE IN CASH 191693 20677

CASH AND CASH EQUIVALENTS BEGINNING OF PERIOD 208709 387


____________

CASH AND CASH EQUIVALENTS END OF PERIOD 17016 21064


____________

Supplemental Disclosures

Interest

Taxes 509370

The accompanying notes are an integral these statements


part of

F-S

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Case 1:10-cv-02031-DLI -JMA Document 47-2 Filed 06/18/10 Page 35 of 46
12 Page of 35

SPONGETECH DELIVERY SYSTEMS INC

NOTES TO FINANCIAL STATEMENTS

November 30 2008

NOTE BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING


POLICIES continued

Revenue Recognition

Sales and services are recorded when products are delivered to the customers Provision for discounts estimated returns

and allowances and other adjustments are provided for in the same period the related sales are recorded In instances

where products arc configured to customer requirements revenue is recorded upon the successful completion of the

Companys final tcst proccdures For the six months ended November 30 2008 three customers SA Trading Company
Dubai Export Import Company and New Century Media accounted for 82.9 percent of sales

Advertising and Promotion Cost

Advertising and promotion costs are expensed as incurred For the six months ended November 30 2008 and 2007
advemsing and promotion costs totaled $6483892 and $192540 respectively Prepaid advertising for future sales

aggregated $3281389 and prepaid commissions for future sales aggregated $55500 as of November 30 2008

Intangible assets

Intangible assets consists of infomercials and trademark costs aggregating $382867 The estimated useftil life of three to

five years is
being amorti7ed on straight-line basis Amortization expense for the six months ended November 30 2008 and

2007 was $63524 and $0 respectively Intangible assets net of accumulated amortization was $309169 and $369243 as of

November 30 2008 and May 31 2008 respectively

10 Recent Accounting Pronouncements

New accounting statements issued and adopted by the Company include the following

In July 2006 the Financial Accounting Standards Board issued Interpretation No 48 Accounting for Uncertainty in Income
Taxes an Interpretation of FASB Statement No 109 This interpretation clarifies the accounting for uncertainty in income
taxes reeogni7ed in companys financial statements and establishes guidelines for recognition and measurement of tax

position taken or expected to be taken in tax return We have adopted this statement which became effective on January
2007 The Company has not made any adjustments as result of the of this interpretation
adoption

F-9

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Page of

EX-31.l 22v137081ex31-1.htm
Exhibit 31.1

CERTIFICATION BY PRINCIPAL EXECUTIVE OFFICER

Michael Metter certify that

have reviewed this report on Form lO-Q of Spongeteeh Delivery Systems Inc

Based on my knowledge this report does not contain any untrue statement of material fact or omit to state material

fact necessary to make the statements made in light of the circumstances under which such statements were made not

misleading with respect to the period covered by this report

Based on my knowledge the financial statcments and other financial information included in this report fairly present
in all material respects the financial condition results of operations and cash flows of the registrant as of and for the periods
in this
presented report

am responsible for establishing and maintaining disclosure controls and procedures as defined in Exchange Act Rules

3a- 15e and Sd-I 5e and internal control over financial reporting as defined in Exchange Act Rules 3a- 5f and Sd-

15f for the registrant and have

designed such disclosure controls and procedures or caused such disclosure controls and procedures to be

designed under our supervision to ensure that material information relating to the registrant including its

consolidated subsidiaries is made known to us by others within those entities particularly during the period
in which this report is being prepared

Designed such internal controls over financial reporting or caused such internal control over financial

rcporting to be designed under our supervision to provide reasonable assurance regarding the reliability of

financial reporting and the preparation of financial statements for external purposes in accordancc with

generally accepted accounting principles

Evaluated the effectiveness of the registrants disclosure controls and procedures and prepared in this report

our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period
covered by this report based on such evaluation and

Disclosed in this report change in the registrants internal control over financial reporting that occurred
any
during the registrants most recent fiscal quarter the registrants fourth fiscal quarter in the case of an annual

that has materially affected or to affect the internal control


report is reasonably likely materially registrants
over financial reporting and

have disclosed based on our most recent evaluation of internal control over financial reporting to the registrants

auditors and the audit committee of the registrants board of directors or performing the equivalent functions
persons

all deficiencies and material weaknesses in the or of internal control over


significant design operation
financial reporting which are reasonably likely to adversely affect the registrants ability to record process
summarize and report financial information and

any fraud whethcr or not material that involves management or other employees who have significant role

in the internal control over financial


registrants reporting

Date January 14 2009


/s/ Michael Metter

Michael Metter

Chief Executive Officer

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Case 1:10-cv-02031-DLI -JMA Document 47-2 Filed 06/18/10 Page 37 of 46
Page of

FX-3 1.2 23 vi 37081 ex3 -2.htm

Exhibit 31.2

CERTIFICATION BY PRINCIPAL FINANCIAL OFFICER

Steven Moskowitz certify that

have reviewed this report on Form 10-Q of Spongetech Delivery Systems Inc

Based on my knowledge this report does not contain any untrue statement of material fact or omit to state material

fact necessary to make the statements made in


light of the circumstances under which such statements were made not

misleading with respect to the period covered by this report

Based on and other information included in this


my knowledge the financial statements financial report fairly present
in all material respects the financial condition results of operations and cash flows of the registrant as of and for the periods
in this
presented report

am responsible for establishing and maintaining disclosure controls and procedures as defined in Exchange Act Rules

3a- 15e and Sd-I 5e and internal control over financial reporting as defined in Exchange Act Rules 3a- 15f and Sd-

15t for the registrant and have

designed such disclosure controls and procedures or caused such disclosure controls and procedures to be

designed under our supervision to ensure that material information relating to the registrant including its

consolidated subsidiaries is made known to us by others within those entities particularly during the period

in which this report is being prepared

Designed such internal controls over financial reporting or caused such internal control over financial

reporting to be designed under our supervision to provide reasonable assurance regarding the reliability of

financial reporting and the preparation of financial statements for external purposes in accordance with

generally accepted accounting principles

Evaluated the effectiveness of the disclosure controls and and in this


registrants procedures prepared report

our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period

covered by this report based on such evaluation and

Disclosed in this report any change in the registrants internal control over financial reporting that occurred

during the registrants most recent fiscal the registrants fourth fiscal quarter in the case of an annual
quarter

that has affected internal control


report materially or is reasonably likely to materially affect the registrants
over financial reporting and

have disclosed based on our most recent evaluation of internal control over financial reporting to the registrants

auditors and the audit committee of the registrants board of directors or persons performing the equivalent functions

all significant deficiencies and material weaknesses in the design or operation of internal control over

financial which are to affect the to record


reporting reasonably likely adversely registrants ability process
summarize and report financial information and

any fraud whether or not material that involves management or other employees who have significant role

in the internal control over financial


registrants reporting

Date January 14 2009


/s/ Steven Moskowitz

Steven Moskowitz
Chief Financial Officer Chief

Operating Officer

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Page of 35

l0-Q v146656 lOq.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington DC 20549

FORM 1O-Q
Xl QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15D OF THE SECURITIES EXCHANGE ACT OF 1934

for the quarterly period ended February 28 2009

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file No 333-123015

Spongetech Delivery Systems Inc


Exact name of registrant as specified in its charter

Delaware 54-2077231

State of incorporation I.R.S Employer Identification Number

rd
43 West 33 Street Suite 600

New York New York 10001

address of principal executive offices Zip Code

212 695-7850

Registrants telephone number including area code

The Empire State Building 350 Fifth Avenue


Suite 2204 New York New York 10118

former address of principal executive offices Zip Code

mark whether of
Indicate by check the registrant has filed all reports required to be filed by Section 13 or 15 the

Securities Exchange Act of 934 during the past 12 months or for such shorter period that the registrant was required to file

such reports and has been subject to such filing requirements for the past 90 days
YesI NoD

Indicate by check mark whether the registrant is large accelerated filer an accelerated filer non-accelerated filer or

smaller reporting company See the definitions of large accelerated filer accelerated filer and smaller reporting

company in Rule 2b-2 of the Exchange Act

Large accelerated filer Accelerated filer

Non-accelerated filer Smaller reporting company

Indicate by check mark whether the registrant is shell company as defined in Rule l2b-2 of the Exchange Act
YesD NoiXl

As of April 16 2009 the Company had 722866061 shares of common stock issued and outstanding

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Page of 35

SPONGETECH DELIVERY SYSTEMS INC

BALANCE SHEETS

February 28 2009 May 31 2008

Unaudited

ASSETS
CURRENT ASSETS
Cash and cash equivalents 34570 208709
Accounts receivable 14007301 3974810
Inventory 1126765 387531
Deposits on inventory production 2825037
Prepaid advertising and commissions 3479984 637875

Total current assets 21473657 5208925

PROPERTY AND EQUIPMENT net 29024 32554

OTHFR ASSETS
Intangible assets net 277263 369243
Security deposit 8000 8000

Total other assets 285263 377243

TOTALASSETS 21787944 5618722

LIABILITIES AND STOCKHOLDERS EQUITY

CURRENT LIABILITIES
Accounts payable 456929 202562
Accrued expenses 78975 78975
Loan payable-related party 7021
Income taxes payable 1290011 1000

Total current liabilities 1825915 289558

LONG-TERM LIABILITIES

STOCKHOLDERS EQUITY
Preferred stock $0.00 par value 55000000 shares authori7ed shares issued and

outstanding
Common stock $0.00 par value 1250000000 shares authorized 1249451605
and 365473214 shares issued and outstanding at February 28 2009 and May 31
2008 1249452 365473
Additional paid-in-capital 17929770 7371954
Less Treasury stock at cost 1719390
Retained earnings deficit 2507197 2408763

Total stockholders equity 19962029 5329164

TOTAL LIABILITIES AND STOCKHOLDERS EQUITY 21787944 5618722

The accompanying notes are an integral part of these statements

F-2

251/0001 1442040902 1409/v146656 5/5/20 10


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Case 1:10-cv-02031-DLI -JMA Document 47-2 Filed 06/18/10 Page 40 of 46
PageS of3S

SPONGETECH DELIVERY SYSTEMS INC

STATEMENTS OF OPERATIONS
Unaudited

For the nine months ended

February 28 2009 February 29 2008

Revenue 31050633 1560680

Cost of goods sold 13356917 209132

Gross profit 17693716 1351548

Operating Expenses

Advertising and promotion 0178479 931300


Selling general and administrative 1064548 210441
Research and development 151590
Depreciation and amortization 99632 12657

Total operating expenses 11494249 1154398

Income from operations 6199467 197150

Other-interest

Income before provision for income taxes 6199471 197150

Provision for income taxes 1289011

Net income 4910460 197150

Net income per share from continuing operations


Basic and diluted .01 .00

Weighted average number of shares outstanding


Basic and diluted 714440927 123793979

The accompanying notes are an integral part qf these statements

F-3

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Case 1:10-cv-02031-DLI -JMA Document 47-2 Filed 06/18/10 Page 41 of 46
Page of 35

SPONGETECH DELIVERY SYSTEMS INC

STATEMENTS OF OPERATIONS
Unaudited

For the three months ended

February 28 2009 February 29 2008

Revenue 13164277 1281704

Cost of goods sold 6809354 174022

Gross profit 6354923 1107682

Operating Expenses

Advertising and promotion 3694677 738760


Selling general and administrative 330801 176104
Research and development 3125
Depreciation and amortization 33257 4336

Total operating expenses 4061860 919200

Income from operations and before provision for income taxes 2293063 188482

Piuvision for income taxes 779641

Netincome 1513422 188482

Net income per share from continuing operations


Basic and diluted .00 .00

Weighted average number of shares outstanding


Basic and diluted 1096245460 115056086

The accompanying notes are an integral part of these statements

F-4

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Case 1:10-cv-02031-DLI -JMA Document 47-2 Filed 06/18/10 Page 42 of 46
Page of 35

SPONGETECH DELIVERY SYSTEMS INC

STATEMENTS OF CASH FLOWS


Unaudited

For the nine For the nine

months ended months ended

February 28 2009 February 29 2008


OPERATING ACTIVITIES
Net income 4910460 197150
Adjustments for noncash and nonoperating items

Depreciation and amortization 99632 12657


Issuance of common stock for consulting fees loan payments advertising and

other 9722405 2124238


Changes in operating assets and liabilities

Receivables 10032491 998319


Inventory 739234 266812
Deposits on inventory production 2825037
Prepaid adverting and commissions 2842109 846975
Accounts payable and accrued expenses 254367 20561
Loans payable 7021
Income taxes payable 1289011

Cash provided used by operating activities 170017 242500

INVESTING ACTIVITIES

Capital expenditures 672


Intangible assets 3450 223500

Cash used by investing activities 4122 223500

FINANCING ACTIVITIES

NFT INCREASE DECREASE IN CASH 174139 19000

CASH AND CASH EQUIVALENTS BEGINNING OF PERIOD 208709 387

CASH AND CASH EQUIVALENTS END OF PERIOD 34570 19387

Supplemental Disclosures

Interest

Taxes 1289011

The acconipanving notes are an integral part of these statements

F-S

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Case 1:10-cv-02031-DLI -JMA Document 47-2 Filed 06/18/10 Page 43 of 46
Page 11 of3S

SPONGETECH DELIVERY SYSTEMS INC

NOTES TO FINANCIAL STATEMENTS

February 28 2009

NOTE BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES


continued

Revenue Recognition

Sales and services are recorded when products are delivered to the customers Provision for discounts estimated returns

and allowances and other adjustments are provided for in the same period the related sales are recorded In instances

where products are configured to customer requirements revenue is recorded upon the successful completion of the

Companys final test procedures For the nine months ended February 2s 20u9 six customers SA Trading Company
US Asia Trading Duhai Export Import Company Fesco Sales Corp New Century Media and Walgreens accounted for

99.4 percent of sales

Advertising and Promotion Cost

Advertising and promotion costs are expensed as incurred For the nine months ended February 28 2009 and 2008

advertising and promotion costs totaled $10178479 and 931300 respectively Prepaid advertising for future sales

aggregated 3400984 and prepaid commissions for future sales aggregated $79000 as of February 28 2009

Intangible assets

Intangible assets consists of infomercials and trademark cost aggregating $382867 The estimated useful life of three to

five years is
being amortized on straight-line basis Amortization expense for the nine months ended February 28 2009 and

2008 was 95430 and $0 respectively Intangible assets net of accumulated amortization was 277263 and 369243 as

of Fcbruary 28 2009 and May 31 2008

10 Recent Accounting Pronouncements

New accounting statements issued and adopted by the Company include the following

In July 2006 thc Financial Accounting Standards Board issued Interpretation No 48 Accounting for Uncertainty in Income
Taxes an Interpretation of FASB Statement No 109 This interpretation clarifies the accounting for uncertainty in income

taxes recognized in companys financial statements and establishes guidelines for recognition and measurement of tax

position taken or expected to be taken in tax return We have adopted this statement which became effective on January

2007 The Company has not made any adjustments as result of the adoption of this interpretation

F-9

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Case 1:10-cv-02031-DLI -JMA Document 47-2 Filed 06/18/10 Page 44 of 46
Page 18 of 35

SPONGETECH DELIVERY SYSTEMS INC

NOTES TO FINANCIAL STATEMENTS

Februaiy 28 2009

NOTE COMMITMENTS AND CONTINGENCIES continued

No person holding shares of Class Stock of record may transfer and the Company shall not register the transfer

of such shares of Class Stock as Class Stock whether by sale assignment gift bequest appointment or otherwise

except to permitted transferee as described in the Certificate of Amendment and any attempted transfer of shares not

permitted shall be converted into Common Stock as provided by subsection

On July 16 2008 the Company formed six wholly-owned subsidiaries under the laws of the State of

Ncvada Spongetech Kitchen Bath Inc Spongetech Health Beauty Inc Spongetech Auto Inc
Spongetech Medical Inc Spongetech Pets Inc and Americas Cleaning Company The Company plans to engage
in its proposed different lines of business through each of the subsidiaries and to hold all intellectual property in its Americas

Clcaning Company subsidiary

Effective December 12 2008 the Board of Directors of the Company amended the Companys Certificate of

Incorporation to increase its authorized capital to 1305000000 shares consisting of 1250000000 shares of common stock

par value $0.00 40000000 shares of preferred stock par value $0.00 and 15000000 shares of Class Stock par value
50.001

NOTE SUBSEQUENT EVENTS

Subsequent to the date of the financial statements the Company cancelled an aggregate of 526585544 shares of common
stock The shares originated from the repurchase of common stock of RM Enterprises This reduces the number of

outstanding shares of common stock from l249451605to 722866061 shares

F- 16

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Case 1:10-cv-02031-DLI -JMA Document 47-2 Filed 06/18/10 Page 45 of 46
Page of

EX-31.1 v146656ex3l-l.htrn
Exhibit 31.1

CERTIFICATION BY PRINCIPAL EXECUTIVE OFFiCER

Michael Metter certify that

have reviewed this report on Form 1O-Q of Spongetech Delivery Systems Inc

Based on my knowledge this report does not contain any untrue statement of material fact or omit to state material

fact necessary to make the statements made in light of the circumstances under which such statements were made not
misleading with respect to the period covered by this report

Based on my knowledge the financial statements and other financial inforniation included in this report fairly present
in all material respects the financial condition results of operations and cash flows of the registrant as of and for the periods

presented in this report

am responsible for establishing and maintaining disclosure controls and procedures as defined in Exchange Act Rules

3a- 15e and Sd-I 5e and internal control over financial reporting as defined in Exchange Act Rules 3a- 15f and Sd
5f for the registrant and have

designed such disclosure controls and procedures or caused such disclosure controls and procedures to be

under our supervision to ensure that material information to the its


designed relating registrant including
consolidated subsidiaries is made known to us by others within those entities particularly during the period
in which this report is being prepared

Designed such internal controls over financial reporting or caused such internal control over financial

reporting to be designed under our supervision to provide reasonable assurance regarding the reliability of

financial reporting and the preparation of financial statements for external purposes in accordance with

generally accepted accounting principles

Evaluated the effectiveness of the registrants disclosure controls and procedures and prepared in this report

our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period

covered by this report based on such evaluation and

Disclosed in this report any change in the registrants internal control over financial reporting that occurred

during the registrants most recent fiscal quarter the registrants fourth fiscal quarter in the ease of an annual

report that has materially affected or is


reasonably likely to materially affect the registrants internal control

over financial reporting and

have disclosed based on our most recent evaluation of internal control over financial reporting to the registrants

auditors and the audit committee of the registrants board of directors or persons perfonning the equivalent functions

all deficiencies and material weaknesses in the or of internal control over


significant design operation
financial reporting which are reasonably likely to adversely affect the registrants ability to record process
summarize and report financial infonnation and

any fraud whether or not material that involves management or other employees who have significant role

in the internal control over financial


registrants reporting

Date April 20 2009


/s/ Michael Metier

Michael Metter

Chief Executive Officer

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Case 1:10-cv-02031-DLI -JMA Document 47-2 Filed 06/18/10 Page 46 of 46
Page of

EX-31.2 v146656ex31-2.htm
Exhibit 31.2

CERTIFICATION BY PRINCIPAL FINANCIAL OFFICER

Steven Moskowitz certify that

have reviewed this report on Form O-Q of Spongetech Delivery Systems Inc

Based on my knowledge this report does not contain any untrue statement of material fact or omit to state material

fact necessary to make the statements made in light of the circumstances under which such statements were made not

misleading with respect to the period covered by this report

Based on ny knowledge the financial statements and other financial information included in this report fairly present
in all material respects the financial condition results of operations and cash flows of the registrant as of and for the periods

presented in this report

am responsible for establishing and maintaining disclosure controls and procedures as defined in Exchange Act Rules

3a- 5e and Sd-I 5e and internal control over financial reporting as defined in Exchange Act Rules 3a- 5f and Sd
15f for the registrant and have

designed such disclosure controls and procedures or caused such disclosure controls and procedures to be

designed under our supervision to ensure that material infonTiation relating to the registrant including its

consolidated subsidiaries is made known to us by others within those entities particularly during the period
in which this report is
being prepared

Designed such internal controls over financial reporting or caused such internal control over financial

reporting to be designed under our supervision to provide reasonable assurance regarding the reliability of

financial reporting and the preparation of financial statements for external purposes in accordance with

generally accepted accounting principles

Evaluated the effectiveness of the registrants disclosure controls and procedures and prepared in this report

our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period

covered by this report based on such evaluation and

Disclosed in this report any change in the registrants internal control over financial reporting that occurred

during the registrants most recent fiscal the registrants fourth fiscal in the ease of an annual
quarter quarter

report that has affected the internal control


materially or is reasonably likely to materially affect registrants

over financial reporting and

have disclosed based on our most recent evaluation of internal control over financial reporting to the registrants

auditors and the audit committee of the registrants board of directors or persons performing the equivalent functions

all
significant deficiencies and material weaknesses in the design or operation of internal control over

financial reporting which are reasonably likely to adversely affect the registrants.ability to record process
summarize and report financial information and

any fraud whether or not material that involves management or other employees who have significant role

in the registrants internal control over financial reporting

Date April 20 2009


/s/ Steven Ivloskowitz

Steven Moskowitz
Chief Financial Officer Chief

Operating Officer

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Case 1:10-cv-02031-DLI -JMA Document 47-3 Filed 06/18/10 Page 1 of 18

COURT FOR THE


UNITED STATES DISTRICT
EASTERN DISTRICT OF NEW YORK

UNITED STATES SECURITIES AND


EXCHANGE COMMISSION

Plaintiff

CV-lO-2031

SPONGETECH DELIVERY SYSTEMS INC


RM ENTERPRISES INTERNATIONAL INC
STEVEN MOSKOWITZ
MICHAEL METTER
GEORGE SPERANZA
JOEL PENSLEY and
JACK HALPERIN

Defendants

Exhibits annexed to and submitted with the

Declaration of Christine Neal

EXHIBIT
Case 1:10-cv-02031-DLI -JMA Document 47-3 Filed 06/18/10 Page 2 of 18

UNITED STATES

NJ
Qg9
SECURITIES
100 FStreetN.E
AND EXCHANGE COMMISSION
Washington D.C 20549.4631

DIVISIONOF Uta von Eckartsberg

ENFORCEMENT SenIor Counsel

Direct dIal 202-551-4465

Facsimile 202-7729233

September 2009

VIA FEDERAL EXPRESS AN FACSIMILE 212.594.4172

Spongetech Delivery Systems Inc


42 West 33rd Street

Suite 600

New York NY 10001

Re In the Matter of Spongetech Delivery Systems Inc 110-11156

Dear Sir or Madam

The staff of the Securities and Exchange Commission is conducting an investigation in

the matter identified above The enclosed subpoena has been issued to you as part of this

investigation The subpoena requires you to give us documents and provide sworn testimony

Please read the subpoena and this letter carefully This left er answers some questions you

may have about the subpoena You should also read the enclosed SEC Form 1662 You must

comply with the subpoena You may be subject to fine and/or imprisonment you do not

Please preserve until further notice written notice from the Commission staff all

documents and information in your possession custody or control that reflect refer relate or

pertain to the matters described in the Attachment

Producing Documents

What documents do Ihave to produce

The subpoena requires you to give us the documents described in the attachment to the

subpoena You must provide these documents by Friday September 25 2009 The attachment

to the subpoena defines certain terms such as documents before listing what you must
provide to us

Please note that if copies of document differ in any way they are considered separate
documents and you must send each one For example if you have two copies of the same letter
Case 1:10-cv-02031-DLI -JMA Document 47-3 Filed 06/18/10 Page 3 of 18

Spongetech Delivery Systems Inc

September 2009

Page

but only one of them has handwritten notes on it you must send both the clean copy and the one

with notes

If you prefer you may send us photocopies of the originals The Commission cannot

reimburse you for the copying costs The copies must be identical to the originals including

even faint marks or print If


you choose to send copies you must keep the originals in safe

place The staff will accept the copies for now but may require you to produce the originals

later

If you send us photocopies please put an identifying notation on each page of each
document to indicate that it was produced by you and number the pages of all the documents
submitted For example if Jane Doe sends documents to the staff she may number the pages

JD-1 JD-2 JD-3 etc in blank corner of the documents Please make sure the notation and

number do not conceal any writing or marking on the document If


you send us originals please

4si nc4 add any identifying notations

Do need to send anything else

You should enclose list briefly describing each item you send and where the original

document or record was Jane Smiths files The list should also state which
located e.g
paragraphs in the subpoena attachment each item responds to

You should also include cover letter stating whether you believe you have met your

under the subpoena and thoroughly for everything called for


obligations by searching careffilly

by the subpoena and sending it all to us

What do not send everything described in the attachment to the subpoena

The subpoena requires you to send all the documents described in it If for any reason --

claim of attorney-client -- do not produce something called for by the


including privilege you

subpoena should submit list of what you are not producing The list should describe each
you
item separately noting

its authors
its date

its subject matter


who has or the last person known have
the name of the person the item now to it

the names of everyone who ever had the item or copy of it and the names of

everyone who was told the items contents and

the reason you did not produce the item


Case 1:10-cv-02031-DLI -JMA Document 47-3 Filed 06/18/10 Page 4 of 18

Spongetech Delivery Systems Inc

September 2009

Page

If you withhold anything on the basis of claim of attorney-client privilege or attorney work
product protection you should also identify the attorney and client involved

Where should Isend the documents

Please send the documents to

Uta von Eckartsberg


Senior Counsel
U.S Securities and Exchange Commission
Division of Enforcement

100 Street N.E


Washington DC 20549-4631

Testifying

Where and when do Itestz5

While date certain is marked on the enclosed subpoena the actual date will be

determined at later date

Other Important Information

May have lavyer help me respond to the subpoena

Yes You have the right to consult with and be represented by your own lawyer in this

matter lawyer may also advise and accompany you when you testify We cannot give you
legal advice

What will the Commission do with the documents send and/or the testimony Iprovide

The enclosed SEC Form 1662 includes List of Routine Uses of information provided to

the Commission This form has other important information for you Please read it carefully

Has the Commission determined that anyone has done anything wrong

This investigation is non-public fact-finding inquiry We are trying to determine

whether there have been any violations of the federal securities laws The investigation and the

subpoena do not mean that we have concluded that you or anyone else has broken the law Also
the investigation does not mean that we have negative opinion of any person entity or security
Case 1:10-cv-02031-DLI -JMA Document 47-3 Filed 06/18/10 Page 5 of 18

Spongetech Delivery Systems Inc

September 2009

Page

have read this letter the subpoena and the SEC Form 1662 but still have questions What

should do

If you have any other questions you may call me at 202 551-4465 If
you are

represented by lawyer you should have your lawyer contact me

Very truly yours

Uta von
Senior Counsel

Enclosures Subpoena and Attachment

SEC Form 1662


Case 1:10-cv-02031-DLI -JMA Document 47-3 Filed 06/18/10 Page 6 of 18

SUBPOENA

UNITED STATES OF AMERICA


SECURITIES AND EXCHANGE COMMISSION

In the Mailer of Spongetech Delivery Systems Inc 110-11156

To Spongetech Delivery Systems Inc


42 West 33rd Street

Suite 600

NewYorkNY 10001

El YOU MUST PRODUCE everything specified in the Attachment to this subpoena to

officers of the Securities and Exchange Commission at the place date and time specified below

100 Street N.E Washington D.C 20549 Friday September 252009 at 1000 a.m

YOU MUST TESTIFY before officers of the Securities and Exchange Commission at the

place date and time specified below

100 Street N.E Washington D.C 20549 Friday September 25 2009 at 1000 a.m

FEDERAL LAW REQUIRES YOU TO COMPLY WITH THIS SUBPOENA


Failure to comply may subject you to fine andlor imprisonment

By _______ Date
Uta von Eck erg
U.S Securities xchange Commission

Division of Enf ent

100 Street N.E


Washington D.C 20549
202 551-4465

am an officer of the Securities and Exchange Commission authorized to issue subpoenas in this matter

The Securities and Exchange Commission has issued formal order authorizing this investigation under

Section 21a of the Securities Exchange Act of 1934


Case 1:10-cv-02031-DLI -JMA Document 47-3 Filed 06/18/10 Page 7 of 18
Spongetech Delivery Systems Inc
September 2009

In the Matter of Spongetech Delivery Systems Inc 110-11156

Attachment to Subpoena to Spongetech Delivery Systems Inc


September 2009

Definitions and Rules of Construction

As used in this request the term document or documents means all records

materials and other tangible forms of expression however and by whomever

created produced or stored manually mechanically electronically or

otherwise in the possession or custody or subject to the control of Spongetech

Delivery Systems Inc including but not limited to reports files


papers
correspondence notes memoranda including notes and memoranda of

communications or meetings graphs charts research analyses ledger sheets

periodic account statements confirmations telegrams telexes facsimiles

telephone logs checks front and back drafts for money wire transfer receipts

and requests confirmations of wire or cash transfers deposit slips invoices

summaries of interviews transcripts calendars datebooks worksheets

contracts agreements bank statements videotapes audiotapes and other

permanent voice and image recordings including voice-mail magnetic tapes

computer printouts computer tapes disks compact disks CDs diskettes

disk packs and other electronic media including electronic-mail microfilm

microfiche and other storage devices The term documents includes

finished versions and drafts of documents it also includes the original

document or copy thereof if the original is not available and all copies that

differ in any respect from the original

As used in this request the term Spongetech means Spongetech Delivery

Systems Inc and all


present and former subsidiaries affiliates predecessors

successors officers directors agents employees shareholders partnerships

general and limited partners thereof and any aliases code names or trade or

business names used by any of the foregoing

As used in this request the term RM means RM Enterprises Inc and all

present and former subsidiaries affiliates predecessors successors officers

directors employees shareholders partnerships general and limited


agents

partners thereof and any aliases code names or trade or business names used

by any of the foregoing

As used in this request the term relating means concerning referring to

pertaining to reflecting describing evidencing or constituting

As used in this request the terms and and or shall be construed as both

disjunctive and conjunctive so as to bring within the scope of the attachment


be construed outside .of
all responsive documents that might otherwise to fall

its scope
Case 1:10-cv-02031-DLI -JMA Document 47-3 Filed 06/18/10 Page 8 of 18
Spongetech Delivery Systems Inc
September 2009

As used in this
request the term all shall be construed as any all each and

every

As used in this request the singular form of any word includes its plural and

vice versa

If any of the documents called for are not produced for whatever reason
please provide the following information as to each such document the

creators of the document the date that the document was created the

present or last known custodian of the document the subject matter of the

document all persons or entities known to have been furnished the

document or copies of the document or informed of theft substance and


the reason the document is not If document called for
produced any is

withheld because of claim of attorney-client privilege in addition to the

above information please identify the attorney and the client involved

Documents To Be Produced

Produce the following documents within your possession custody or control

All documents concerning Spongetechs incorporation and internal

organization including but not limited to articles of incorporation by-laws

certificates of incorporation and any amendments thereto

All documents sufficient to prove Spongetech and RM were and are

corporations duly organized and existing under the laws of New York from

2006 the present


the time period January through

current and former executive officers


Documents sufficient to identify all

and independent contractors employed


directors employees general partners
the
by Spongetech during the period January 2006 through present

Steven Moskowitz and


including but not limited to Michael Metter
their theft respective
Frank Lazauskas dates they held respective positions

and last known addresses and telephone numbers


responsibilities

business activities
describe all of Spongetech
Documents sufficient to

including but not


2006 through the present
during the period January
to all of Spongetechs customers
limited to documents sufficient identify

contact information including name


to provide
Documents sufficient
of Spongetechs business
number for all
address and last known telephone
advertisers clients and potential
independent contractors
partners agents
SA Trading Company Dubai Export
but not limited to
clients including
Costco European Markets
Century Media Walmart
Import Company New
Case 1:10-cv-02031-DLI -JMA Document 47-3 Filed 06/18/10 Page 9 of 18
Spongetech Delivery Systems Inc
September 2009

Vanity Events Holding Inc Sears Canada and CVS from October 2002 to

the present

All releases brochures newsletters and other


press transcripts audiotapes

promotional or marketing materials concerning Spongetech during the period

January 2006 through the present

All documents related to any actual or contemplated business contract

agreement or understanding between Spongetech or any of its officers or

directors with other or including but not limited to


any person entity

www.otcpicks.com www.smallcapnetwork.com Business TallcRadio and

Beacon Equity Research concerning the promotion and sale of the securities of

Spongetech including but not limited to all electronic mail and correspondence

All documents sufficient to show that Spongetech has applied for and/or

received patent protection copyright protection and/or protected trademarks

All documents concerning any litigation initiated against Spongetech Michael

Metter Steven Moskowitz Frank Lazauskas and any other entity related to

Sporigetech or any of its officers and directors from April 2006 through the

present

10 All documents relating to any criminal arrests or convictions or indictments of

Michael Metter Steven Moskowitz Frank Lazauskas and any other officer or

director of Spongetech without date restriction and whether summary


misdemeanor or felony

11 All documents concerning civil judgments imposed against Michael


any

Metter Steven Moskowitz Frank Lazauskas and any other officer or director

of Spongetech from January 2006 to the present

12 All documents relating to any bankruptcy filing by Michael Metter Steven

Frank Lazauskas related to Spongetech or its


Moskowitz or any other entity

officers from January 2006 to the present


or directors

13 All documents relating to any liens imposed against the property of Michael

Metter Steven Moskowitz Frank Lazauskas or any other entity related to

or its officers or directors from January 2006 to the present


Spongetech

14 All documents the actual or potential listing of Spongetechs


concerning
from January 2007 the
securities with the NASDAQ or any other exchange to

present

or stock
15 All documents concerning any actual or potential private placement
2006 through the present This request
buy-back during the period January

includes but is not limited to


Case 1:10-cv-02031-DLI -JMA Document 47-3 Filed 06/18/10 Page 10 of 18

Spongetech Delivery Systems Inc


September 2009

any and all communications between and among Spongetech and

the SEC ii the NASDAQ iii any actual or potential underwriter of

any private placements iv any analyst any broker/dealer vi


any market maker and vii any actual or potential customers or

investors

all documents concerning the actual or potential purchase or sale or

private placement buy-back or rescission of the shares of Spongetech

including but not limited to investor packages certificates of

investment subscription forms purchaser questionnaires sophisticated

investor information unaccredited investor information

confinnations ledgers correspondence telephone logs notes


memoranda and documents identifying each person and entity

who purchased or was contacted to purchase an interest in Spongetech

including the name address and last known telephone number ii the
interest purchased and purchase price iii all documents concerning

the payment of the purchase price including wire transfers and

canceled checks and iv any and all investor-related lists

all documents concerning the receipt of funds to purchase andlor the

disposition of proceeds from the sale of any shares in any private

placements

all documents concerning the location or last known location of funds

acquired by Spongetech during the period January 2006 through

the present including but not limited to documents identifying all

brokerage bank or other accounts in which the funds were held or are

currently held

all documents provided to any actual or potential investors in any


private placements

all documents received by Spongetech from any actual or potential

investors in any private placements

all documents sufficient to support Spongetechs claims that any actual


and potential placements are entitled to Section 4.2
private

exemption or any other applicable exemption from the registration

requirements of the Securities Act of 1933 Securities Act during

the period January 2006 through the present

all documents sufficient to


prove Spongetechs claims that any actual
and potential private placements are entitled exemption from the

registration requirements of the Securities Act pursuant to Staff Legal

Bulletin No
Case 1:10-cv-02031-DLI -JMA Document 47-3 Filed 06/18/10 Page 11 of 18

Spongetech Delivery Systems Inc


September 2009

all documents sufficient to prove that any actual or potential private

placements from January 2006 to the present did not involve

public offerings related only to Spongetech insiders or


any

sophisticated investors or to those able to able to bear the economic

risk of the investment who had access to the type of information

normally provided in
prospectus and all investors agreed not to

resell or distribute the securities

all documents relating to any agreement arrangement or

understanding between Spongetech and any other individual or entity

concerning the sale of shares by such other individual or entity in

return for compensation of any kind from Spongetech

all documents sufficient to describe Spongetechs internal policies and

procedures concerning its stock offering including but not limited to


whether when or to what extent executive officers directors

employees agents or general partners of Spongetech can offer sell

transfer or otherwise disburse stock

all documents sufficient to describe all offers sales transfers of stock

or other disbursements of stock by any executive officer director

employee agent or gerieral partner of Spongetech from the period

2006 to the present


January

mall documents sufficient to identify any executive officer director

employee agent or general partner of Spongetech licensed to sell

securities during the period January 2006 to the present

16 All documents sufficient to identify all bank trust and/or brokerage accounts in

the name of Spongetech Michael Metter Steven Moskowitz Frank

Lazauskas and the Rubin Family Inevocable Stock Trust whether such

accounts are individual joint or custodial -- in which Spongetech has or had

direct or indirect interest or benefit or over which Spongetech exercises or

exercised direct or indirect control or investment authority during the period

January 2006 through the present

17 All federal state and local income tax returns filed by Spongetech Michael

Steven Moskowitz and Frank Lazauskas or on their behalf with


Metter

respect to tax years 2005 through the present

18 All documents relating to current and former contracts agreements or

understandings between Spongetech or any of its officers and directors and RM


or any officer director employee or agent of RM
Case 1:10-cv-02031-DLI -JMA Document 47-3 Filed 06/18/10 Page 12 of 18

Spongetech Delivery Systems Inc


September 2009

19 All documents sufficient to prove that RM and Spongetech corporate

relationship is that of parent and subsidiary respectively

20 All documents concerning RMs incorporation and internal organization

including but not limited to articles of incorporation by-laws certificates of

incorporation and any amendments thereto

21 All documents sufficient to identify all attorneys retained by Spongetech


either directly or indirectly in the lime period January 2006 through the

present including but not limited to contact information

22 All documents relating to current and former contracts agreements or

understandings between Spongetech or any of its officers and directors with

ever retained by Spongetech either directly or indirectly from


any attorneys
January 2006 to the present including but not limited to retention

agreements billing records and contact information

23 All documents relating to the issuance registration offer listing transfer

surrender purchase or sale of the securities of Spongetech during the period

October 2002 through the date of this request including but not limited to

the following

Copies of all stock certificates of Spongetech issued by Spongetech


including certificates bearing restrictive legend
any
All consents and resolutions of the board of directors of Spongetech or

RM relating to the issuance registration offer listing or surrender of the

securities of Spongetech

All draft and final registration statements and prospectuses relating to the

securities of Spongetech
All draft and final filings made with the U.S Securities Exchange
Commission including Forms and 144
All attorney opinion sale or transfer of the
letters relating to any proposed
securities of Spongetech
All draft and final applications to list the securities of Spongetech on any

exchange including but not limited to the NASDAQ


All contracts agreements or understandings between RM and any other

person or entity regarding trading in the securities of Spongetech

All electronic mail and correspondence

24 Documents sufficient to identify the beneficiaries of the Rubin Family


Irrevocable Stock Trust from January 2006 through the present

25 Documents sufficient to describe Steven Markowitzs role in relation to

RM and Spongetech including but not limited to all employment agreements


between Moskowitz and Spongetech and Moskowitz and RM
Case 1:10-cv-02031-DLI -JMA Document 47-3 Filed 06/18/10 Page 13 of 18

Spongetech Delivery Systems Inc


September 2009

26 All documents relating to contacts or communications between KM and


Steven Moskowitz relating to RM or Spongetech including but not limited

to electronic mail correspondence notes memoranda minutes of meetings


and telephone message slips from January 2006 through the present

27 All documents relating to the issuance transfer or sale of the securities of RM


or Spongetech to by on behalf of or for the direct or indirect benefit of

Steven Moskowitz during the period from January 2006 through the date of

this request

28 Documents sufficient to describe Michael Metters role in relation to RM


and Spongetech including but not limited to all employment and

compensation agreements

29 All documents relating to contacts or communications between KM and


Michael Metier regarding KM or Spongetech including but not limited to

electronic mail correspondence notes memoranda minutes of meetings and

telephone message slips

30 All documents relating to the issuance transfer or sale of the securities of KM


or Spongetech to by on behalf of or for the direct or indirect benefit of

Michael Metter during the period from January 2006 through the date of

this request

31 Documents sufficient to describe Frank Lazauskas role in relation to KM and


Spongetech

32 All documents relating to contacts or communications between KM and Frank

Lazauskas regarding KM or Spongetech including but not limited to


electronic mail correspondence notes memoranda minutes of meetings and

telephone message slips

33 All documents relating to the issuance transfer or sale of the securities of KM


or Spongetech to by on behalf of or for the direct or indirect benefit of Frank

Lazauskas during the period from January 2006 through the date of this

request

34 All documents sufficient to describe Spongetechs registrant status with the

U.S Securities and Exchange Commission from April 13 2006 to the present

35 All documents sufficient to identify all record holders of the securities of

Spongetech on the first day of each fiscal year since January 2006 to the

present

36 All documents sufficient to identify all current record holders of the securities

of Spongetech
Case 1:10-cv-02031-DLI -JMA Document 47-3 Filed 06/18/10 Page 14 of 18

Spongetech Delivery Systems Inc


September 2009

37 All documents sufficient to show the total assets of Spongetech on daily

basis from January 2006 to the present

38 Documents sufficient to describe Doug Furths role in relation to RM and

Spongetech

39 All documents relating to contacts or communications between RM and Doug


Furth relating to RM or Spongetech including but not limited to electronic
mail correspondence notes memoranda minutes of meetings and telephone

message slips

40 All documents relating to the issuance transfer or sale of the securities of RM


or Spongetech to by on behalf of or for the direct or indirect benefit of Doug
Furth during the period from October 2002 through the date of this request

41 Documents sufficient to describe Joel Penselys role with in relation to RM


and Spongetech from January 2006 through the present including but not

limited to employment agreements retainer agreements

42 All communications between Spongetech and any of its officers and directors

and Joel Pensley from January 2006 to the present including but not
limited to electronic mail correspondence notes memoranda minutes of

meetings and telephone message slips

43 All documents relating to contacts or communications between RM and any

of its officers and directors and Joel Pensley from January 2006 to the

present regarding RM or Spongetech including but not limited to electronic

mail correspondence notes memoranda minutes of meetings and telephone

message slips

44 All documents relating to the issuance transfer or sale of the securities of RM


or Spongetech to by on behalf of or for the direct or indirect benefit of Joel

Pensley during the period from January 2006 through the date of this

request

45 All documents relating to the issuance transfer or sale of the securities of RM


or Spongetech to by on behalf of or for the direct or indirect benefit of Joel

Trockman during the period from January 2006 through the date of this

request

46 All documents relating to any contacts or communications between Joel

Trockman and Spongetech and any of its officers and directors from January

2006 through the present including but not limited to electronic mail

correspondence notes memoranda minutes of meetings and telephone

message slips
Case 1:10-cv-02031-DLI -JMA Document 47-3 Filed 06/18/10 Page 15 of 18

Spongetech Delivery Systems Inc


September 2009

47 All documents relating to contacts or communications between David Bomart


Esquire and Spongetech and any of its officers and directors including but

not limited to electronic mail correspondence notes memoranda minutes of

meetings and telephone message slips

48 All documents relating to the issuance transfer or sale of the securities of RIvI

or Spongetech to by on behalf of or for the direct or indirect benefit of

David Bomart Esquire during the period from January 2006 to the present

49 All documents relating to contacts or communications between RM and


Sichenzia Ross Friedman Ference LLP regarding RM or Spongetech
including but not limited to electronic mail correspondence notes
memoranda minutes of meetings and telephone message slips from January

2006 to the present

50 All documents relating to the issuance transfer or sale of the securities of RM


or Spongetech to by on behalf of or for the direct or indirect benefit of
Sichenzia Ross Friedman Ferrence LLP during the period from January

2006 to the present

51 All invoices relating to services perfonned by RIvl for Spongetech or any


officer director employee or agent of Spongetech

52 All documents reflecting payments made by Spongetech to RM including

copies of checks records of stock transfers and records of cash received

53 All documents relating to Spongetechs direct or indirect receipt of funds or

anything of value from Steven Moskowitz Michael Metter and Frank

Lazauskas and/or any persons or entities through which either Steven

Moskowitz or Michael Metter or Frank Lazauskas conducts or has

conducted business

54 All documents relating to Olde Monmouth Stock Transfer Co Inc

55 All documents relating to the issuance transfer or sale of the securities of RM


or Spongetech to by on behalf of or for the direct or indirect benefit of Olde

Monmouth Stock Transfer Co Inc during the period from January 2006

to the present

56 All documents relating to Worldwide Stock Transfer

57 All documents relating to the issuance transfer or sale of the securities of RM


or Spongetech to by on behalf of or for the direct or indirect benefit of

Worldwide Stock Transfer during the period from January 2006 to the

present
Case 1:10-cv-02031-DLI -JMA Document 47-3 Filed 06/18/10 Page 16 of 18

Spongetech Delivery Systems Inc


September 2009

58 All public statements issued by Spongetech or any of its officers and directors

from January 2006 to the present

59 All documents related to the business of Spongetech in Germany or any other

country outside of the United States

60 All documents related to any actual potential or contemplated business

transactions between Spongetech and Deloitte Touche LLP from January

2006 to the present

61 All documents related to any actual potential or contemplated business

transaction between Spongetech and Drakeford Drakeford LLC from

January 2006 to the present

62 All documents related to


any communications between Spongetech and its

officers and directors and Drakeford Drakeford LLC from January 2006

to the present including but not limited to electronic mail correspondence


notes memoranda minutes of meetings and telephone message slips

63 All documents sufficient to identify all Spongetechs auditors from January

2006 to the present

64 complete electronic copy of the general ledger of Spongetech reflecting all

transactions recorded during the fiscal years ended December 31 2006


December 31 2007 and December 31 2008

65 All documents related to any actual potential or contemplated business

gross revenues for Fiscal Year


transactions substantiating claims of expected
2009 exceeding $50 million

66 All documents related to any actual potential or contemplated business

transactions substantiating Spongetechs public claims of $4.3 million USD of

new orders placed with Spongetech from May 2009 to May 15 2009

67 All documents related to any actual potential or contemplated contracts with

retail stores with Spongetech for distribution of Spongetech products as of

July 14 2009

68 Documents verifying the amount of issued and outstanding shares as of this

date

69 All documents relating to the relationship between Spongetech and Acacia

Investors LLC
Case 1:10-cv-02031-DLI -JMA Document 47-3 Filed 06/18/10 Page 17 of 18

Spongetech Delivery Systems Inc

September 2009

70 All documents relating to the relationship between Spongetech and Reed


Smith LLP including but not limited to any communications between Robert

Miller and Spongetech or any of its officers and directors

71 All documents relating to the relationship between Spongetech and Ahava


Investments

72 All documents relating to the relationship between Spongetech and Neil Cox

73 All documents relating to the relationship between Spongetech and Ken Heng

74 All documents relating to the relationship between Spongetech and Flo

Weinberg Inc

75 All documents relating to the relationship between Spongetech and Gary


Solano

76 All documents relating to the relationship between Magid Co

77 All documents relating to the relationship between Spongetech and WMV


Frankel Co

78 All documents relating to the relationship between Spongetech and Tom


Monahan

79 All documents relating to the relationship between Spongetech and Joel

Trockman

80 All documents relating to the relationship between Spongetech and William

Young

81 All documents relating to the relationship between Spongetech and Phillip

Casesa

82 All documents relating to the relationship between Spongetech and Carole

Klein

83 All documents relating to the relationship between Spongetech and Spencer

Moscati Brett Moscati Hannah Moscati Brian Moscati and Michael

Moscati

84 All documents relating to the relationship between Spongetech and Myron


Weiner

85 All documents relating to the relationship between Spongetech and Alan

Surdis
Case 1:10-cv-02031-DLI -JMA Document 47-3 Filed 06/18/10 Page 18 of 18

Spongetech Delivery Systems Inc


September 2009

86 All documents relating to the relationship between Spongetech and Arnold

Penner

87 All documents relating to the relationship between Spongetech and Stanley

Merdinger

88 All documents relating to the relationship between Spongetech and Wayde

Newman

89 All documents relating to the relationship between Spongetech and Curt

Kramer and Hope Capital LLC

90 All documents relating to contacts or communications between Spongetechs


officers and directors and Curt Kramer including but not limited to electronic

mail correspondence notes memoranda minutes of meetings and telephone

message slips

91 All documents relating to the relationship between Spongetech and Larry

Simon

92 All documents relating to the relationship between Spongetech and

Maremmano Corporation

93 Documents sufficient to identify an address and contact information for

Maremmano Corporation

94 All documents relating to any actual proposed or contemplated alteration

modification or destruction of any document responsive to Items 1-93 above

including but not limited to any court order or any corporate policy

practice or procedure related to the maintenance preservation recycling or

destruction of documents
Case 1:10-cv-02031-DLI -JMA Document 47-4 Filed 06/18/10 Page 1 of 8

COURT FOR THE


UNITED STATES DISTRICT
EASTERN DISTRICT OF NEW YORK

UNITED STATES SECURITIES AND


EXCHANGE COMMISSION

Plaintiff

CV-1O-2031

SPONGETECH DEL IVERY SYSTEMS INC


RM ENTERPRISES INTERNATIONAL INC
STEVEN MOSKOWITZ
MICHAEL METTER
GEORGE SPERANZA
JOEL PENSLEY and
JACK HALPERIN

Defendants

Exhibits annexed to and submitted with the

Declaration of Christine Neal

EXHIBIT
Case 1:10-cv-02031-DLI -JMA Document 47-4 Filed 06/18/10 Page 2 of 8

From Mark Kranczer

To steven moskowitz

Sent 9/9/2009 52506 PM


Subject FW AIR confirmations

Attachments AR confirm Dubai Export Import .doc AR confirm Fesco Sales Corp .doc AR confirm New Century
Media .doc AR confirm SA Trading .doc AR confirm US Asia Trading .doc

I-low do we go about getting these confirms

From Brent Davies ilto bdavies@RobisonHill.com

Sent Wednesday September 09 2009 333 PM


To Mark Kranczer

Cc tommonahan@earthlink.net
Subject AIR confirmations

Mark

You will need to put the address on the confirmation betore getting them signed

Thank you
Brent Davies CPA
Robison Hill Co
1366 Murray -Holladay Rd
Salt Lake Cliv UT 84117

801272-8045 Plone

801 733-1046 Direct Fax

IRS 230 Disclosure To we any U.S


circular ensure compliance with imposed the of the Treasury inform that federai tax advice
requirements by Oepertment you
contained in this document including any atlaohmcnts is not intended or written to be used and csnnot be usod fur the of avoiding penalties under the lntsreal
purpose
tReenue coda or promoting marketing or recommending to another pedy eny transaction or manor that is contained in this document

This transmisuicn moy contoin information thetis privileged confidential legally privileged end/or exempt from disclosure under opphcoblo tow If
you ore net the intended

recipient you are hereby notified that any disclosure copying distribution or use of the information contained herein including any reliance thereon is STRICTLY
PROHIBITED Although this transmission aud any attachments are believed to bu free of any virus or other detect that might affect any computer system into which it is

received and opened it is Iho responsibility


of the recipient to ensure that it is virus free and no responsibility is accepted by Robison Hill Co for any toss or damage arising

from its use rnceivud this transmission in error ploase immediately contact the sender and dostroy the material entirety
anyway If
in in its
you

From Mark Kra nczer iltomkra nczer@lspongetech.com

Sent Tuesday September 08 2009 905 AM


To Brent Davies

Subject RE Trip to NY

Try the Hilton Garden Inn on street

From Brent Davies iltobdaviesRobisonH iIl.comj

Sent Wednesday September 02 2009 726 PM


To Mark Kranczer

Cc tommonahan@earthlink.net
Subject Trip to NY

will arrive in New York in the late afternoon on September 8th Will be in your office the morning of the 9th \Pt/ltat time would

you like me to be there7

Tom Monahan will be doing the confirmation work His phone number is 973-768-4181 Toms email is listed in the cc to this

email

When we spoke you mentioned that you might have recommendation for hotel within walking distance to your office

Thank you

ST078820
Case 1:10-cv-02031-DLI -JMA Document 47-4 Filed 06/18/10 Page 3 of 8
Bient NI Davies CPA
Pnhi\nii Hill

1366 Mitaa-Holladn Rd
Salt Lake Cth UT 84117

801 272 804 Plone

801 733-1046 Direct Fax

IRS Circular 230 Disclosure To ensure compliance with requirements imposed bythe Department of the Treasury we inform you that any U.S federal tax advce

contained in this documrmt including any attachments is net intended or written to be used and cannt be used fr the purpose of avoiding penalties under the Internal

Resenue Coda promoting marketing


or ii or recommending to another party any transachon or matter that is contained in this document

This transnrissicn may contain information that is privileged confidential legally privileged and/or exempt from disclosure tinder applicable law It
you are not the intended

recipient yea are hereby notified that any disciosare copying distribution or use of the information contained herein including any relisece thereon is STRICTLY
PROHIBITED Although this transmission and any attachments are believed to be free ofany virus or other defect that might affect any computer systcm into which it is

received and opened it is the responsibility ef the recipient to ensure that it is virus free and no responsibility is accepted by Robison Hill Co for
any loss or damage arising

in aryway rum its use you received this transmission in error please immediately contactthe sender and destroy the material in its enhrety

From Mark Kranczer iltomkra nczer@spongetech.com


Sent Wednesday September 02 2009 737 AM
To Brent Davies

Subject RE engagement letter for Dicon

Hope you had good trip back

would like to arrange for your vtsit starting next Wed Sept 9th In the interim please send me check lIst of tems that you

need especially the confirms so that we can start to forward you these itents

From Brent DavIes iltobdavies@RobisonH ill .com


Sent Monday August 31 2009 250 PM
To Mark Kranczer

Subject engagement letter for Dicon

Thank you
Brent NI Davies CPA
Robison Hill Co
1366 Murray-Holladas Rd
Salt Lake Cits UT 84117

80127-SO-IS Ptonc

801 73-1046 Dircct Fax

tRS Circular 230 Disclosure To ensure compliance with requirements imposed by Ihe Department of the Treasury we inform you that any U.S federal tax advice

containea is this docsmenl inciuding any attachments is not intended or written to be used sad cannot be used tor the purpose et avoiding penalties under the Intersal

Rovcnuo Cod or promoting marketing or rccommending to onothor party any transaction or matter that is conleinod in this document

This transniiscion msy contain information that is privileged confidential legally privileged and/or exempt from disclosure under applicable law If
yoe are not the intended

recipient yea are hereby notdied that any disciesare copying distribution or use of the information contained herein including any reliance thereon is STRICTLY
PROHIBITED Although this transmission and any attachments are believed be free of virus or other defect that affect which
to any might any computer system into it is

received and opened it is the responsibility at the recipient to ensure that it is virus free and no responsibility is accepted by Robison Hill Co for any lass or damage arising

in anyway rum its ace If


yos received this transmission in error please immediately contactthe sender and destroy the material in its entirety

ST07882
Case 1:10-cv-02031-DLI -JMA Document 47-4 Filed 06/18/10 Page 4 of 8

SPONGETECH DELIVERY SYSTEMS INC


10 West 33 Street Suite 518
New York New York 10001

September 2009

Dubai Export Import Company

Our auditors Robison Hill Co are conducting an audit of our financial statements

Please confirm the balance due our company as of Ma 31 2009 which is shown on our

records as $4069929.58

Please indicate in the space provided below if the amount is in agreement with your records If

there are differences please provide any information that will assist our auditors in reconciling the

differences Please also indicate any special sale or payment terms related to this balance

Please mail your reply directly to Robison Hill


Co 1366 Muriay Holladay Road Salt Lake City
Utah 84117 in the enclosed return envelope or fax to 801 277 9942 PLEASE DO NOT MAIL
PAYMENTS ON THIS BALANCE TO OUR AUDITORS

Very truly yours

Spongetech De ftvery Systems Inc

To Robison Hill Cu

The balance due Spongetech Delivery Systems Inc of 34069929 56 as of May 31 2009 is

correct with the following exceptions if any

Special sale or payment terms if any

Signature
Title

Date

ST078822
Case 1:10-cv-02031-DLI -JMA Document 47-4 Filed 06/18/10 Page 5 of 8

SPONGETECH DELIVERY SYSTEMS INC


10 West 33fl1 Street Suite 518
New York New York 10001

September 2009

Fesco Sales Corp

Our auditors Robison Hill Co are conducting an audit of our financial statements

Please confirm the balance due our company as of May 31 2009 which is shown on our
records as $7210554.00

Please indicate in the space provided below if the amount is in agreement with your records If

there are differences please provide any information that will assist our auditors in reconciling the

differences Please also indicate any special sale or payment terms related to this balance

Please mail your reply directly to Robison Hill Co 1366 Murray Holladay Road Salt Lake City
Utah 84117 in the enclosed return envelope or fax to 801-277-9942 PLEASE DO NOT MAIL
PAYMENTS ON THIS BALANCE TO OUR AUDITORS

Very tnily yours

Spongetech Delivery Systems Inc

To Robison Hill Co
The balance due Spongetech Delivery Systems Inc of 37210554.00 as of May31 2009 is

correct with the following exceptions if any

Special sale or payment terms if any

Signature
Title

Date

ST078823
Case 1:10-cv-02031-DLI -JMA Document 47-4 Filed 06/18/10 Page 6 of 8

SPONGETECH DELIVERY SYSTEMS INC


10 West 33rd Street Suite 518
New York New York 10001

September 2009

New Century Media

Our auditors Robison Hill Co are conducting an audit of our financial statements

Please confirm the balance due our company as of May 31 2009 which is shown on our

records as $8421800.00

Please indicate in the space provided below if the amount is in agreement with your records If

there are differences please provide any information that will assist our auditors in reconciling the

differences Please also indicate any special sale or payment terms related to this balance

Please mail your reply directly to Robison Hill Co 1366 Murray Holladay Road Salt Lake City
Utah 84117 in the enclosed return envelope or fax to 801-277-9942 PLEASE DO NOT MAIL
PAYMENTS ON THIS BALANCE TO OUR AUDITORS

Very tnily yours

Spongetech Delivery Systems Inc

To Robison Hill Co
The balance due Spongetech Delivery Systems lnc.of 58421 80000 as of May 31 2009 is

correct with the following exceptions if any

Special sale or payment terms if any

Signature
Title

Date

STO7 8824
Case 1:10-cv-02031-DLI -JMA Document 47-4 Filed 06/18/10 Page 7 of 8

SPONGETECH DELIVERY SYSTEMS INC


10 West 33 Street Suite 518
New York New York 10001

September 2009

SA Trading Company

Our auditors Robison Hill Co are conducting an audit of our financial statements

Please cnntirm the balance due our company as of May 31 2009 which is shown on our
records as $4464060.65

Please indicate in the space provided below if the amount is in agreement with your records If

there are differences please provide any information that will assist our auditors in
reconciling the

differences Please also indicate any special sale or payment terms related to this balance

Please mail your reply directly to Robison Hill Co 1366 Murray Holladay Road Salt Lake City
Utah 84117 in the enclosed return envelope or tax to 801-277-9942 PLEASE DO NOT MAIL
PAYMENTS ON THIS BALANCE TO OUR AUDITORS

Very tnily yours

Spongetech Delivery Systems Inc

To Robison Hill Co

The balance due Spongetech Delivery Systems Inc of 34464060.65 as of May 31 2009 is

correct with the following exceptions if any

Special sale or payment terms if any

Signature
Title

Date

ST078825
Case 1:10-cv-02031-DLI -JMA Document 47-4 Filed 06/18/10 Page 8 of 8

SPONGETECII DELIVERY SYSTEMS INC


10 West 33 Street Suite 518
New York New York 10001

September 2009

US Asia Trading

Our auditors Robison Hill Co are conducting an audit of our financial statements

Please confirm the balance due our company as of May 31 2009 which is shown on our

records as $2127163.73

Please indicate in the space provided below if the amount is in agreement with your records If

there are differences please provide any information that will assist our auditors in
reconciling the

differences Please also indicate any special sale or payment terms related to this balance

Please mail your reply directly to Robison Hill Co 1366 Murray Holladay Road Salt Lake City
Utah 84117 in the enclosed return envelope or fax to 801-277 9942 PLEASE DO NOT MAIL
PAYMENTS ON THIS BALANCE TO OUR AUDITORS

Very tnily yours

Spongetech Delivery Systems Inc

To Robison Hill Co
The balance due Spongetech Delivery Systems lnc.of 32127163.73 as of May 31 2009 is

correct with the following exceptions if any

Special sale or payment terms if any

Signature
Title

Date

ST078826
Case 1:10-cv-02031-DLI -JMA Document 47-5 Filed 06/18/10 Page 1 of 9

UNITED STATES DISTRICT COURT FOR THE


EASTERN DISTRICT OF NEW YORK

UNITED STATES SECURITIES AND


EXCHANGE COMMISSION

Plaintiff

CV-1O-2031

SPONGETECH DELIVERY SYSTEMS INC


RM ENTERPRISES INTERNATIONAL INC
STEVEN MOSKOWITZ
MICHAEL METTER
GEORGE SPERANZA
JOEL PENSLEY and
JACK HALPERIN

Defendants

Exhibits annexed to and submitted with the

Declaration of Christine Neal

EXHIBIT
Case 1:10-cv-02031-DLI -JMA Document 47-5 Filed 06/18/10 Page 2 of 9

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION


100 Street N.E
Washington D.C 20549-4631

DIVISION OF Christine Neal


ENFORCEMENT Branch Chief

Direct dial 202-5514920


Facsimile 202-772-9233

October 21 2009

VIA 1EDERAL EXPRESS AND FACSIMILE 801 277-9942

Brent Davies
Chief Executive Officer

Robison Hill Company


Certified Public Accountants
1366 East Murray-Holladay Road

Salt Lake City UT 84117

Re In the Mailer of Spongetech Delivery Systems Inc 110-11156

Dear Mr Davies

The staff of the Securities and Exchange Commission is conducting an investigation in

the matter identified above The enclosed subpoena has been issued to you as part of this

investigation The subpoena requires you to give us documents and provide sworn testimony

Please read the subpoena and this letter carefully This letter answers some questions you

may have about the subpoena You should also read the enclosed SEC Form 1662 You must

comply with the subpoena You may be subject to fine andlor imprisonment if
you do not

Please preserve until further notice written notice from the Commission staff all

documents and information in your possession custody or control that reflect refer relate or

pertain to the matters described in the Attachment

Producing Documents

What documents do have to produce

The subpoena requires you to give us the documents described in the attachment to the

subpoena You must provide these documents by Wednesday October 28 2009 The
attachment to the subpoena defines certain terms such as documents before listing what you
must provide to us
Case 1:10-cv-02031-DLI -JMA Document 47-5 Filed 06/18/10 Page 3 of 9

Brent Davies

October 21 2009

Page

Please note that if copies of document differ in


any way they are considered separate
documents and you must send each one For example if
you have two copies of the same letter

but only one of them has handwritten notes on it you must send both the clean copy and the one

with notes

If
you prefer you may send us photocopies of the originals The Commission cannot

reimburse you for the copying costs The copies must be identical to the originals including

even faint marks or print If you choose to send copies you must keep the originals in safe

place The staff will accept the copies for now but may require you to produce the originals

later

If
you do send us photocopies please put an identifying notation on each page of each
document to indicate that it was produced by you and number the pages of all the documents

submitted For example if Jane Doe sends documents to the staff shemay number the pages
JD-1 JD-2 JD-3 etc in blank corner of the documents Please make sure the notation and
number do not conceal any writing or marking on the document If
you send us originals please

not add any identifying notations

Do Ineed to send anything else

You should enclose list briefly describing each item you send and where the original

document or record was located e.g Jane Smiths files The list should also state which

paragraphs in the subpoena attachment to which each item responds

You should also include cover letter stating whether you believe you have met your
obligations under the subpoena by searching carefully and thoroughly for everything called for

by the subpoena and sending it all to us

What if do not send everything described in the attachment to the subpoena

The subpoena requires you to send all the documents described in it If for any reason --

including claim of attorney-client privilege --


you do not produce something called for by the

subpoena you should submit list of what you are not producing The list should describe each

item separately noting

its authors
its date
its subject matter
the name of the person who has the item now or the last person known to have it

the names of everyone who ever had the item or copy of it and the names of

everyone who was told the items contents and

the reason you did not produce the item


Case 1:10-cv-02031-DLI -JMA Document 47-5 Filed 06/18/10 Page 4 of 9

Brent Davies

October 21 2009
Page

If you withhold anything on the basis of claim of attorney-client privilege or attorney

work product protection should also identify the attorney and client involved
you

Where should send the documents

Please send the documents to

Christine Neal

Branch Chief

U.S Securities and Exchange Commission


Division of Enforcement
100 Street N.E
Washington DC 20549-4631

Fax 202 772-9233

Testifying

Where and when do Itestfy

The subpoena requires you to come to the Commissions offices at 100 Street N.E
Washington D.C 20549 on Thursday November 2009 to testify under oath in the matter identified

on the subpoena

Other Important Information

May have lawyer help me respond to the subpoena

Yes You have the right to consult with and be represented by your own lawyer in this

matter lawyer may also advise and accompany you when you testify We cannot give you

legal advice

What will the Commission do with the documents send and/or the testimony Iprovide

The enclosed SEC Form 1662 includes List of Routine Uses of information provided to

the Commission This form has other important information for you Please read it carefully

Has the Commission determined that anyone has done anything wrong

This investigation is non-public fact-finding inquiry We are trying to determine

whether there have been any violations of the federal securities laws The investigation and the

subpoena do not mean that we have concluded that you or anyone else has broken the law Also
Case 1:10-cv-02031-DLI -JMA Document 47-5 Filed 06/18/10 Page 5 of 9

Brent Davies

October 21 2009
Page

the investigation does not mean that we have negative opinion of any person entity or

security

have read this letter the subpoena and the SEC Form 1662 but still have questions What

should Ido

If
you have any other questions you may call me at 202 551-4920 If you are

represented by lawyer you should have your lawyer contact me

Very truly yours

Chnstine Neal

Branch Chief

Enclosures Subpoena and Attachment


SEC Form 1662
Case 1:10-cv-02031-DLI -JMA Document 47-5 Filed 06/18/10 Page 6 of 9

SUBPOENA

UNITED STATES OF AMERICA


SECURITIES AND EXCHANGE COMMISSION

In the Matter of Spongetech Delivery Systems Inc 110-11156

To Brent Davies

Chief Executive Officer

Robison Hill Company


Certified Public Accountants

1366 East Munay-Holladay Road


Salt Lake City UT 84117

YOU MUST PRODUCE everything specified in the Attachment to this subpoena to

officers of the Securities and Exchange Commission at the place date and time specified below

100 Street N.E Washington D.C 20549 Wednesday October 28 2009 at 1000 a.m

YOU.MIUST TESTIFY before officers of the Securities and Exchange Commission at the

place date and time specified below

100 Street N.E Washington D.C 20549 Thursday November 2009 at 1000 a.m

FEDERAL LAW REQUIRES YOU TO COMPLY WITH THIS SUBPOENA


Failure to comply to fine andlor
may subject you imprisonment

By __________________________ Date OeS-c ZJ2cxb7


Christine Neal

U.S Securities and Exchange Commission


Division of Enforcement

100 Street N.E


Washington D.C 20549

202 551-4920

am an officer of the Securities and Exchange Commission authorized to issue subpoenas in this matter

The Securities and Exchange Commission has issued formal order authorizing this investigation under

Section 1a of the Securities Exchange Act of 1934


Case 1:10-cv-02031-DLI -JMA Document 47-5 Filed 06/18/10 Page 7 of 9

In the Matter of Spongetech Delivery Systems Inc HO-11156


Attachment to Subpoena to Brent Davies

October 21 2009

Defmitions and Rules of Construction

As used in this request the term document or documents means all records

materials and other tangible forms of expression however and by whomever

created produced or stored manually mechanically electronically or

otherwise in or custody or subject to


your possession your control including

but not limited to papers reports files correspondence notes memoranda

including notes and memoranda of communications or meetings graphs


charts research analyses ledger sheets periodic account statements

confirmations telegrams telexes facsimiles telephone logs checks front and

back drafts for


money wire transfer receipts and requests confirmations of

wire or cash transfers deposit slips invoices summaries of interviews

transcripts calendars datebooks worksheets contracts agreements bank

statements videotapes audiotapes and other permanent voice and image

recordings including voice-mail magnetic tapes computer printouts

computer tapes disks compact disks CD5 diskettes disk packs and other

electronic media including electronic-mail microfilm microfiche and other

storage devices The term documents includes finished versions and drafts

of documents it also includes the original document or copy thereof if the

original is not available and all copies that differ in any respect from the

original

As used in this request the term Spongetech means Spongetech Delivery

Systems Inc and all present and former subsidiaries affiliates predecessors

successors officers directors agents employees shareholders partnerships

general and limited partners thereof and any aliases code names or trade or

business names used by any of the foregoing

As used in this request the terms you and your mean Brent Davies his

spouse his minor children and any person or entity acting or purporting to act

on behalf of any of them or through whom any of them directly or indirectly

or through any alias trade or business name conduct any business

Communication shall have its general meaning including oral written and
electronic communications

Any shall include all and all shall include any as needed to make the

request inclusive and not exclusive

As used in this request the term relating means concerning referring to

pertaining to reflecting describing evidencing or constituting


Case 1:10-cv-02031-DLI -JMA Document 47-5 Filed 06/18/10 Page 8 of 9

As used in this request the terms and and or shall be construed as both

disjunctive and conjunctive so as to bring within the scope of the attachment


all responsive documents that might otherwise be construed to fall outside of

its
scope

As used in this request the singular form of any word includes its plural and

vice versa

If any of the documents called for are not produced for whatever reason
please provide the following information as to each such document the

creators of the document the date that the document was created the

present or last known custodian of the document the subject matter of the

document all
persons or entities known to have been fhrnished the

document or copies of the document or informed of their substance and


the reason the document is not produced If
any document called for is

withheld because of claim of attorney-client privilege in addition to the

above information please identify the attorney and the client involved

Documents To Be Produced

Produce the following documents within your possession custody or control

All documents relating to SpongeTech including but not limited to

agreements contracts understandings correspondence electronic mail

reports notes memorandum invoices records of payments received receipts

copies of checks wire transfers account statements and authorizations

All documents relating to any actual proposed or contemplated alteration

modification or destruction of any document responsive to Item above


including but not limited to any court order or any corporate policy

practice or procedure related to the maintenance preservation recycling or

destruction of documents
Fed Cc
Fectx liSA/mi/I Tracking 8684 8593 3440
Express

From hard 4e Service to 150 lbs


Preaceprhrncedprvre Express Packege Packages up

Senders FedEn
FedEx FedEx Stsndard FedEx First
Priority Overnight Overnight Overnight
Date
10/21/2009 AccssTtNumber
130987567 P4cc buerneeernnrnins Friday ndeenbueineee eftenncenv fl Esrliaeneeenbveieeaa mennin5

will delivered
ehiprnente be enhtendey OenirdepOeiiveryNdTeveiieble defvervte eeleenieeebene

unieee tvTUpDvP Delrverpie selected NOT eveisbie


Senvedep Oelnverv

SeTders FedEx FedEx Sover


Christine Ec Neal 2Dey Express
Phone Oeeend bveineee Third
Name 202 5514045 fl dey Thueeav bueineeedap
delivered
ehipmeno who be enrdendey SarvrdeyoeiiveryNdlaveilebie

vnieee 040iPOPY Derreeryiseeleered

nere net evetebie Minirc Te meeeleeakena


FedteEneeiepe

SECURITIES EXCHANGE COMM 4b


CompsTy Express Freight Service Peckeges over 193 lbs

FedEx 0ev Freighr FedEx 2Oey Freisht FedEx 30ev Freight

fl 14ev beeinaee dev Pedep Oecenh bveipeea dep Thenedep fl mind bvaineea deyi

en Mendev be delivered en Mends NOT sealable


ehiprnennewrilbedeiivened ehipl1ieneewiil tenvrdev Delivery
100 ST NE vneeetvl000vvOehvervieeeieered vniesa OAT000AP Dervery eeieere

Address
terncelecedee
Oepuflcvniovire/ncvnn

Packaging
WASH INGTON DC 20549-2001
State ZIP FedEx FedEx Pek FedEx FedEx Other
City fl Li fl
IneiudeePedketrreliPaiv
Eovelopee Boo lobe
FevEr lenge Feb end PedEe OtvndyPek
OedenedealeetrnN
Your Internal Billing Reference ro At
Prcnse characters vek en inverce
eppear Special Handling leclede Pedte eddeesa ire 5ectiee

SA11JRDAY Delieery HOLD Weekday HOLD sesurdey


To
Li NoTAvetiehieter Li etFedExiscetion stfedExLssehos
Recipientn PedEexrendendtvennisbt
Brent Davies NOTAvailebiefer Aeeileble ONLYfsr
Phone PedxeNrersvenrishn.Fedsr Eepnees
Name Fedoe Peer Overnight PedEe Pderiny Overnight and
seven cc FedOe Pnelht
Soap FedEeoOeyeeeelaveiecedene
Dccc elite cceteire
ehipmeet deegereec gcede
Hill see bee men be checked
Robison Conpany
ice
Company Yes fl Yes fl Dry
Ij Li the coached sty iee9 UN ceo ....._................ks
pen Ohippete Oevleneden
Oeelenanen
OhippeYa vet reqeeed

Aircrett
Li Cargo Only
tangeneve geodeyncivdins drpiee carver be ehtpped In PedEe packetins
RecipIents 1366 East Murray-Holladay Road
Address SUIte
Payment Enter acry No or Credit Cerd Ne beipw
We canncc deliver nc PD becee en P.O ZIP cede Oeptifleenloveelflcvm

Sender Li Recipient Li Ihird Party Li CredhCsrdi Li Cash/Check


L__AivdcetNe ipoerben

wni be hilled

Address

be held Fedte eddreae here


Ic reqeeen package are specific Pedbi Ieeebcn print PedEe verb Ne Sep
Cnedecerdke Dane

Salt Lake City UT 84117


Tess Packages lets Weight Tete Declared VeIeeI
State ZIP
City

.00
________________ ________________

OunPebdrryieIvnnedre5I5enleee pevdeciene highervelue See beekiendeteile Species


0393993813 thiavinbityeeeereeredre
eervica beedkene en the back ci thie yiebpi and in the eceent FedEe Oendee Ovide knlvdingrennethatieneenlebnhy

Residential Delivery Signature Options Ppeeneydreesignenune.eheeksireenenlndinoct


Case 1:10-cv-02031-DLI -JMA Document 47-5

No Direct Indirect
Signatsre Signeture Siepeture
Ocrneena ereedpienye line eec is evetabie
ri rt en
Reqvired
eddreeeerspergn en recipients addreenveereecne
L..J Package nrc be left _J
delivery Fee appven arc neighboring addreee reap
519L
wrvrevrevernivg
cite en delivery
anne fee delve Faeepppen
ig ry

Pee Dccc rOIOg.PeefrbetTtivOloee2008 padbe.pPrnulTt IN y.t.v..tex


Filed 06/18/10 Page 9 of 9
Case 1:10-cv-02031-DLI -JMA Document 47-6 Filed 06/18/10 Page 1 of 4

COURT FOR THE


UNITED STATES DISTRICT
EASTERN DISTRICT OF NEW YORK

UNITED STATES SECURITIES AND


EXCHANGE COMMISSION

Plaintiff

CV-1O-2031

SPONGETECH DELIVERY SYSTEMS INC


RM ENTERPRISES INTERNATIONAL INC
STEVEN MOSKOWITZ
MICHAEL METTER
GEORGE SPERANZA
JOEL PENSLEY and
JACK HALPERIN

Defendants

Exhibits annexed to and submitted with the

Declaration of Christine Neal

EXHIBIT
ROBISON HILL Co
PROFESSIONAL CORPORATION

FLLn Sales
I.r
Case 1:10-cv-02031-DLI -JMA Document 47-6

Y.t rr .iA1

RoBIsoN HILL Co
pR0rESSI0NAL CORPORATION
Filed 06/18/10 Page 2 of 4

bSRb-Sa
72 13/23/03
RCTURN TO StNDCFQ
N3T 0fltVRMLE MS PDDW5223
II UNMflLE TO FORWAFD
DC 47SO
11 .A

PROPASSIONAL CORPORATION

September 2009

_\ti cm ji
/O LP ksr Tradirg
9_ Scprlicda BFi Suie 19
Los Aouhl-s Ca 9u345
Case 1:10-cv-02031-DLI -JMA Document 47-6

ASIONAL COSPORATION
Filed 06/18/10 Page 3 of 4

oeptciiivei zuu-i

I-fe ion Sirns 000 40 40 0j r2 0I


C/fl Neco Century Media
00-il IH TO ON
NO tic tl Aflt
99 USiUzb\7a322 Suite 200 -o

0Ni1LE 1c fORWZC
Bridgcvater NJ 08807

II
II
HI II 1111% 111111111
Case 1:10-cv-02031-DLI -JMA Document 47-6 Filed 06/18/10 Page 4 of 4

vi

c1_
/xct
Case 1:10-cv-02031-DLI -JMA Document 47-7 Filed 06/18/10 Page 1 of 3

COURT FOR THE


UNITED STATES DISTRICT
EASTERN DISTRICT OF NEW YORK

UNITED STATES SECURITIES AND


EXCHANGE COMMISSION

Plaintiff

CV-1O-2031

SPONGETECH DELIVERY SYSTEMS INC


RM ENTERPRISES INTERNATIONAL INC
STEVEN MOSKOWITZ
MICHAEL METTER
GEORGE SPERANZA
JOEL PENSLEY and
JACK HALPERIN

Defendants

Exhibits annexed to and submitted with the

Declaration of Christine Neal

EXHIBIT
Case 1:10-cv-02031-DLI -JMA Document 47-7 Filed 06/18/10 Page 2 of Page
3 of2

von Eckartsberg Uta

From Siegel Martin

Sent Friday September 25 2009 616 PM

To Cain Charles von Eckartsberg Uta

Subject Contact Information

As requested here is the contact information for the six largest customers of Spongetech except for phone
numbers for three of them which will be provided on Sunday As explained Mr Moskowitz was not in his
office and he was unable in having someone else in the office find the phone numbers because most of

result
Spongetech files are in my office or at the photocopier or outside of their normal place in their files as
of the ongoing document production in response to the SECs subpoenas If Mr Moskowitz is unable to get me
the phone numbers this evening he will come in Sunday to get them He is an observant Jew so he cannot come
into the office tomorrow We are sorry for the slight delay but it was unavoidable The contact information we
have is as follows

Dustin Sullivan Buyer


Waigreen Co
200 Wilmot Road
Deerfield IL 60015
-800-925-4 733

Carlos Vega
Trading
201 South Biscayne Blvd
Miami FL 33131
305-913-7538

Helen Sims
New Century Media
140 East Ridgewood Avenue
Paramus NJ 07652

Even Chin
United Asia Trading
14785 Preston Road
Suite 550
Dallas TX 75254
972 789 5125

Ahmad Elsa yeci

Dubai Export Import Company


Faneuil Hall Marketplace
3rd Fl

Boston MA 02109

Jim Rogers
Fesco Corp
845 Third Avenue

New York NY 10022

Please contact the undersigned if


you need further information Martin Siegel Esq 212 209-482g

5/11/2010
Case 1:10-cv-02031-DLI -JMA Document 47-7 Filed 06/18/10 Page 3 ofPage
3 of

IRS Circular 230 Disclosure To ensure compliance with U.S Treasury Regulations governing tax practice we inform you that

Any U.S tax advice contained in this communication including attachments was not written to be used for and cannot be used for

purposes of avoiding any tax related penalties that may be imposed under Federal tax laws or ii the promotion marketing or recommending
to another party of any transaction or matter addressed herein

The information contained in this electronic message may be legally privileged and confidential under applicable law and is intended only for

the use of the individual or entity named above If the recipient of this
message is not the above-named intended recipient you are hereby
notified that any dissemination copy or disclosure of this communication is strictly prohibited If
you have received this communication in error

please notify Brown Rudnick LLP 617 856-8200 if dialing from outside the US 001-617-856-8200 and purge the communication

immediately without making any copy or distribution

5/11/2010
Case 1:10-cv-02031-DLI -JMA Document 47-8 Filed 06/18/10 Page 1 of 4

COURT FOR THE


UNITED STATES DISTRICT
EASTERN DISTRICT OF NEW YORK

UNITED STATES SECURITIES AND


EXCHANGE COMMISSION

Plaintiff

CV-1O-2031

SPONGETECH DEL IVERY SYSTEMS INC


RM ENTERPRISES INTERNATIONAL INC
STEVEN MOSKOWITZ
MICHAEL METTER
GEORGE SPERANZA
JOEL PENSLEY and
JACK HALPERIN

Defendants

Exhibits annexed to and submitted with the

Declaration of Christine Neal

EXHIBIT
Case 1:10-cv-02031-DLI -JMA Document 47-8 Filed 06/18/10 Page 2 of Page
4 of

von Eckartsberg Uta

From Bosi Tanya

Sent Monday September 28 2009 351 PM


To Cain Charles von Eckartsberg Uta

Cc Siegel Martin

Subject RE Contact Information

Mr Cain and Ms von Eckartsberg

My apologies for the delayed response but it appears that the telephone numbers we need to fulfill
your request
were sent to Mr Moskowitz who is observing the Jewish holiday of Yum Kippur and therefore unavailable by
email and telephone

In the meanwhile we were able to obtain the contact number for New Century Media which is 562.695.1000 and

an additional address of 2727 Pellessili Place


City of Industry California 90601

We will get the other telephone numbers for you as soon as we can

Please feel free to contact me with any questions you may have

Thank you
Tanya Bosi

POWNRUDNICK
Tanya Bosi
Brown Rudnick LLP
Seven Times Square
New York New York 10036
212-209-4935

212-938-2813
tbosi@brownrudnick.com
www.brownrudnick.com

From Siegel Martin

Sent Sunday September 27 2009 602 PM


To cainc@sec.gov vonEckartsbergU@SEC.GOV
Cc Bosi Tanya
Subject Re Contact Information

My associate Tanya Bosi will get you the remaing phone numbers no later than first thing in the morning will

be unavailable because of Yom Kippur Spongetchs computer system had malfunction this morning so the

emails it sent out to the sales representatives to confirm the current nuimbers didnt go through but we didnt

realize it until late afternoon Ms Bosi will have the numbers later tonight or in the morning and will send them to

you Thank you Martin Siegel

Sent from my BlackBerry Wireless Handheld www.BlackBerry.net

5/11/2010
Case 1:10-cv-02031-DLI -JMA Document 47-8 Filed 06/18/10 Page 3 of Page
4 of

From Siegel Martin

To cainc@sec.gov cainc@sec.gov von Eckartsberg Uta von_EckartsbergU@SEC.GOV


Sent Fri Sep 25 181549 2009
Subject Contact Information

As requested here is the contact information for the six largest customers of Spongetech except for phone
numbers for three of them which will be provided on Sunday. As explained Mr Moskowitz was not in his

office and he was unable in having someone else in the office find the phone numbers because most of

Spongeteche files are in my office or at the photocopier or outside of their normal place in their files as result

of the ongoing document production in response to the SECs subpoenas If Mr Moskowitz is unable to get me
the phone numbers this evening he will come in Sunday to get them He is an observant Jew so he cannot come
into the office tomorrow We are sorry for the slight delay but it was unavoidable The contact information we
have is as follows

Dustin Sullivan Buyer


Walgreen Co
200 Wilmot Road
Deerfield IL 60015
1-800-925-4733

Carlos Vega
Trading
201 South Biscayne Blvd
Miami FL 33131
305-913-7538

Helen Sims
New Century Media
140 East Ridgewood Avenue
Paramus NJ 07652

Even Chin

United Asia Trading


14785 Preston Road
Suite 550
Dallas TX 75254
972 789 5125

Ahmad Elsayeci

Dubai Export Import Company


Faneuil Hall Marketplace
3rd FL

Boston MA 02109

Jim Rogers

Fesco Corp
845 Third Avenue
New York NY 10022

Please contact the undersigned if


you need further information Martin Siegel Esq 212 209-4829

IRS Circular 230 Disclosure To ensure compliance with U.S Treasury Regulations governing tax practice we inform you that

Any U.S tax advice contained in this communication including attachments was not written to be used tor and cannot be used for

purposes ot avoiding any tax related penalties that may be imposed under Federal tax laws or the promotion marketing or recommending

5/11/2010
Case 1:10-cv-02031-DLI -JMA Document 47-8 Filed 06/18/10 Page 4 ofPage
4 of

to another party of any transaction or matter addressed herein

The information contained in this electronic message may be legally privileged and confidential under applicable law and is intended only for

the use of the individual or entity named above If the recipient of this
message is not the above-named intended recipient you are hereby
notified that any dissemination copy or disclosure of this communication is strictly prohibited It
you have received this communication in error

please notity Brown IRudnick LLP 617 856-8200 it dialing from outside the US 001 -61 7-856-8200 and purge the communication

immediately without making any copy or distribution

5/11/2010
Case 1:10-cv-02031-DLI -JMA Document 47-9 Filed 06/18/10 Page 1 of 3

UNITED STATES DISTRICT COURT FOR THE


EASTERN DISTRICT OF NEW YORK

UNITED STATES SECURITIES AND


EXCHANGE COMMISSION

Plaintiff

CV-1O-2031

SPONGETECH DELIVERY SYSTEMS INC


RM ENTERPRISES INTERNATIONAL INC
STEVEN MOSKOWITZ
MICHAEL METTER
GEORGE SPERANZA
JOEL PENSLEY and
JACK HALPERIN

Defendants

Exhibits annexed to and submitted with the

Declaration of Christine Neal

EXHIBIT
Case 1:10-cv-02031-DLI -JMA Document 47-9 Filed 06/18/10 Page 2 of Page
3 of2

von Eckartsberg Uta

From Siegel Martin brownrudnick.com

Sent Tuesday September29 2009 514 PM


To Cain Charles von Eckartsberg Uta

Subject RE Contact Information

apologize for the delay in completing the contact information requested However took longer than
you it

anticipated due to Mr Moskowitzs unavailability Friday afternoon/Saturday as result of his Shabbos observance
and Sunday night/Monday as result of Yom Kippur and the fact that some of the customers were inundated
with telephone calls from bloggers and news media as result of the NY Post article and otherwise and switched

telephone numbers to stop the harassment.Spongetech had to verify with the sales representatives some of

whom are overseas that we were giving you current working numbers

The telephone number for Dubai Export Import Company is 617 973-5122 The telephone number for Fesco
Corp is
646 290-5039

Please call me with any questions Martin Siegel

From Siegel Martin

Sent Friday September 25 2009 616 PM


To cainc@sec.gov von Eckartsberg Uta
Subject Contact Information

As requested here is the contact information for the six largest customers of Spongetech except for phone
numbers for three of them which willbe provided on Sunday. As explained Mr Moskowitz was not in his
office and he was unable in having someone else in the office find the phone numbers because most of
Spongeteche files are in my office or at the photocopier or outside of their normal place in their files as result

of the ongoing document production in response to the SECs subpoenas If Mr Moskowitz is unable to get me
the phone numbers this evening he will come in Sunday to get them He is an observant Jew so he cannot come
into the office tomorrow We are for the sfight delay but it was unavoidable The contact information we
sorry
have is as follows

Dustin Sulfivan Buyer

Walgreen Co
200 Wilmot Road
Deerfield IL 60015
1-800-925-4733

Car/os Vega
Trading
201 South Biscayne Blvd
Miami FL 33131
305-913-7538

Helen Sims
New Century Media
140 East Ridgewood Avenue
Paramus NJ 07652

Even Chin
United Asia Trading

5/11/2010
Case 1:10-cv-02031-DLI -JMA Document 47-9 Filed 06/18/10 Page 3 of Page
3 of

14785 Preston Road


Suite 550
Dallas TX 75254
972 789 5125

Ahmad Elsa yed


Dubai Export Import Company
Faneuil Hall Marketplace
3rd Fl

Boston MA 02109

Jim Rogers
Fesco Corp
845 Third Avenue

New York NY 10022

Please contact the undersigned if


you need further information Martin Siegel Esq 212 209 4829

IRS Circular 230 Disclosure To ensure compliance with U.S Treasury Regulations governing tax practice we inform you that

Any U.S tax advice contained in this communication including attachments was not written to be used for and cannot be used for

of avoiding
purposes any tax related penalties that may be imposed under Federal tax laws or the promotion marketing or recommending
to another party of any transaction or matter addressed herein

The information contained in this electronic message may be legally privileged and confidential under applicable law and is intended only for

the use of the individual or entity named above If the recipient of this message is not the above-named intended recipient you are hereby
notified that any dissemination copy or disclosure of this communication is strictly prohibited If you have received this communication in error

please notify Brown Rudnick LLP 617 856-8200 if dialing from outside the US 001 -61 7-856-8200 and purge the communication

immediately without or distribution


making any copy

5/11/2010
Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 1 of 45

UNITED STATES DISTRICT COURT FOR THE


EASTERN DISTRICT OF NEW YORK

UNITED STATES SECURITIES AND


EXCHANGE COMMISSION

Plaintiff

CV-lO-2031

SPONGETECH DELIVERY SYSTEMS INC


RM ENTERPRISES INTERNATIONAL INC
STEVEN MOSKOWITZ
MICHAEL METTER
GEORGE SPERANZA
JOEL PENSLEY and
JACK HALPERIN

Defendants

Exhibits annexed to and submitted with the

Declaration of Christine Neal

EXHIBIT
Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 2 of 45

orX UNITED STATES


SECURITIES AND EXCHANGE COMMISSION
100 Street N.E
Washington D.C 20549-4631

OF
DIVISION Christine Neal

ENFORCEMENT Branch Chief

Direct dial 202-551-4920


Facsimile 202-772-9233

September 28 2009

VIA FEDERAL EXPRESS

Custodian of Records

New Century Media


do Helen Sims

140 East Ridgewood Avenue


Paramus NJ 07652

Re In the Matter of Spongetech Delivery Systems Inc 110-11156

Dear Sir or Madam

The staff of the Securities and Exchange Commission is conducting an investigation in

the matter identified above The enclosed subpoena has been issued to you as part of this

investigation The subpoena requires you to give us documents and provide sworn testimony

Please note that if


you comply with instructions for producing documents you will not need to

appear for testimony at the indicated time

Please read the subpoena and this letter carefully This letter answers some questions you

may have about the subpoena You should also read the enclosed SEC Form 1662 You must

comply with the subpoena You may be subject to fine and/or imprisonment if you do not

Please preserve until further notice written notice from the Commission staff all

documents and information in your possession custody or control that reflect refer relate or

to the matters described in the Attachment


pertain

Producing Documents

What documents do Ihave to produce

The subpoena requires you to give us the documents described in the attachment to the

subpoena You must provide these documents by Tuesday September 29 2009 The attachment

to the subpoena defines certain terms such as documents before listing what you must

provide to us

Please note that if copies of document differ in any way they are considered separate

documents and you must send each one For example if you have two copies of the same letter
Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 3 of 45

Custodian of Records

New Century Media

September 28 2009
Page

but only one of them has handwritten notes on it you must send both the clean copy and the one
with notes

If you prefer you may send us photocopies of the originals The Commission cannot

reimburse you for the copying costs The copies must be identical to the originals including

even faint marks or print If you choose to send copies you must keep the originals in safe

place The staff will accept the copies for


now but may require you to produce the originals

later

If you 4Q send us photocopies please put an identifying notation on each page of each
document to indicate that it was produced by you and number the pages of all the documents
submitted For example if Jane Doe sends documents to the staff she may number the pages

JD-1 JD-2 JD-3 etc in blank corner of the documents Please make sure the notation and

number do not conceal any writing or marking on the document If you send us originals please

do not add any identifying notations

Do need to send anything else

You should enclose list briefly describing each item you send and where the original

document or record was located e.g Jane Smiths files The list should also state which

paragraphs in the subpoena attachment to which each item responds

You should also include cover letter stating whether you believe you have met your
obligations under the subpoena by searching carefully and thoroughly for everything called for

by the subpoena and sending it all to us

What if do not send everything described in the attachment to the subpoena

The subpoena requires you to send all the documents described in it If for any reason --

including claim of attorney-client privilege --


you do not produce something called for by the

subpoena you should submit list of what you are not producing The list should describe each

item separately noting

its authors
its date
its subject matter
the name of the person who has the item now or the last person known to have it

the names of everyone who ever had the item or copy of it and the names of

everyone who was told the items contents and

the reason you did not produce the item

If you withhold anything on the basis of claim of attorney-client privilege or attorney

work product protection you should also identify the attorney and client involved
Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 4 of 45

Custodian of Records

New Century Media

September 28 2009

Page

Where should send the documents

Please send the documents to

Christine Neal

Branch Chief

U.S Securities and Exchange Commission

Division of Enforcement

100 Street N.E


Washington DC 20549-4631

Fax 202 772-9233

Testifying

Where and when do tes4fy

The subpoena requires you to come to the Commissions offices at 100 F- Street N.E
Washington D.C 20549 on Tuesday September 29 2009 to testify under oath in the matter identified

on the subpoena But as noted above if you comply with all the directions for producing documents
we will not require you to testify at the indicated time We may however require your testimony at

later date

Other Important Information

May have lawyer help me respond to the subpoena

Yes You have the right to consult with and be represented by your own lawyer in this

matter lawyer may also advise and accompany you when you testify We cannot give you
legal advice

What the Commission do with the documents Isend and/or the


will testimony Iprovide

The enclosed SEC Form 1662 includes List of Routine Uses of information provided to

the Commission This form has other important information for you Please read it carefully

Has the Commission determined that anyone has done anything wrong

This investigation is non-public fact-finding inquiry We are trying to determine

whether there have been any violations of the federal securities laws The investigation and the

subpoena do not mean that we have concluded that


you or anyone else has broken the law Also
the investigation does not mean that we have negative opinion of any person entity or

security
Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 5 of 45

Custodian of Records

New Century Media

September 28 2009

Page

have read this letter the subpoena and the SEC Form 1662 but still have questions What

should do

If
you have any other questions you may call me at 202 551-4465 If
you are

represented by lawyer you should have your lawyer contact me

Very truly yours

Christine Neal
Branch Chief

Enclosures Subpoena and Attachment

SEC Form 1662


Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 6 of 45

SUBPOENA

UNITED STATES OF AMERICA


SECURITIES AND EXCHANGE COMMISSION

In the Mailer of Spongetech Delivery Systems Inc 110-11156

To Custodian of Records
New Century Media
do Helen Sims
140 East Ridgewood Avenue
Paramus NJ 07652

YOU MUSt PRODUCE everything specified in the Attachment to this subpoena to

officers of the Securities and Exchange Commission at the place date and time specified below

100 Street N.E Washington D.C 20549 Tuesday September 29 2009 at 500 p.m

YOU MUST TESTIFY before officers of the Securities and Exchan ge Conmilssion at the

place date and time specified below

100 Street N.E Washington D.C 20549 Tuesday September 29 2009 at 500 p.m

FEDERAL LAW REQUIRES YOU TO COMPLY WITH TillS SUBPOENA


Failure to comply may subject you to fine andlor imprisonment

By Date
/zr/z
______________
Christine Neal

U.S Securities and Exchange Commission

Division of Enforcement

100 Street N.E


Washington D.C 20549

202 551-4920

am an officer of the Securities and Exchange Commission authorized to issue subpoenas in this matter

The Securities and Exchange Commission has issued fonnal order authorizing this investigation under

Section 21a of the Securities Exchange Act of 1934


Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 7 of 45

In the Matter of Spongetech Systems Inc HO-11156


Delivery
Attachment to Subpoena New Century Media
to

September 28 2009

Defmitions and Rules of Construction

As used in this request the term document or documents means all records

materials and other tangible forms of expression however and by whomever

created or stored manually mechanically electronically


produced or

otherwise in your possession or custody or subject to your control including


but not limited to papers reports files correspondence notes memoranda
including notes and memoranda of communications or meetings graphs
charts research analyses ledger sheets periodic account statements

confirmations telegrams telexes facsimiles telephone logs checks front and

back drafts for money wire transfer receipts and requests confirmations of

wire or cash transfers deposit slips invoices summaries of interviews

transcripts calendars datebooks worksheets contracts agreements bank

statements videotapes audiotapes and other permanent voice and image


recordings including voice-mail magnetic tapes computer printouts

computer tapes disks compact disks CDs diskettes disk packs and other

electronic media including electronic-mail microfilm microfiche and other

storage devices The term documents includes finished versions and drafts

of documents also includes the document


it original or copy thereof if the

original is not available and all copies that differ in


any respect from the

original

As used in this request the term Spongetech means Spongetech Delivery

Systems Inc and all present and former subsidiaries affiliates predecessors

successors officers directors agents employees shareholders partnerships

general and limited partners thereof and any aliases code names or trade or

business names used by any of the foregoing

As used in this request the term New Century Media means New Century
Media and all
present and former subsidiaries affiliates predecessors

successors officers directors agents employees shareholders partnerships

general and limited partners thereof and any aliases code names or trade or

business names used by any of the foregoing

Communication shall have its general meaning including oral written and

electronic communications

Any shall include all and all shall include any as needed to make the

request
inclusive and not exclusive

As used in this request the term relating means concerning referring to

pertaining to reflecting describing evidencing or constituting


Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 8 of 45

As used in this request the terms and and or shall be construed as both

disjunctive and conjunctive so as to bring within the scope of the attachment

all responsive documents that might otherwise be construed to fall outside of

its scope

As used in this request the singular form of any word includes its plural and

vice versa

If any of the documents called for are not produced for whatever reason
please provide the following information as to each such document the

creators of the document the date that the document was created the

present or last known custodian of the document the subject matter of the

document all
persons or entities known to have been furnished the

document or copies of the document or informed of their substance and

the reason the document is not produced If any document called for is

withheld because of claim of attorney-client privilege in addition to the

above information please identify the attorney and the client involved

Documents To Be Produced

Produce the following documents within your possession custody or control

All documents relating to Spongetech including but not limited to

agreements contracts understandings correspondence electronic mail

reports notes memorandum purchase orders sales orders invoices receipts

journal entries financial statements accounts receivable accounts payable

copies of checks wire transfers account statements sales materials draft and

final press releases records of stock transfers stock certificates and attorney

opinion letters

Documents sufficient to identify the following

The nature of New Century Medias business including but not limited to

business charter bylaws articles of incorporation filings and licenses

All revenues and


expenses of New Century Media for the period January

2008 through the present including but not limited to financial

statements and corporate tax returns

All bank trust and/or brokerage accounts held in the name of New
Century Media for the benefit of New Century Media or over which New
Century Media exercises or has exercised control

All current and former officers directors and employees of New Century
Media by name position or title address and telephone number
Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 9 of 45

All documents relating to any actual proposed or contemplated alteration

modification or destruction of any document responsive to Items 1-2 above

including but not limited to any court order or any corporate policy

practice or procedure related to the maintenance preservation recycling or

destruction of documents
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Case 1:10-cv-02031-DLI -JMA Document 47-10

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Filed 06/18/10 Page 10 of 45
Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 11 ofPage
45 of

Printable Versior
Detailed Results

Enter tracking number

Detailed Results Notifications

Tracking no 862407651974 @En

Del lye red


Initiated Picked up In transit Delivered

Delivered

Signed for by A.CORBIN

Shipment Dates Destination

Ship dui Sep28 2009 nature Proof of DeIivery


Delivery date Sep 29 20 09 937 AM

Shipment Facts

Service type Priority Envelope Delivered to Receptionist/Front Desi

Shipment Travel History

Select time forrr


Select time zone JSelect Lit

All shipment travel activity is displayed in local time for the location

Date/Time Activity Location Details

Sep 29 2009 937 AM Delivered

Sep 29 2009 805 AM On FedEx vehicle for delivery ADDISON TX

Sep 29 2009 701 AM At local FedEx facility ADDISON TX

Sep 29 2009 510AM At dest sort facility DALLAS TX

Sep 29 2009 334 AM Departed FedEx location MEMPHIS TN

Sep 29 2009 1242 AM Arrived at FedEx location MEMPHIS TN

Sep 28 2009 828 PM Left FedEx origin facility WASHINGTON DC

Sep 28 2009 803 PM Picked up WASHINGTON DC Tendered at Fec

FedEx Office

Global Home Small Business Center Service Info About FedEx Investor Relations Careers fedex.com Terms of Use Security Privacy

This site is protected by copyright and trademark laws under US and International law All
rights reserved 1995- 2009 FedEx

http //www.fedex.comiTracking 10/1/2009


oX
Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 12 ofPage
45

Printable Versior
Detailed Results

Enter tracking number

Detailed Results Notifications

Tracking no 862407651996 En

Delivered
Initiated Picked up In transit Delivered

Delivered

Signed for by Signature release on file

Shipment Dates Destination

biH1ii Sep 28 2009 Proof olDeflvery


Delivery date Sep 29 2009 1013 AM

Shipment Facts

Service type Priority Envelope

Shipment Trav History

Select time zone Seleot time forrr


JSelect

All shipment travel aotivity is displayed in local time for the location

Date/Time Activity Location Details

Sep 29 2009 1013 AM Delivered Left at front dooi

delivered to recil

release authoriz

Sep 29 2009 810 AM On FedEx vehicle for delivery MAYW000 NJ

Sep 29 2009 643 AM At local FedEx facility MAYWOOD NJ

Sep 29 2009 511 AM Departed FedEx location NEWARK NJ

Sep 29 2009 1258 AM Arrived at FedEx location NEWARK NJ

Sep 28 2009 828 PM Left FedEx origin facility WASHINGTON DC

Sep 28 2009 803 PM Picked up WASHINGTON DC Tendered at Fec


FedEx Office

Global Home Small Business Center Service Info About FedEx Investor Relations Careers fedex.com Terms of use Security Privacy
This site is protected by copyright and trademark laws under US and International law All
rights reserved 1995- 2009 FedEx

http //www fedex.conilTracking 10/1/2009


Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 13 of 45

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION


100 Street N.E
Washington D.C 20549-4631

OF
DIVISION Christine Neal
ENFORCEMENT Branch Chief
Direct dial 202-551-4920

Facsimile 202-772-9233

September 28 2009

VIA FEDERAL EXPRESS

Custodian of Records

United Asia Trading

do Stephen Chin
14785 Preston Road Suite 550

Dallas TX 75254

Re In the Mailer of Spongetech Delivery Systems Inc 110-11156

Dear Sir or Madam

The staff of the Securities and Exchange Commission is conducting an investigation in

the matter identified above The enclosed subpoena has been issued to you as part of this

investigation The subpoena requires you to give us documents and provide sworn testimony
Please note that if you comply with instructions for producing documents you will not need to

appear for testimony at the indicated time

Please read the subpoena and this letter carefully This letter answers some questions you
may have about the subpoena You should also read the enclosed SEC Form 1662 You must

comply with the subpoena You may be subject to fine and/or imprisonment if
you do not

Please until further notice written notice from the Commission


preserve staff all

documents and information in


your possession custody or control that reflect refer relate or

pertain to the matters described in the Attachment

Producine Documents

What documents do Ihave to produce

The subpoena requires you to give us the documents described in the attachment to the

subpoena You must provide these documents by Tuesday September 29 2009 The attachment

to the subpoena defines certain terms such as documents before listing what you must

provide to us

Please note that if copies of document differ in any way they are considered separate
documents and you must send each one For example if
you have two copies of the same letter
Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 14 of 45

Custodian of Records

United Asia Trading

September 28 2009

Page

but only one of them has handwritten notes on it you must send both the clean copy and the one

with notes

If you prefer you may send us photocopies of the originals The Commission cannot

reimburse you for the copying costs The copies must be identical to the originals including

even faint marks or print If you choose to send copies you keep the originals in safe

place The staff will


accept the copies for now but may require you to produce the originals

later

If you 4 send us photocopies please put an identifying notation on each page of each

document to was produced by you and number the pages of all the documents
indicate that it

submitted For example if Jane Doe sends documents to the staff she may number the pages

JD-1 JD-2 JD-3 etc in blank corner of the documents Please make sure the notation and

number do not conceal any writing or marking on the document If you send us originals please

do not add any identifying notations

Do need to send anything else

You should enclose list briefly describing each item you send and where the original

document or record was located e.g Jane Smiths files The list should also state which

paragraphs in the subpoena attachment to which each item responds

You should also include cover letter stating whether you believe you have met your
obligations under the subpoena by searching carefully and thoroughly for everything called for

by the subpoena and sending it all to us

What if do not send everything described in the attachment to the subpoena

The subpoena requires you to send 41 the documents described in it If for any reason --

including claim of attorney-client privilege --


you do not produce something called for by the

subpoena you should submit list of what you are not producing The list should describe each

item separately noting

its authors
its date
its subject matter
the name of the person who has the item now or the last person known to have it

the names of everyone who ever had the item or copy of it and the names of

everyone who was told the items contents and

the reason you did not produce the item

If you withhold anything on the basis of claim of attorney-client privilege or attorney

work product protection you should also identify the attorney and client involved
Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 15 of 45

Custodian of Records

United Asia Trading

September 28 2009
Page

Where should Isend the documents

Please send the documents to

Christine Neal

Branch Chief

U.S Securities and Exchange Commission

Division of Enforcement

100 Street N.E


Washington DC 20549-4631

Fax 202 772-9233

Testifying

Where and when do tes4fiy

The subpoena requires you to come to the Commissions offices at 100 Street N.E
Washington D.C 20549 on Tuesday September 29 2009 to testify under oath in the mailer identified

on the subpoena But as noted above if you comply with all the directions for producing documents
we will not require you to testify at the indicated time We may however require your testimony at

later date

Other Important Information

May have lawyer help me respond to the subpoena

Yes You have the right to consult with and be represented by your own lawyer in this

matter lawyer may also advise and accompany you when you testify We cannot give you
legal advice

What will the Commission do with the documents Isend and/or the testimony Iprovide

The enclosed SEC Form 1662 includes List of Routine Uses of information provided to

the Commission This form has other important information for you Please read it carefully

Has the Commission determined that


anyone has done anything wrong

This investigation is non-public fact-finding inquiry We are trying to determine

whether there have been any violations of the federal securities laws The investigation and the

subpoena do not mean that we have concluded that you or anyone else has broken the law Also
the investigation does not mean that we have negative opinion of any person entity or

security
Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 16 of 45

Custodian of Records

United Asia Trading

September 28 2009

Page

have read this letter the subpoena and the SEC Form 1662 but still have questions What

should do

If you have any other questions you may call me at 202 551-4465 If
you are

represented by lawyer you should have your lawyer contact me

Very truly yours

Christine Neal
Branch Chief

Enclosures Subpoena and Attachment

SEC Form 1662


Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 17 of 45

SUBPOENA

UNITED STATES OF AMERICA


SECURITIES AND EXCHANGE COMMISSION

In the Mailer of Spongetech Delivery Systems Inc HO-11156

To Custodian of Records

United Asia Trading

do Stephen Chin
14785 Preston Road Suite 550

Dallas TX 75254

Iii YOU MIJST PRODUCE everything specified in the Attachment to this subpoena to

officers of the Securities and Exchange Commission at the place date and time specified below

100 Street N.E Washington D.C 20549 Tuesday September 29 2009 at 500 p.m

tEE YOU MUST TESTIFY before officers of the Securities and Exchari ge Commission at the

place date and time specified below

100 Street N.E Washington D.C 20549 Tuesday September 29 2009 at 500 p.m

FEDERAL LAW REQUIRES YOU TO COMPLY WITH THIS SUBPOENA


Failure to comply fine
may subject you to and/or imprisonment

By
Christine Neal
Date
_________
U.S Securities and Exchange Commission

Division of Enforcement

100 Street N.E


Washington D.C 20549

202 551-4920

am an officer of the Securities and Exchange Commission authorized to issue subpoenas in this matter
The Securities and Exchange Commission has issued formal order authorizing this investigation under

Section 21a of the Securities Exchange Act of 1934


Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 18 of 45

In the Matter of Spongetech Delivery Systems Inc HO-11156


Attachment to Subpoena to United Asia Trading

September 28 2009

Definitions and Rules of Construction

As used in this request the term document or documents means all records

materials and other tangible forms of expression however and by whomever

created produced or stored manually mechanically electronically or

otherwise in possession or custody or subject to control including


your your
but not limited to papers reports files correspondence notes memoranda
including notes and memoranda of communications or meetings graphs
charts research analyses ledger sheets periodic account statements

confirmations telegrams telexes facsimiles telephone logs checks front and

back drafts for money wire transfer receipts and requests confirmations of
wire or cash transfers deposit slips invoices summaries of interviews

transcripts calendars datebooks worksheets contracts agreements bank

statements videotapes audiotapes and other permanent voice and image


recordings including voice-mail magnetic tapes computer printouts

computer tapes disks compact disks CD5 diskettes disk packs and other

electronic media including electronic-mail microfilm microfiche and other

storage devices The term documents includes finished versions and drafts

of documents it also includes the original document or copy thereof if the

original is not available and all copies that differ in


any respect from the

original

As used in this request the term Spongetech means Spongetech Delivery

Systems Inc and all present and former subsidiaries affiliates predecessors

successors officers directors agents employees shareholders partnerships

general and limited partners thereof and any aliases code names or trade or

business names used by any of the foregoing

As used in this request the term United Asia Trading means United Asia

Trading and all present and former subsidiaries affiliates predecessors

successors officers directors agents employees shareholders partnerships

general and limited partners thereof and any aliases code names or trade or

business names used by any of the foregoing

Communication shall have its general meaning including oral written and

electronic communications

Any shall include all and all shall include any as needed to make the

request inclusive and not exclusive

As used in this request the term relating means concerning referring to

pertaining to reflecting describing evidencing or constituting


Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 19 of 45

As used in this
request the terms and and or shall be construed as both

disjunctive and conjunctive so as to bring within the scope of the attachment

all responsive documents that might otherwise be construed to fall outside of


its
scope

As used in this request the singular form of any word includes its plural and

vice versa

If
any of the documents called for are not produced for whatever reason
please provide the following information as to each such document the

of the document the date that the document was created the
creators

present or last known custodian of the document the subject matter of the

document all
persons or entities known to have been furnished the

document or copies of the document or informed of their substance and

the reason the document is not produced If any document called for is

withheld because of claim of attorney-client privilege in addition to the

above information please identify the attorney and the client involved

Documents To Be Produced

Produce the following documents within your possession custody or control

All documents relating to Spongetech including but not limited to

agreements contracts understandings correspondence electronic mail

reports notes memorandum purchase orders sales orders invoices receipts

journal entries fmancial statements accounts receivable accounts payable

copies of checks wire transfers account statements sales materials draft and

final press releases records of stock transfers stock certificates and attorney

opinion letters

Documents sufficient to identify the following

The nature of United Asia Tradings business including but not limited to

business charter bylaws articles of incorporation filings and licenses

All revenues and expenses of United Asia Trading for the period January

2008 through the present including but not limited to financial

statements and corporate tax returns

All bank trust and/or brokerage accounts held in the name of United Asia
Trading for the benefit of United Asia Trading or over which United Asia

Trading exercises or has exercised control

All current and former officers directors and employees of United Asia

Trading by name position or title address and telephone number


Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 20 of 45

All documents relating to any actual proposed or contemplated alteration

modification or destruction of any document responsive to Items 1-2 above


including but not limited to court order or
any any corporate policy

practice or procedure related to the maintenance preservation or


recycling

destruction of documents
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Case 1:10-cv-02031-DLI -JMA Document 47-10

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or

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Address

Ta packoae be held ace PedEr PedRo eddeeee hero Fedlehcetee hop


eeqoeer epeeitir locater price

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CredeCerdhe

Telal Packages Total Telal Declared Valeet


State ZIP Weight
city
TX
.00

lirreederhiat see
tberliebibepb orlessyoodeelere higherrelee beebterdetehc.Epedegheehirbhlyeoegoeesdre

0364996576 eeeoiee eerddereeethebeekrldriederhilerdirtherererrPedhstereiee eoideirelrdirseerrrethatlrreeeoliebilhy


Filed 06/18/10 Page 21 of 45

Residential Delivery Signature Options lipoocoquire eigreaereieheckbirocere

Na Indirect
Sigeatere .Alirect Signature Sieaalare
heoeere etreciprerte tire one it eeoilebfe or
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519
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at ut
Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 22 of 45

Printable Versior
Detailed Results

Enter tracking number

Detailed Results Notifications

Tracking no 862407651974

De ilve red
Initiated Picked In transit Delivered
up

Delivered

Signed for by A.CORBIN

Shipment Dates Destination

Ship date Sep 28 2009 gnature Proof of Delivery t2

Delivery date Sep 29 2009 937 AM

Shipment Facts

Service type Priority Envelope Delivered to Receptionist/Front Des

Shipment Travel History

Select time Select time folrr


zone JSelect

All shipment travel activity is


displayed in local time for the location

DatelTime Activity Location Details

Sep 29 2009 37 AM Delivered

Sep 29 2009 805 AM On FedEx vehicle for delivery ADDISON TX

Sep 29 2009 701 AM At local FedEx facility ADDISON TX

Sep29 2009 510AM At dest sort facility DALLAS TX

Sep 29 20093 34 AM Departed FedEx location MEMPHIS TN

Sep 29 2009 1242 AM Arrived at FedEx location MEMPHIS TN

Sep 28 2009 828 PM Left FedEx origin facility WASHINGTON DC

SeP 28 2009 803 PM Picked up WASHINGTON DC at Fec


jTendered
FedEx Office

Global Home Small Business Center Service Info About FedEx Investor Relalions Careers fedex.com Terms of Use Security Pnvacy
This site is protected by copyright and trademark laws under US and International law All
rights reserved 1995- 2009 FedEx

http//www.fedex.comlTracking 10/1/2009
Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 23 of 45

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
\t 100 Street N.E
Wa8hlngton D.C 20549-4831

DIVISIONOF Christine Neal

ENFORCEMENT Branch ChIef

DIrect dIal 202-551-4920


FacsImile 202-T72-9233

September 28 2009

VIA FEDERAL EXPRESS

Custodian of Records

Dubai Export Import Company

c/o Abmad Elsayed

Faneuil Hall Marketplace 31t1 Floor

Boston MA 02109

Re In the Matter of Spongetech Delivery Systems Inc 110-11156

Dear Sir or Madam

The staff of the Securities and Exchange Commission is conducting an investigation in

the matter identified above The enclosed subpoena has been issued to
you as part of this

investigation The subpoena requires you to give us documents and provide sworn testimony
Please note that if you comply with instructions for producing documents you will not need to

appear for testimony at the indicated time

Please read the subpoena and this letter carefully This letter answers some questions you

may have about the subpoena You should also read the enclosed SEC Form 1662 You must

comply with the subpoena You may be subject to fine and/or imprisonment if
you do not

Please preserve until further notice written notice from the Commission staff all

documents and information in or control that or


your possession custody reflect refer relate

pertain to the matters described in the Attachment

Producing Documents

What documents do have to produce

The subpoena requires you to give us the documents described in the attachment to the

subpoena You must provide these documents by Tuesday September 29 2009 The attachment

to the subpoena defines certain terms such as documents before listing what you must

provide to us

Please note that if copies of document differ in any way they are considered separate

documents and you must send each one For example if you have two copies of the same letter
Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 24 of 45

Custodian of Records

Dubai Export Import Company

September 28 2009

Page

but only one of them has handwritten notes on it you must send both the clean copy and the one
with notes

If you prefer you may send us photocopies of the originals The Commission cannot

reimburse you for the copying costs The copies must be identical to the originals including

even faint marks or print If you choose to send copies you keep the originals in safe

place The staff will accept the copies for now but may require you to produce the originals

later

If you send us photocopies please put an identifying notation on each page of each

document to indicate that it was produced by you and number the pages of all the documents
submitted For example if Jane Doe sends documents
staff she may number the pages
to the

JD-l JD-2 JD-3 etc in blank corner of the documents Please make sure the notation and
number do not conceal any writing or marking on the document If you send us originals please

do not add any identifying notations

Do need to send anything else

You should enclose list briefly describing each item you send and where the original

document or record was located e.g Jane Smiths files The list should also state which

paragraphs in the subpoena attachment to which each item responds

You should also include cover letter stating whether you believe you have met your
obligations under the subpoena by searching carefully and thoroughly for everything called for

by the subpoena and sending it all to us

What if do not send everything described in the attachment to the subpoena

The subpoena requires you to send all the documents described in it If for any reason --

including claim of attorney-client privilege --


you do not produce something called for by the

subpoena you should submit list of what you are not producing The list should describe each
item separately noting

its authors
its date
its subject matter
the name of the person who has the item now or the last person known to have it

the names of everyone who ever had the item or copy of it and the names of
everyone who was told the items contents and

the reason did not produce the item


you

If you withhold anything on the basis of claim of attorney-client privilege or attorney

work product protection you should also identify the attorney and client involved
Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 25 of 45

Custodian of Records

Dubai Export Import Company


September 28 2009

Page

Where should Isend the documents

Please send the documents to

Christine Neal

Branch Chief

U.S Securities and Exchange Commission

Division of Enforcement
100 Street N.E
Washington DC 20549-4631

Fax 202 772-9233

Testifying

Where and when do testifr

The subpoena requires you to come to the Commissions offices at 100 Street N.E
Washington D.C 20549 on Tuesday September 29 2009 to testify under oath in the mailer identified

on the subpoena But as noted above if you comply with all the directions for producing documents

we will not require you to testify at the indicated time We may however require your testimony at

later date

Other Important Information

May have lawyer help me respond to the subpoena

Yes You have the right to consult with and be represented by your own lawyer in this

matter lawyer may also advise and accompany you when you testify We cannot give you
legal advice

What will the Commission do with the documents Isend and/or the testimony Iprovide

The enclosed SEC Form 1662 includes List of Routine Uses of information provided to

the Commission This form has other important information for you Please read it
carefully

Has the Commission determined that


anyone has done anything wrong

This investigation is non-public fact-finding inquiry We are trying to determine

whether there have been any violations of the federal securities laws The investigation and the

subpoena do not mean that we have concluded that you or anyone else has broken the law Also
the investigation does not mean that we have negative opinion of any person entity or

security
Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 26 of 45

Custodian of Records

Dubai Export Import Company


September 28 2009

Page

have read this letter the subpoena and the SEC Form 1662 but still have questions What

shouldldo

If you have any other questions you may call me at 202 551-4465 If you are

represented by lawyer you should have your lawyer contact me

Very truly yours

Christine Neal

Branch Chief

Enclosures Subpoena and Attachment


SEC Form 1662
Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 27 of 45

SUBPOENA

UNITED STATES OF AMERICA


SECURITIES AND EXCHANGE COMMISSION

In the Mailer of Syongetech Delivery Systems Inc 110-11156

To Custodian of Records

Dubai Export Import Company


do Ahmad Elsayed

Faneuil Hall Marketplace Floor

Boston MA 02109

LEE YOU MUST PRODUCE everything specified in the Attachment to this subpoena to

officers of the Securities and Exchange Conmiission at the place date and time specified below

100 Street N.E Washington D.C 20549 Tuesday September 29 2009 at 500 p.m

LEE YOU MUST TESTIFY before officers of the Securities and Exchange Commission at the

place date and time specified below

100 Street N.E Washington D.C 20549 Tuesday September 29 2009 at 500 p.m

FEDERAL LAW REQUIRES YOU TO COMPLY WITH THIS SUBPOENA


Failure to comply may subject you to fine andlor imprisonment

By
1ta Christine Neal
4L0/ Date __________
U.S Securities and Exchange Commission
Division of Enforcement

100 Street N.E


Washington D.C 20549

202 551-4920

am an officer of the Securities and Exchange Commission authorized to issue subpoenas in this matter

The Securities and Exchange Commission has issued formal order authorizing this investigation under

Section 21a of the Securities Exchange Act of 1934


Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 28 of 45

In the Mailer of Spongetech Delivery Systems Inc HO-11156


Attachment to Subpoena to Dubai Export Import Company

September 28 2009

Defmitions and Rules of Construction

As used in this request the term document or documents means all records

materials and other tangible forms of expression however and by whomever

created produced or stored manually mechanically electronically or

otherwise in your possession or custody or subject to your control including


but not limited to papers reports files correspondence notes memoranda
including notes and memoranda of communications or meetings graphs
charts research analyses ledger sheets periodic account statements

confirmations telegrams telexes facsimiles telephone logs checks front and

back drafts for money wire transfer receipts and requests confirmations of

wire or cash transfers deposit slips invoices summaries of interviews

transcripts calendars datebooks worksheets contracts agreements bank

statements videotapes audiotapes and other permanent voice and image


recordings including voice-mail magnetic tapes computer printouts

computer tapes disks compact disks CD5 diskettes disk packs and other
electronic media including electronic-mail microfilm microfiche and other

storage devices The term documents includes finished versions nd drafts

of documents it also includes the original document or copy thereof if the

original is not available and all copies that differ in any respect from the

original

As used in this request the term Spongetech means Spongetech Delivery

Systems Inc and all present and former subsidiaries affiliates predecessors

successors officers directors agents employees shareholders partnerships

general and limited partners thereof and any aliases code names or trade or

business names used by any of the foregoing

As used in this request the term Dubai Export Import Company means

Dubai Export Import Company and all


present and former subsidiaries

affiliates predecessors successors officers directors agents employees


shareholders partnerships general and limited partners thereof and any
aliases code names or trade or business names used by any of the foregoing

Communication shall have its general meaning including oral written and
electronic communications

Any shall include all and all shall include any as needed to make the

request inclusive and not exclusive

As used in this request the term relating means concerning referring to

pertaining to reflecting describing evidencing or constituting


Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 29 of 45

As used in this
request the terms and and or shall be construed as both

disjunctive and conjunctive so as to bring within the scope of the attachment

all responsive documents that might otherwise be construed to fall outside of

its
scope

As used in this request the singular form of any word includes its plural and

vice versa

If
any of the documents called for are not produced for whatever reason
please provide the following information as to each such document the

creators of the document the date that the document was created the

present or last known custodian of the document the subject matter of the

document all
persons or entities known to have been furnished the

document or copies of the document or informed of their substance and

the reason the document is not produced If any document called for is

withheld because of claim of attorney-client privilege in addition to the

above information please identify the attorney and the client involved

Documents To Be Produced

Produce the following documents within your possession custody or control

All documents relating to Spongetech including but not limited to

agreements contracts understandings correspondence electronic mail

reports notes memorandum purchase orders sales orders invoices receipts

journal entries financial statements accounts receivable accounts payable

copies of checks wire transfers account statements sales materials draft and

final press releases records of stock transfers stock certificates and attorney

opinion letters

Documents sufficient to identify the following

The nature of Dubai Export Import Companys business including but not

limited to business charter bylaws articles of incorporation filings and

licenses

All revenues and expenses of Dubai Export Import Company for the

period January 2008 through the present including but not limited to

financial statements and corporate tax returns

All bank trust and/or brokerage accounts held in the name of Dubai

Export Import Company for the benefit of Dubai Export Import

Company or over which Dubai Export Import Company exercises or has

exercised control

All current and former officers directors and employees of Dubai Export

Import Company by name position or title address and telephone


Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 30 of 45

number

All documents relating to any actual proposed or contemplated alteration

modification or destruction of any document responsive to Items 1-2 above


including but not limited to any court order or any corporate policy
practice or procedure related to the maintenance preservation recycling or

destruction of documents
FecEx USA/rN/I B624 0765 2000
Express

From 4a Service to l9flbs


Please end hard Express Package Packages
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See bee most he checked

Campasy yihaJ Epcrs-4- rii4-- EtCiEi Xseraneohad pers5aeiamdon Dr%b%5N tees ....__s...._....._......kg
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Cedetard Ne Dane

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ZIP Weight
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Case 1:10-cv-02031-DLI -JMA Document 47-10

________ ________
tounliebleyis eiradreelsunlaouysu desiaraehigheneeiua.5ae baokenndeneilo.Byeuegvriedrrbsnysoegeemara
eesisa eondssnsenanabaohoithioyinhill aedindue oomnanrFedEsserurea eoidaineiodiogannoeheieuneundehdny
0284896576
Residential Delivery Signature Options eysumguiee eeignesonacheekolnaeaenindhaot

No irect Indirect
Signatere Sigeatare Siansatnire

smesea aeeaoiplanla oeeeneiesuatahiear


Reqsired
ha \5addeaseenayeignson fl raoiplanle address esmeena
Li FaoMge leh
may
eetheunebraninga are naighhodng addraeamay
519
fsinueni.Feeelree
sign Fardeloeny Pee apyhes
elsnasunefendeliuery

Fee Dane lsge.pansmssDtsusnsusDgoe FedEjeFRINTED IN 55.5.555


Filed 06/18/10 Page 31 of 45
01
Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 32 ofi-age
45

Printable Versiot
Detailed Results

Enter tracking number

Detailed Results Notifications

Tracking no 862407652000 @En

Delivered a_____
Initiated Picked up In transit Delivered

Delivered

Signed for by C.VIERA

Dates Destination
Shipment

SNp dateT Sep 28 2009 SignatuoofofDeHvery


Delivery date Sep 29 2009 1020 AM

Shipment Facts

Service type Priority Envelope Delivered to Receptionist/Front Des

Shipment Travel History

Select time forrr


Select time zone lSelect

All sfi travel activity is diselaved in local time for the location

Date/Time Activity Location Details

Sep 29 2009 1020 AM Delivered

Sep 29 2009 804 AM At dest sort facility


EAST BOSTON MA

Sep 29 2009 747 AM On FedEx vehicle for delivery SOUTH BOSTON MA

Sep 29 2009 704 AM At local FedEx facility


SOUTH BOSTON MA

Sep 29 2009 1258 AM Arrived at FedEx location NEWARK NJ

Sep 28 2009 828 PM Left FedEx origin facility WASHINGTON DC

Sep 28 2009 803 PM Picked up WASHINGTON DC Tendered at Fec

IFedEx Office

Global Home Small Business Center Service Info About FedEx Investor Relations Careers fedex com Terms of Use Security Pnvacy
This site is protected by copyright and trademark laws under US and International law All
rights reserved 1995- 2009 FedEx

http//www.fedex.com/Tracking 10/1/2009
Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 33 ofPage
45 ot

EspaPol Customer Support FedEx Locations JSearch Go

Package/Envelope Freight Expedited Office/Print Services

Ship Track Manage Business Solutions

http //www.fedex.comlTracking 10/1/2009


Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 34 of 45

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION


100 Street N.E

Washington D.C 20549-4831

DMSION OF Christine Neal

ENFORCEMENT Branch Chief


Direct dial 202-551-4920
Facsimile 202-772-9233

September 28 2009

VIA FEDERAL EXPRESS AND FACISMILIE 305.913.1301

Custodian of Records

Trading
do Carlos Vega
201 Biscayne Boulevard
Suite 2800

Miami FL 33131

Re In the Matter of Spongetech Delivery Systems Inc 110-11156

Dear Sir or Madam

The staff of the Securities and Exchange Commission is conducting an investigation in

the matter identified above The enclosed subpoena has been issued to you as part of this

investigation The subpoena requires you to give us documents and provide sworn testimony
Please note that if
you comply with instructions for producing documents you will not need to

appear for testimony at the indicated time

Please read the subpoena and this letter carefully This letter answers some questions you

may have about the subpoena You should also read the enclosed SEC Form 1662 You must

comply with the subpoena You may be subject to fine and/or imprisonment if
you do not

Please preserve until further notice written notice from the Commission staff all

documents and information in your possession custody or control that reflect refer relate or

pertain to the matters described in the Attachment

Producing Documents

What documents do Ihave to produce

The subpoena requires you to give us the documents described in the attachment to the

subpoena You must provide these documents by Tuesday September 29 2009 The attachment
Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 35 of 45

Custodian of Records

Trading

September 28 2009

Page

to the subpoena defines certain terms such as documents before listing what you must

provide to us

Please note that if copies of document differ in


any way they are considered separate

documents and you must send each one For example if you have two copies of the same letter

but only one of them has handwritten notes on it you must send both the clean copy and the one

with notes

If
you prefer you may send us photocopies of the originals The Commission cannot

reimburse you for the copying costs The copies must be identical to the originals including

even faint marks or print If


you choose to send copies you must keep the originals in safe

place The staff will accept the copies for now but may require you to produce the originals

later

If you send us photocopies please put an identifying notation on each page of each
document to indicate that it was produced by you and number the pages of all the documents
submitted For example if Jane Doe sends documents to the staff she may number the pages

JD-l JD-2 JD-3 etc in blank corner of the documents Please make sure the notation and

number do not conceal any writing or marking on the document If


you send us originals please

do not add any identifying notations

Do need to send anything else

You should enclose list briefly describing each item you send and where the original

document or record was located e.g Jane Smiths files The list should also state which

paragraphs in the subpoena attachment to which each item responds

You should also include cover letter stating whether you believe you have met your
obligations under the subpoena by searching carefully and thoroughly for everything called for

by the subpoena and sending it all to us

What if Ido not send everything described in the attachment to the subpoena

The subpoena requires you to send Ji the documents described in it If for


any reason --

including claim of attorney-client privilege -- you do not produce something called for by the

subpoena you should submit list of what you are not producing The list should describe each

item separately noting

its authors
its date
its subject matter
the name of the person who has the item now or the last person known to have it
Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 36 of 45

Custodian of Records

Trading

September 28 2009

Page

the names of everyone who ever had the item or copy of it and the names of

everyone who was told the items contents and

the reason did not produce the item


you

If
you withhold anything on the basis of claim of attorney-client privilege or attorney

work product protection you should also identify the attorney and client involved

Where should Isend the documents

Please send the documents to

Christine Neal

Branch Chief
U.S Securities and Exchange Conmssion

Division of Enforcement

100 Street N.E


Washington DC 20549-4631
Fax 202 772-9233

Testifying

Where and when do tes4i5

The subpoena requires you to come to the Commissions offices at 100 Street N.E
Washington D.C 20549 on Tuesday September 29 2009 to testify under oath in the matter identified

on the subpoena But as noted above if


you comply with all the directions for producing documents
we will not require you to testify at the indicated time We may however require your testimony at

later date

Other Important Information

May have lawyer help me respond to the subpoena

Yes You have the right to consult with and be represented by your own lawyer in this

matter lawyer may also advise and accompany you when you testify We cannot give you
legal advice

What will the Commission do with the documents Isend and/or the testimony Iprovide

The enclosed SEC Form 1662 includes List of Routine Uses of information provided to

the Commission This form has other important information for you Please read it carefully
Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 37 of 45

Custodian of Records

Trading

September 28 2009

Page

Has the Commission determined that anyone has done anything wrong

This investigation is non-public fact-finding inquiry We are trying to determine

whether there have been any violations of the federal securities laws The investigation and the

subpoena do not mean that we have concluded that


you or anyone else has broken the law Also
the investigation does not mean that we have negative opinion of any person entity or

security

have read this letter the subpoena and the SEC Form 1662 but still have questions What

should Ido

If you have any other questions you may call me at 202 551-4465 If
you are

represented by lawyer you should have your lawyer contact me

Very truly yours

Christine Neal
Branch Chief

Enclosures Subpoena and Attachment

SEC Form 1662


Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 38 of 45

SUBPOENA

UNITED STATES OF AMERICA


SECURITIES AND EXCHANGE COMMISSION

In the Matter of Spongetech Delivery Systems Inc 110-11156

To Custodian of Records

Trading

do Carlos Vega
201 Biscayne Boulevard Suite 2800

Miami FL 33131

YOU MUST PRODUCE everything specified in the Attachment to this subpoena to

officers of the Securities and Exchange Commission at the place date and time specified below

100 Street N.E Washington D.C 20549 Tuesday September 29 2009 at 500 p.m

YOU MUST TESTIFY before officers of the Securities and Exchange Commission at the

place date and time specified below

100 Street N.E Washington D.C 20549 Tuesday September 29 2009 at 500 p.m

FEDERAL LAW REQUIRES YOU TO COMPLY WITH THIS SUBPOENA


Failure to comply may subject you to fine andlor imprisonment

By
Christine Neal
Date ________
U.S Securities and Exchange Commission

Division of Enforcement

100 Street N.E


Washington D.C 20549
202 551-4920

am an officer of the Securities and Exchange Commission authorized to issue subpoenas in this matter

The Securities and Exchange Commission has issued fonnal order authorizing this investigation under

Section 21a of the Securities Exchange Act of 1934


Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 39 of 45

In the Matter of Spongetech Delivery Systems Inc HO-11156


Attachment to Subpoena to Trading

September 28 2009

Definitions and Rules of Construction

As used in this request the term document or documents means all records

materials and other tangible forms of expression however and by whomever

created produced or stored manually mechanically electronically or

otherwise in your possession or custody or subject to your control including


but not limited to papers reports files correspondence notes memoranda
including notes and memoranda of communications or meetings graphs

charts research analyses ledger sheets periodic accoui3t statements

confirmations telegrams telexes facsimiles telephone logs checks front and

back drafts for money wire transfer receipts and requests confirmations of

wire or cash transfers deposit slips invoices summaries of interviews

transcripts calendars datebooks worksheets contracts agreements bank

statements videotapes audiotapes and other permanent voice and image

recordings including voice-mail magnetic tapes computer printouts

computer tapes disks compact disks CDs diskettes disk packs and other
electronic media including electronic-mail microfilm microfiche and other

storage devices The term documents includes finished versions and drafts

of documents it also includes the original document or copy thereof if the

original is not available and all copies that differ in any respect from the

original

As used in this request the term Spongetech means Spongetech Delivery

Systems Inc and all present and former subsidiaries affiliates predecessors

successors officers directors agents employees shareholders partnerships

general and limited partners thereof and any aliases code names or trade or

business names used by any of the foregoing

As used in this request the term Trading means Trading and all

present and former subsidiaries affiliates predecessors successors officers

directors agents employees shareholders partnerships general and limited

partners thereof and any aliases code names or trade or business names used

by any of the foregoing

Communication shall have its general meaning including oral written and

electronic communications

Any shall include all and all shall include any as needed to make the

request inclusive .and not exclusive

As used in this request the term relating means concerning referring to

pertaining to reflecting describing evidencing or constituting


Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 40 of 45

As used in this request the terms and and or shall be construed as both

disjunctive and conjunctive so as to bring within the scope of the attachment


all responsive documents that might otherwise be construed to fall outside of

its scope

As used in this request the singular form of any word includes its plural and
vice versa

If of the documents called for are not produced for whatever


any reason
please provide the following information as to each such document the

creators of the document the date that the document was created the

present or last known custodian of the document the subject matter of the

document all persons or entities known to have been furnished the

document or copies of the document or informed of their substance and

the reason the document is not produced If


any document called for is

withheld because of claim of attorney-client privilege in addition to the

above information please identify the attorney and the client involved

Documents To Be Produced

Produce the following documents within your possession custody or control

All documents relating to Spongetech including but not limited to

agreements contracts understandings correspondence electronic mail

reports notes memorandum purchase orders sales orders invoices receipts

journal entries financial statements accounts receivable accounts payable

copies of checks wire transfers account statements sales materials draft and

final press releases records of stock transfers stock certificates and attorney

opinion letters

Documents sufficient to identify the following

The nature of Tradings business including but not limited to


business charter bylaws articles of incorporation filings and licenses

All revenues and expenses of Trading for the period January 2008
through the present including but not limited to financial statements and

corporate tax returns

All bank trust and/or brokerage accounts held in the name of

Trading for the benefit of Trading or over which Trading


exercises or has exercised control

All current and former officers directors and employees of Trading

by name position or title address and telephone number


Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 41 of 45

All documents relating to any actual proposed or contemplated alteration

modification or destruction of any document responsive to Items 1-2 above


including but not limited to any court order or any corporate policy
or procedure related to the maintenance preservation recycling or
practice

destruction of documents
OQ1
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DIVISION OV ENFORCEMENT
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Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 43 of 45

TX REPORT

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TX/RX NO 1311
DESTINATION TEL 13059131301
DESTINATION ID

ST TIME 09/29 1048


TIME USE 02 28
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U.S SECURITIES
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100 Street N.E
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aamemFedleasrenaOa/de/nolud/ngnerrsndre//motoanlrebdrny
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Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 45 ofPage
45

Printable Versior
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Sep 29 2009 955 AM Delivered

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Sep 29 2009 743 AM At local FedEx facility MIAMI FL

Sep 29 2009 605 AM At dest sort facility MIAMI FL

Sep 29 2009 343 AM Departed FedEx location MEMPHIS TN

Sep 29 2009 1242 AM Arrived at FedEx location MEMPHIS TN

Sep 28 2009 828 PM Left FedEx origin facility WASHINGTON DC

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This site is protected by copyright and trademark laws under US and International law All rights reserved 1995- 2009 FedEx

http//www.fedex.conilTracking 10/1/2009
Case 1:10-cv-02031-DLI -JMA Document 47-11 Filed 06/18/10 Page 1 of 2

UNITED STATES DISTRICT COURT FOR THE


EASTERN DISTRICT OF NEW YORK

UNITED STATES SECURITIES AND


EXCHANGE COMMISSION

Plaintiff

CV-1O-2031

SPONGETECH DELIVERY SYSTEMS INC


RM ENTERPRISES INTERNATIONAL INC
STEVEN MOSKOWITZ
MICHAEL METTER
GEORGE SPERANZA
JOEL PENSLEY and
JACK HALPERIN

Defendants

Exhibits annexed to and submitted with the

Declaration of Christine Neal

EXHIBIT
I-fl
46g

1000 USAirbill Tract 8.L24


FEX Express
Number
07L5 201
Th em ramnaaarat tnt ItnnininnYm TaarnaTtra
Iran
FromJsportio.
862407652000
nse Date .uC-- 6/ Fedtxlracking Number

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Phone
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SECUR ITI Es EXOHANOF CONII
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100 ST NE
Address
Case 1:10-cv-02031-DLI -JMA Document 47-11

Daptjnuerfuura/naeer

WASHINGTON State DC ZIP 2C5492OOi


Yir Internal Reference
Billing

To

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Company Lt4 vV1Otk itpt1


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Filed 06/18/10 Page 2 of 2

Total Total
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Credo Card Auth

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No Indirect
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nec Dare ttt6.ParttIte2taucreaa_t eIe.aaja
Case 1:10-cv-02031-DLI -JMA Document 47-12 Filed 06/18/10 Page 1 of 4

UNITED STATES DISTRICTCOURT FOR THE


EASTERN DISTRICT OF NEW YORK

UNITED STATES SECURITIES AND


EXCHANGE COMMISSION

Plaintiff

CV-1O-2031

SPONGETECH DELIVERY SYSTEMS INC


RM ENTERPRISES INTERNATIONAL INC
STEVEN MOSKOWITZ
MICHAEL METTER
GEORGE SPERANZA
JOEL PENSLEY and
JACK HALPERIN

Defendants

Exhibits annexed to and submitted with the

Declaration of Christine Neal

EXHIBIT
Case 1:10-cv-02031-DLI -JMA Document 47-12 Filed 06/18/10 Page 2 of 4

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C 20549

September 29 2009
DIVISION OF
ENFORCEMENT

Oren Azar Esq

Waigreen Co
200 Wilmot Road
Deerfield IL 60015

Re In the Matter of Spongetech Delivery Services Inc HO-i 1156

Dear Mr Azar

As we discussed yesterday the staff is conducting formal non-public

investigation in the matter referenced above In connection with this investigation the

staff requested that Waigreen provide the staff with access to Walgreen employee Dustin

Sullivan and produce certain documents Waigreen agreed to cooperate with the

investigation and made Mr Sullivan available for voluntary telephone interview with

the staff yesterday afternoon During our interview Mr Sullivan identified documents
that may be relevant to our inquiry and we requested that Walgreen voluntarily produce

these documents to the staff In addition we request that Walgreen voluntarily provide

all documents identified in response to Attachment to this letter by October 2009

This investigation is non-public fact-finding inquiry We are trying to

determine whether there have been any violations of the federal securities laws The

investigation and this letter request do not mean that we have concluded that Walgreen or

anyone else has broken the law Also the investigation does not mean that we have
negative opinion of any person entity or security

If
you have any questions regarding this matter please contact me at 202 551-

4920

Sincerely

Chnstine Neal

Branch Chief

Enclosures Attachment
SEC Form 1662
Case 1:10-cv-02031-DLI -JMA Document 47-12 Filed 06/18/10 Page 3 of 4

In the Matter of Spongetech Delivery Systems Inc HO-11156


Attachment

Waigreen Co
September 29 2009

Definitions and Rules of Construction

As used in this request the term document or documents means all records

materials and other tangible forms of expression however and by whomever

created produced or stored manually mechanically electronically or

otherwise in possession or custody or subject to your control including


your
but not limited to papers reports files correspondence notes memoranda

including notes and memoranda of communications or meetings graphs


charts research analyses ledger sheets periodic account statements

confirmations telegrams telexes facsimiles telephone logs checks front and

back drafts for money wire transfer receipts and requests confirmations of

wire or cash transfers deposit slips invoices summaries of interviews

transcripts calendars datebooks worksheets contracts agreements bank

statements videotapes audiotapes and other permanent voice and image


recordings including voice-mail magnetic tapes computer printouts

computer tapes disks compact disks CD5 diskettes disk packs and other

electronic media including electronic-mail microfilm microfiche and other

storage devices The term documents includes finished versions and drafts

of documents it also includes the original document or copy thereof if the

original is not available and all copies that differ in any respect from the

original

As used in this request the term Spongetech means Spongetech Delivery

Systems Inc and all present and former subsidiaries affiliates predecessors

successors officers directors agents employees shareholders partnerships

general and limited partners thereof and any aliases code names or trade or

business names used by any of the foregoing

As used in this
request the term Walgreen means Walgreen Co and all

present and former subsidiaries affiliates predecessors successors officers

directors agents employees shareholders partnerships general and limited

partners thereof and any aliases code names or trade or business names used

by any of the foregoing

Communication shall have its general meaning including oral written and

electronic communications

Any shall include all and all shall include any as needed to make the

request inclusive and not exclusive

As used in this request the term relating means concerning referring to

pertaining to reflecting describing evidencing or constituting


Case 1:10-cv-02031-DLI -JMA Document 47-12 Filed 06/18/10 Page 4 of 4

As used in this
request the terms and and or shall be construed as both

disjunctive and conjunctive so as to bring within the scope of the attachmcnt


all responsive documents that might otherwise be construed to fall outside of

its scope

As used in this request the singular form of any word includes its plural and

vice versa

If
any of the documents called for are not produced for whatever reason
please provide the following information as to each such document the

creators of the document the date that the document was created the

present or last known custodian of the document the subject matter of the

document all
persons or entities known to have been furnished the

document or copies of the document or informed of their substance and

the reason the document is not produced If


any document called for is

withheld because of claim of attorney-client privilege in addition to the

above information please identif\j the attorney and the client involved

Documents To Be Produced

Produce the following documents within your possession custody or control

All documents relating to Walgreen purchase sale distribution or return of

Spongetech products including but not limited to contracts


agreements
understandings correspondence electronic mail reports notes memorandum

purchase orders sales orders invoices receipts journal entries financial

statements accounts receivable accounts payable copies of checks wire

transfers account statements sales materials and draft and final


press

releases and

All documents to actual or


relating any proposed contemplated alteration

modification or destruction of
any document responsive to Item above
including but not limited court order or
to any any corporate policy

practice or procedure related to the maintenance preservation recycling or

destruction of documents
Case 1:10-cv-02031-DLI -JMA Document 47-13 Filed 06/18/10 Page 1 of 30

UNITED STATES DISTRICTCOURT FOR THE


EASTERN DISTRICT OF NEW YORK

UNITED STATES SECURITIES AND


EXCHANGE COMMISSION

Plaintiff

CV-1O-2031

SPONGETECH DELIVERY SYSTEMS INC


RM ENTERPRISES INTERNATIONAL INC
STEVEN MOSKOWITZ
MICHAEL METTER
GEORGE SPERANZA
JOEL PENSLEY and
JACK HALPERIN

Defendants

Exhibits annexed to and submitted with the

Declaration of Christine Neal

EXHIBIT
Page of
Case 1:10-cv-02031-DLI -JMA Document 47-13 Filed 06/18/10 Page 2 of 30

Neal Christine

From Oren.AzarWalgreens.com

Sent Tuesday September 29 2009 425 PM

To Neal Christine

Subject In the Matterofspongetech Delivery Services Inc HO-11156

Attachments Sullivan Correspondence file.pdf SpongeTech marketing materials part .pdf SpongeTech marketing
materials part 2.pdf

Dear Ms Neal

Please find attached three PDF files containing the following documents as follow up to our discussions of yesterday and this

morning

Assorted correspondence between Walgreen Co and SpongeTech or their agents

Marketing materials regarding SpongeTech cleaning products dated November 2008 divided into two PDF files

Please let me know if


you have any difficulty opening or reading any of the attachments As mentioned on the phone just now
we are working on locating the purchase order relating to our order from SpongeTech and advise you once it has been located

Thanks

Oren

Oren Azar

Director Corporate Acquisitions Law


Walgreen Co
847-3 5-803 office
847-942-9403 cell

attachments are intended the use of the intended and may be covered by the attorney
This message and any for recipients only

client and other privileges Any unauthorized disclosure copying distribution or use of the contents of this message or any

attachments is
prohibited If
you have received this message in error please notify the sender immediately and delete the original

5/11/2010
Case 1:10-cv-02031-DLI -JMA Document 47-13 Filed 06/18/10 Page 3 of 30

Barry Kolevzon To cDustin.Sullivanwalgreens.com


cbarryspongetech.com
cc Andrew Eckstein candyeck@mrndsprrng.com
PM
clei
06/08/20 09 0604 symoskowitz@msn.com cgreenwich4@aol.com

bcc

Subject Spongetech update to Waigreens

History This has been to


message replied

Dear Dustin

The Spongetech sales are ramping upward as driven by the warmer weather and Spongetech

increasing advertising campaign We are on an advertising spending rate of $3 million every months

or roughly $250000 per week which should keep Spongetech as one of the widely seen ASTV spots
We have increased our spending for advertising in TV Spots nationally on cable and satellite and we
have also added CNBC TV spots In Jordan Whitney for the w.e 6/3/09 Spongetech was ranked 11 on

the Top Sixty Direct Response Spots and in the Top Short Form Retail Products In the MS for the

w.e 5/29/09 Spongetech was ranked near the top of the chartplacing We continue to review

and revise the TV Spots to improve their effectiveness

In addition Spongetech is either sponsor and/or advertising in 28 of the 30 major league baseball

teams in their home parks with signage and/or virtual signage behind home plate

These efforts will take some weeks to catch on and we feel that your sales will likewise increase Our

spending switch has been turned on and increased sales will follow

We very much appreciate your patience and your faith in us as well as your comments and we are

looking to continue to advertise and work with Walgreens

We remain confident that given our increased spending on TV and with the warmer weather that our

sales at Walgreens will escalate tremendously..

We are truly open to your suggestions

Regards

Barry Kolevzon

Spongetech Delivery Systems Inc


10 W33rd Street Suite 518

New York NY 10001

212-695-7850 x205

Cell 646-339-1941

212-695-9342

www.spongetech.com
This email including any attachments may contain information that is protected by law as privileged and

confidential and is transmitted for the sole use of the intended recipient If
you are not the intended recipient

you are hereby notified that any use dissemination copying or retention of this email or the information

contained herein is
strictly prohibited if
you have received this email in error please immediately notify the
Case 1:10-cv-02031-DLI -JMA Document 47-13 Filed 06/18/10 Page 4 of 30

sender by telephone or reply email and permanently delete this email from your system Thank you
Case 1:10-cv-02031-DLI -JMA Document 47-13 Filed 06/18/10 Page 5 of 30

Andrew Eckstein To Michael.Koenitz-HudacWalgreenscom


andyeckmindspring.com
cc Dustln.Sulllvan@walgreens.com letmark@aol.com
07/20/2009 1159 AM Barry Kolevzon cbarryspongetech.com
bce

Subject Spongetech RA Information

History This has been to


message replied

Michael

Please see the return information for Spongetech

Please let me know if


you have any questions

Thanks
AE

WHSC

From Mordy Goldstein


Sent Thursday July 16 2009 510 PM
To Michael Koenitz-H udac@walgreens.com
Cc andyeck@mindspring.com Barry Kolevzon Ieirnark@aol.com

Subject GRA

Please use RGA M371 609

Please return to

Ship-right Solutions

165 Pleasant Ave


So Portland ME 04106-6252

Please Ship via CH Robinson- third party freight to Spongetech

RCA for Auto pack 504103

Mordy Goldstein

Spongetech Delivery Systems Inc

10 W33rd Street Suite 518

New York NY 10001

212-695-7850 x214

347-226-7214

212-695-9342

mordy@spongetech.com

Spongeleiecft
CW4Q ma/rn WMPfE
This email including any attachments may contain information that is protected by law as privileged and confidential and is
Case 1:10-cv-02031-DLI -JMA Document 47-13 Filed 06/18/10 Page 6 of 30

transmitted the sole use of the intended are not the intended you are
for recipient If
you recipient hereby notified that
any use
dissemination copying or retention of this email or the information contained herein is
strictly prohibited If
you have received this

email in error please immediately notify the sender by telephone or reply email end permanently delete this email from your

system Thank you


Case 1:10-cv-02031-DLI -JMA Document 47-13 Filed 06/18/10 Page 7 of 30

Andrew Eckstein To cDustin.SuIIivan@waIgreens.com

andyeckmindspring.com cMichael.Koenitz-HudacWalgreens.com
CC Barry Kolevzon cbarryspongetech.com
03/17/2009 0114 PM
eimarkaoLcom
bcc

Subject Spongetech End of Season-- Waigreens Programs--3-17-09

Hello Dustin and Michael RE-Sponge Tech

hope all is wellAs you indicated last week you wanted me to get back to you with the following

regarding SpongeTech

In speaking to Barry Kolevzon VP of Sales---- am pleased to confirm the following

New Item TagCost $7500 for the entire Chain-SpongeTech endorses this programPlease have the

new item tags created as part of the product launch

End of Season Return and Markdown

SpongeTech and Walgreens will mutually agree to determine when the product should be marked down
from $9.99 to $4.99 for the 60-day period Waigreens will maintain its profit margins and SpongeTech

will accept the markdown which is difference between the old cost and the new cost which reflects

the new retailwhile Waigreens preserves its


margins

In addition at the end of the 60-day cycle SpongeTech will take back any unsold productfreight

prepaid from one location

New Business Initiatives----

As importantly to agreeing to these two conditions SpongeTech wants to know how they can help drive

the business at WalgreensThey want to know if


they can be part of the Managers Choice program
and if
you think it would be wise for them to be part of the coupon programIn addition they want to

know if there are other sales vehicles that they might want to consider

Dustinthis is vendor who wants to step up to the plate and develop its business with Waigreens

as quickly as possibleas you can see they are not adverse to investing to help build the business

We look forward to your thoughts on this subject

Sincerely

Andrew Eckstein

Wide Horizons Sales Corp


andyeckmindspring.com

516-236-7471
Case 1:10-cv-02031-DLI -JMA Document 47-13 Filed 06/18/10 Page 8 of 30

Spongtb AEtC5 iiV

Dustin Sullivan

Wa lgreens

200 Wilmot Road

Deerfield IL 60015

December 15 2008
Dear Dustin

Following are the details you requested for the Spongetech Car Wash System Pack Combo
roll-out with Walgreens

Spongetech
Unit UPC 681062 504103 Car Wash System Pack Combo

Unit Cost $6.00

MSRP $9.99

Freight FOR Spongetech Warehouses

Freight collect

Terms Net 60 clays

With hold-back provision with terms to be discussed and finalized

Pay on scan for Spongetechb for the 2009 with option to review and potentially

change this for future seasons

Advertising 5%
Must include proof of performance

Exit Strategy Guaranteed sale terms to be discussed

Media Plan Advertising began in M1th2008 and continues currently and in the future in

calendar year 2009 Spongetech is


planning to spend $15 million in marketing and

brand recognition for TV Spots radio commercials sponsorships promotions


trade shows etc partial listing of these programs is included below In 2008
Spongetech spent $6 million

First ship date February 2009

Sincerely

Steven Moskowftz

COO

13 33td Street Suite 601 212-695-7850

New York NY 10001-3000 www.spangCtech.com 21.2 6% 9312

Publicly Traded Cornprny symbol SPNG


Sponge ecii AMER CAS CLEANING CGMPANY

Cleaning Products
Case 1:10-cv-02031-DLI -JMA Document 47-13

Car Children Pet Home-Tub Tile

November 2008
Spongetech DeUvery Systems Inc Publicly Traded Company symbol OTC SPNG.O3 212-695-7850
Filed 06/18/10 Page 9 of 30

43 33 Street Suite 600 212-695-9342

New York NY 10001 www.spongetech.com infospongetech.com

Spongith fAtP OUPJi


Branding Advertising P.rograms
IL
TV Spots nationally on variety of cable and satellite channels Advertising SpongeTechs
Car Cleaning Care Products i.e Car Sponge Detail Degreaser Sponge and the Eliminator1M Chamois p1

in all 50 states
TV Spots nationally on variety of cable and channels Advertising Spongetechs
Uncle Normans Pet Bath Sponge Care products launching two new commercials one 60-second spot and one

2-minute spot for its Uncle Normans Pet Sponge and expected to reach over 100000000 homes
SNY SportsNet New York-Advertising on NY Mets baseball team cable network for the Straws Key with Darryl

Strawberry with insights on the NY Mets

Yes Yankee Entertainment and Sports Network sponsor of SpongeTech commercials throughout the day and night
YES Network for Fall/Winter Sports Seasons as sponsor of This Week in Football in October 2008-09
YES Network for Fall/Winter Sports Seasons as sponsors of the Mike Francesa Show and The NFL Report with

Mike Francesa

The Price is Right TV show appearance of the Spongetech Car Cleaning System on April 30 2008 May 14 2008 and
July2008
Five Star Entertainment one of the largest production companies in the SpongeTechs
country has selected
Case 1:10-cv-02031-DLI -JMA Document 47-13

Car Care products to be featured on daily morning talk show called The Balancing Act on July 11 2008 and July

18 2008 at 700AM on the Ufetime channel


Five Star Entertainment one of the largest production companies in the country has selected SpongeTechs
Uncle Normans7M Pet Bath Care products to be featured on daily morning tlk show called The Balancing Act on
August 2008 at 720 AM on the Lifetime channel

Five Star Entertainment one of the largest production companies in the country has selected SpongeTechs
Child Care i.e Puddle to be featured on talk show called The Balancing Act in
Pals7M products daily morning
September 2008 on the Lifetime channel

Five in
Star Entertainment one of the largest production companies the country has selected SpongeTechs
Gold Bar Tub Tile Cleaning System7M products to be featured on daily morning talk show called The Balancing

Act on October 2008 on the Lifetime channel

Boston Red Soxs7M New England Sports Network NESN TV the first of the television ads will aired on September 2008

prior to the Boston Red Soxs game against Texas Rangers and additional promotional spots aired again on September
Filed 06/18/10 Page 10 of 30

2008 prior to the game between the Red Sox and the Tampa Bay Rays

SpongeiiCh LWLCJJ UrnL WPAAI


Radio
Sirius Radio sponsor Howard Stern The Mad Dog Bubba The Love Bug and on NASCAR programs
CBS Radio radio broadcast in four major
began airing promotional advertising of the Auto Wash and Wax System
markets The five-week radio ad campaign schedule began October 27 2008 and will continue throughout the

2008 professional football basketball and hockey seasons for commercials for sports during the winter sports

season for cities in the USA to include Boston-Patriots professional NFL football and Bruins NHL hockey Chicago-

Bears professional NFL football Detroit-Lions professional NFL football and Red Wings professional NHL hockey and

Philadelphia-Eagles professional NFL football Flyers professional NHL hockey and 76ers professional NBA

basketball

WCBS 2008 season radio sponsorship for Spongetech advertising during broadcasts on the NY Yankees with radio

advertising time beginning in June 27 2008 through October of 2008


WFAN-AM division of CBS Corp Radio sponsor of the NY Yankees baseball Managers Report by Joe Girardi and the NY

Mets baseball Managers Report by Jerry Manuel on the Mike and the Mad Dog Radio Show
BusinessTalkRadio Network and LifestyleTalkRadio National Radio advertising on national radio networks on

Network with 1400 stations nationally

Steve Crowleys American Scene Radio Show on BusinessTalkRadio Network and LifestyleTalkRadio interviews with

Spongetech CEO Michael Metter

Licensees
Case 1:10-cv-02031-DLI -JMA Document 47-13

SpongeTechDelivery Systems Inc partners with Nickelodeon Viacom Consumer Products for licensed products
Americas Cleaning CompanyTM to begin nationwide sales of SpongeBob SquarePants Dora the Explorer and Go
Diego Go Childrens Bathing and Sunscreen Sponges Celebrating SpongeBob SquarePants Tenth Anniversary this

will be the first time the Phenomenon Appears as Soap-Infused Sponge SpongeTech Delivery
Pop Culture
Systems Inc has partnered with Nickelodeon Viacom Consumer Products NVCP to bring SpongeBob

from the television screen to bathtubs and beaches in


SquarePants the form of soap- and sunscreen-infused

sponges for kids This partnership for nationwide production and sales not only includes the beloved SpongeBob
which celebrates its in but two other animated Nickelodeon
SquarePants tenth anniversary 2009 popular

characters Dora the Explorer and Go Diego Go


Filed 06/18/10 Page 11 of 30

SpongeThVh
flM CJI
__

Sponsorship
NY IslanderstM Hockey team Season Sponsor for the 2008-09 season
NY RangerstM Hockey team Season Sponsor for the 2008-09 season
NY KnickstM Basketball Team Season Sponsor for the 2008-09 season
NY YankeestM Season Sponsor for the 2008 season with July 28 2008 Promotion Day Marquee Clock signage outside

stadium and Concourse banner in stadium

NY MetstM Season Sponsor 2008 season with May 13 2008 Promotion Day large on-field signs
T.J Bell-Driver in Truck NASCAR Craftsman Truck Series in November 2008
Phoenix AZ Race
Brooklyn CyclonesTM 2008 Season NY Mets Class baseball Farm team in island NY with Promotion
Sponsor Coney Day
and outfield signage Jul 13 2008
Baseball All-Star Game and the Home Run Derby had SpongeTechR Delivery Systems Inc signs at Yankee Stadium They
will keep our presence there for the nation to see

Charity

Spongelech Delivery Systems Inc to Donate to The Darryl Strawberry Foundation on Autism

Multiple Sclerosis Bike Ride in New York City on October 2008 to raise in Bike
money sponsored part for the Spongetech
Team
Darryl Strawberry Foundation for Children and Families Affected By Autism Sponsor Annual Golf Outing August 25
2008
Case 1:10-cv-02031-DLI -JMA Document 47-13

Bio-Diesel truck Caravan Sponsorship with Auburn University/RES Coast to Coast Tour ending October 17 2008 to

promote cleaner energy by drive across the country

Donated to Helen Woodward Animal Center for the Spooktacular pet Halloween parade held on October 25 2008
Donating $100 for each hockey goat scored by the New York islanders hockey team ith 50% to the Islanders Childrens

Foundation and 50% to the Darryl Strawberry Foundation for Autism


Donated to the ASPCA Animal Shelter on Long Island New York

Print

Coupon inserts for Auto Wash Wax System for mail order magazines

Spongetech flyers mailed to private homes


Filed 06/18/10 Page 12 of 30

SpongSith AVLC41 CfJJAC ccjE


Product Promotion

Green Month promotion by Spongetech with special sale on the Spongetech Green Sponge in AM-NY
Fathers Day Promotion for special sale of Car Sponge for Dad in AM-NY on Spongetech website
Yankee Promotion Day- July 28 2008 at Yankee Stadium NY with Ad-Ride bicycles with Spongetech Banners
4th of July 2008 giveaway of Car Wash Wax Sponge in AM-NY newspaper on Spongetech website

QVC appearance on April 2008

Other

Investor Relations has been retained to serve as its investor relations and relations firm in order to
Group IRG public

achieve in the financial and media communities


greater recognition

R.F Co retained Consultant in business strategies


Lafferty to assist Spongetech
Case 1:10-cv-02031-DLI -JMA Document 47-13
Filed 06/18/10 Page 13 of 30

Spong3$
--

SpongeTech 2008-09 Retail TV Spots


10/2006

Advertiser Spongetech Delivery Syatema Inc Flight Dates 9/2009

Products Spongetech Cleaning Products

Soft Roll-Out Eat Full Roll-Out

Cast Month October08 November08 December08 January 09 February 09 March 09

Week 29 132027 101724 152229 12 19 26 16 23 1623


30 Budget 25 25 25 25 SD 100 100 100 75 75

120 Budget SD 50 50 50 50 50 25 SD 50 50 SD 75 75 50 50 50 25 25 25 25 25

Monthly Media TV $100 225000 $200000 $125000 $325 000 $575000


000

20DB $t25000

Cast Month 09 June09 09 09 er 09


April May09 July uguat Septernb

30 13 20 27 29 13 14 27 31 14 21
Week 11 lB 25 15 22 10 17 24

30 75 25 75 75 75 75 75 75 25 75 75 75 25 100 100 100 100 100 100 100 100 50 25 SO SD


Budget 75

120 Budget 25 25 25 25 25 25 25 25 25 25 25 25 25 25 25 25 25 25 25 25 25 25 25

Monthly Media TV $350000 $425000 $400000 $400000 $625000 $250000

2009 -$3475000
Holiday Dates 11/27- Thanksgiving 12/25 Christmaa i/i New years 4/12 Easter 5/25 Memorial Day 7/4 md Day 9/7 Labor Day

Sample Networka
Case 1:10-cv-02031-DLI -JMA Document 47-13

fl8 AI TNT
ID
lZflEsTiGAtIePi
ac
Me4
SuPeRSTATION ITh as2465WEKOWDaAMA
DIREC
yj
Fi
chiller
______
cnn Discovery tH
SCIENCE
NATIONAL
GEOGRAPHICTM

THATS MY COUNTRr
Filed 06/18/10 Page 14 of 30

eawStrn

Spong
Case 1:10-cv-02031-DLI -JMA Document 47-13 Filed 06/18/10 Page 15 of 30

2008 Season Sponsorship


York Mets
New
--
SpongJfl
ta
4% 4% 4% Case 1:10-cv-02031-DLI -JMA Document 47-13

New York Mets Shea Stadium on Sunday June 29 2008


Filed 06/18/10 Page 16 of 30

Sponaeith
AWtl411/1MG
/M/
..aaaaaaaaanaaaacaa

41$U V\
Case 1:10-cv-02031-DLI -JMA Document 47-13
Filed 06/18/10 Page 17 of 30

NY Yankees Marquee Clock 2008 Season Sponsor

Spongeli2h
LKIflCAj CEJJFC CC$PA$
IS
Case 1:10-cv-02031-DLI -JMA Document 47-13

2008-09 Season Sponsor


Filed 06/18/10 Page 18 of 30

NY Rangers Madison Square Garden

to
SpongeTh
1WtVC43 CIA$KG CCUPIs
SpongeWhcom
Wac$wp
San
Case 1:10-cv-02031-DLI -JMA Document 47-13

Bell sponsored in the NASCAR Craftsman Truck Series at

Phoenix AZ on November 2008


Filed 06/18/10 Page 19 of 30

Spongdklh 11
Case 1:10-cv-02031-DLI -JMA Document 47-13 Filed 06/18/10 Page 20 of 30

tI

12
Car Cleaning Products
a__a

Spongelich CSXPAYE
CREARIRIA
AMERICAS
Case 1:10-cv-02031-DLI -JMA Document 47-13 Filed 06/18/10 Page 21 of 30
fl

Sponge7Th COVUKI
CCCIRIIIC
AVIZICAS
fl

Pack Sponge Ki1


Americas Cleaning Companytm

by Spongelech
Pack Sponge Kit

Packed iKit

Weight 0.7 Pound

Kit Dimensions
13 1/4x8 3/4x1 7/8

Master Box Dimensions


24 Kits per Master

24 24 10

Pallet Load
Master Boxes 20
Case 1:10-cv-02031-DLI -JMA Document 47-13

pack Sponge Kit

Contains Auto Sponge Detail Sponge EIiminator Chamois

Item Number
Kit 681062-S04004

Step Wash Wax System Up to Uses per Sponge

Inc 212-695-7850
ongeTKt1 De4NerySytems
43 west
st St Ste 600 212-695-9342

New Yct NY tOO WN.tIctt1.ocn

V4
Filed 06/18/10 Page 22 of 30

14 Nt
Spongesech 4WflIC4 CCEARrG CGnT
MN fl

Display Shipper-3 Pack Sponge Ki


Americas Cleaning Company by Spongetech

Pre-packed

Display Shipper
Packed 24 of Pack Sponge Kit

Weight Per Display 27 Pounds

Display Shipper Setup


72 20 19

Shipper Box Dimensions


44 19

Pallet Load/53Trailer Load

Pallet Cube 4337 Cases Per Layer

Layers Per Pallet Cases Per Pallet 10

Pallets Per 53 Trailer 52


Case 1:10-cv-02031-DLI -JMA Document 47-13

Pack Sponge Kit 24 Shipper


per Display
Contains Auto Sponge Det ail Hi-Tech thamois
Sponge

Item Number Display Shipp 24 Kits 681062-505100

Step Wash Wax System Up to Uses per Sponge

Spcngnm Deilvety Systems nc 212-E5-78SO


43 weEt 33 Street Sine 212-Eg54342

Neayoct NY tD1
NW.BSclWt
Filed 06/18/10 Page 23 of 30

SpongeT1fh
iWEICic CEJtl$ CCd1NT
aaaaanana
Car Wash System-3 Pack Combc
Americas Cleaning Company by Spongetech@

Car Wash System Pack Combo in carton


Packed Pack Combo contains

Wash Wash Sponge


Detail Degreaser Sponge
Eliminators Chamois

Weight 0.2 pounds

Carton Dimensions

5/8 5/8

Shipper Box Dimensions


16 15 13 36 Car Wash System Pack Combo
Case 1:10-cv-02031-DLI -JMA Document 47-13

Pallet Load/53Trailer Load

Cube 1.95 Cases Per Layer

Layers Per Pallet Cases Per Pallet 18

Pallets Per 53 Trailer 52

Item Number 681062-504103


SpongJJj
Spongc trA1sTrilv LtIfyr

Spongeteth DelFerySysems inc nw srmeiecftcc 212-595-7650

43ant 33 SUeet Stflte EOD 212-695-9342


Nes Yo NY IXCI

Vt
Filed 06/18/10 Page 24 of 30

SpongsTdh 16
JYEIICA CLIJXIIS CCMJ.VT
._

Car Wash Wax Spong


Americas Cleaning Company by Spongetech

Car Wash Wax Sponge


Packed
Weight Per Package 0.3 pounds

Car Wash Wax Sponge Dimensions


112 318 1/8

Master Box Dimensions


12x9x14

Pallet Load/53Trailer Load


Cube/Pallet 32.75 Cases Per Layer 26
Layers Per Pallet Cases Per Pallet 52
Case 1:10-cv-02031-DLI -JMA Document 47-13

Pallets Per 53 Trailer 52

Item Number 681 062-501003

Soap Wash Built-In-Just Add Water-Up to Washes-Patented-Earth Friendly

SpongSiS .tvcauw rK.W

Spongetecti DeIey Systeits inc


New Yak NY 10001 212-595-7650

43 test Street SuIte 500 s00nSkccm F212-fg5-342

vi
Filed 06/18/10 Page 25 of 30

17

Spongqn
Case 1:10-cv-02031-DLI -JMA Document 47-13 Filed 06/18/10 Page 26 of 30

44 44444 44 44444

Job
Date 5/11/2010
Time 54627 PM
Detail Degreaser Sponge for Carj
Americas Cleaning Company by Spongetech

Detail Degreaser Sponge


Packed
Weight Per Package 0.1 pounds

Detail Degreaser Sponge Dimensions


57/8 318

Master Box Dimensions


13 12 13 for 66 Detail Degreaser Sponges

Pallet Load/53Trailer Load


Cube per Master Box 1.05 Cases Per Layer 26
Layers Per PaLlet Cases Per Pallet 52
Pallets Per 53 Trailer 52 123552 Detail Degreaser SporigeslTL
Case 1:10-cv-02031-DLI -JMA Document 47-13

Item Number 681062-502000

Soap Degreaser Built-In Just Add Water Multile Washes


Earth Friendly

SpongIEi
.Z.W TV

0agetecR oeivwy Sytnn Uic

Nes Ycfl NY 10001 212-695-7860


43 aest 33 Sireet Suite 600 ww$pasLcO 212-595-9342

rj
Filed 06/18/10 Page 27 of 30

18

Spongie%h AMIflCfl C1AMIW_ CGJP


EliminatorTM Chamois for Cars
Americas Cleaning Company by Spongetech

EliminatorTM Chamois
Packed
Weight Per Package 0.1 pounds

EliminatortM Chamois Dimensions


13518 10 7/16 1/16

Master Box Dimensions


13 12 13 for 66 Eliminator Chamois

Pallet LoadJ53Trailer Load


Cube/Master Box 1.05 Cases Per Layer 26
Layers Per Pallet Cases Per Pallet 52
Pallets Per 53 Trailer 52 123552 Eliminator Chamois/TL
Case 1:10-cv-02031-DLI -JMA Document 47-13

Item Number 681062-503007

Spongekabi avrj Utcill Z4t

Absorbs 1200% of Its Weight in Water Dries Shines No Towels Needed


Patented Earth Friendly

spongetecn Oeviey Sys1ts Inc

New Ycrt NY 10001 212-695-7350

43 Lest 334 Street SuIte 600 ew.SLXfxleteuItcoIll 212-695-1342

vi
Filed 06/18/10 Page 28 of 30

19

SpongfijRh
fl

Display Shipper-Car Wash System- Pack Combol


Americas Cleaning Company by Spongetech0

Display Shipper
Pre-Packed 36 of the Car Wash System-3 pack Combo cartons

Weight Per Display 27

Display Shipper Setup


5-8 20 12

Shipper Box Dimensions


21 31 36 of the Car Wash System-3 Pack Combo

Pallet Load/53Trailer Load

Cube 3.39 Cases Per Layer


Case 1:10-cv-02031-DLI -JMA Document 47-13

Layers Per Pallet Cases Per Pallet 10

Pallets Per 53 Trailer 52

Item Number 681062-505209

Dtlveiy Sysleus lnc wn tsom 212-595-7650


ongacn
43snt33StreetSutte 600 212-695-9342

PaYca NY 10001 naevt


vi
Filed 06/18/10 Page 29 of 30

20

SpongeiechA4EC1$ UJAR CQWPXT


Case 1:10-cv-02031-DLI -JMA Document 47-13 Filed 06/18/10 Page 30 of 30

21
fl

Product Line
Child Bath

Spongetech COMPINT
ChAINS
ANERIC
Approx

4jtt nuntt1

sponges

Approx
Add Water
Squeeze to Release Gentle Soap
Case 1:10-cv-02031-DLI -JMA Document 47-14

Sponges
Sponges
Filed 06/18/10 Page 1 of 34

flk

SpongeThth AW2111 fltA WING COMPAffI


Case 1:10-cv-02031-DLI -JMA Document 47-14 Filed 06/18/10 Page 2 of 34

23
Line
Pet

Product

Spongeiech COMPANY
CLENJM$
AXEEIC4
55 Case 1:10-cv-02031-DLI -JMA Document 47-14
Filed 06/18/10 Page 3 of 34

Spongetech Delivery Systems Inc

43 West 33rd Street Suite 600


New York NY 10001 24
SpongeWdii
AHLPCXS C5EANIM COHPASI
212695.7850 P1212.695.9342
Traded
Publicly Cumpan symbol SPNG
SPonacnath
fl

Uncle NormansTM Pet Bath Sponjjej


Americas Cleaning CompanyTM by Spongeteth

Uncle NormansTM Pet Bath Sponge


Packed
PtI
can
Weight Per Package 0.2 pounds

Uncle Normans Pet Bath Sponge Dimensions


638 1/2

Master Box Dimensions


14 12 12 contains 56 Uncle Normans Pet Bath Sponges

Pallet Load/53Trailer Load


Cube 55.58 Cases Per Layer 12
Layers Per Pallet Cases Per Pallet 60
Pallets Per 53 Trailer 52 174j20 Uncle Normans pet Sponges
Case 1:10-cv-02031-DLI -JMA Document 47-14

Item Number 681062-601109

Spongiiith AMEbrS tLSI MiiY

shampoo Conditioner and Odor Inhibitor Built-In Just Add Water Paraben Free

ongetecfl 0Ivey 3ysnm Inc

New Yock NY 10001 21 2-SYE-785c1

43 ant at Steet SLnte ECO wnoetecltcwn 212-5954342


Filed 06/18/10 Page 4 of 34

25
Spongelih
ARIRICAg CLELN15 COhP4Xr
ispIay Shipper-U ncle NormanstM Pet Sponge
Americas Cleaning Company by Spongetech

Display Shipper
Per-Packed 80 of the Uncle Normans Pet Sponges

Weight Per Display 17

Display Shipper Setup


58 21 18

Shipper Box Dimensions


31 21 80 Uncle Normans1 Pet Sponges

Pallet Load/53Trailer Load

Cube- Display Shipper 3.20 Cases Per byer


Layers Per Pallet Cases Per Pallet 10
Case 1:10-cv-02031-DLI -JMA Document 47-14

Pallets Per 53 Trailer 52 41600 Uncle Normans1 Pet Sponges

Item Number 681062-607002

Spongeli4Ethi
CWT CrniI 4iWI1$

Scongrt.ch Ddlvery S.vItwn Inc wwawarloetechza/n

New Yort NO WCCI 2U-695-5347

43 west 3CStreet Lute GOD irtocriertediwrm ZS2-G9$t341


Filed 06/18/10 Page 5 of 34

Vt

26
SpongeWihANFRICAS CLA RI/IF CO/IF/RI
Case 1:10-cv-02031-DLI -JMA Document 47-14

Gold Bar Tub Tile Cleaning SystemTM

Product Line
Filed 06/18/10 Page 6 of 34

27
Spongeiith
AMERICAS CICAMI1IS COMPARE
Gold bar Tub Tile Cleaner

House cleaning...scrubbing in the bathroom area..

dreaded task for most of but it is


cleaning us job that

simply needs to be get done Do not Use on Acrylic Tubs

Tiles or Shower Enclosures Spongetech has found way


to help maximize this house cleaning with timesaving
Gold Bar Tub Tile Cleaning System7M

The Eliminator7M Chamois

Can dry the tub and tile and holds up to 1200% of its own
weight when wet
Case 1:10-cv-02031-DLI -JMA Document 47-14

Pack Combo- Gold Bar Tub Tile Cleaner and

Eliminator7M Chamois

The Tub Tile Cleaner is preloaded with powerful degreaser

and detergent soap built-in inhibits bacteria growth in the

sponge and can be used for multiple washes Just add water

it is The Eliminator7M
and squeeze out and ready to use

Chamois can dry the tub and tile and holds up to 1200% of its

own weight
Filed 06/18/10 Page 7 of 34

28
SpongeTiZth xuras CLAffJHG COMANr
Cleaning Products

care
1$
Case 1:10-cv-02031-DLI -JMA Document 47-14

Car Children Pet Home Tub Tile

i1
November 2008
Spongetech Delivery Systems Inc Publicly Traded Company symbol OTC SPNG.OB 212-695-7850

43 33 Street Suite 600 212-695-9342


Filed 06/18/10 Page 8 of 34

New York NY 10001 www.spongetech.com infospongetech.com

29
SpongeiIRh AlUM/CA C/Elk//ic C//I/AM
Case 1:10-cv-02031-DLI -JMA Document 47-14 Filed 06/18/10 Page 9 of 34 Page of

Neal Christine

From Oren.AzarWaIgreens.com

Sent Wednesday September 30 2009 104 PM

To Neal Christine

Subject Additional documents from Walgreens

Attachments Purchase Orders Part 1.pdf Purchase Orders Part 2.pdf

Christine

Please find attached two PDFs that together contain the various individual purchase orders relating to the Walgreens order of auto

sponge kits from SpongeTech If


you have any technical difficulties with either of these files please let me know

Thanks

Oren

Oren Azar

Director Corporate Acquisitions Law


Walgreen Co
847-3 5-8031office
847-942-9403 cell

This message and any attachments are intended for the use of the intended recipients only and may be covered by the attorney
client and other privileges Any unauthorized disclosure copying distribution or use of the contents of this message or any
attachments is
prohibited If
you have received this message in error please notify the sender immediately and delete the original

5/11/2010
WALGREENS DELIVERIES EXCEEDING 200 CARTUNIS DELIVERY APPOINTMENT BEFORE ORDER DATE 1TGE
REQUIRE
02/13/09 OF
SHIPMENT FLEASE CALL HE SHIP TO NUMBER FOR AN APPOINTMENT
PURCHASE ORDER
04
REEL-BUYER 212 JAMES
REPRZNTED PRENTED OUR P.O MUST OE ON THE BILL OF LADiNG FREIGHT BILL1 CARGO RECEIPT
DUD P.M ft MUST DE SHOWN ON THE SIDE NOT TOP OF ALL
P.O Ols38S7 PACKAGES VENDOR 074940
PACKING SLIP4 INVOICE INDICATE IF MERCHANDISE IS PALLETIZCO FAX 2125959342 EXT 000Go
CO

VENDOR SPONGETECH DELIVERY ETiTro SFND INVOICE rti


SIIP TO
SPONGETECEJ DELIVERY SYSTEMS4 1MG ARRIVE ON MALGRECNS-JUPITER WALGEECH
G3 33RD STREET 15998 HALGREENS DRIVE BOX 9025
SUITE 600 JUPITER FL 33470 DANVILLE IL61834
C4
NEW YORK MY 100013000 561-493-7740 EXI 0000
Ct DEAfl DEAlt RW0277752

TRAEE DISCOUNT NONE NO TRADE DISCOUNT FOB CLIFrON


CASH TERMS NET SO 001 FREIGHT TERMSNF
HThIMUM ORDER 225 CASES FREIGHT ALLOWNONE NO FRT ALLOWANCE

QTY DISCOUNT NONE HO QUANTITY DISC PICKUP ALLOW NONE NO PICXUPIBACIHAHL


LID

HHSE ALLOWANCE ROUTING SCHEDULE APP FOR NON NCS OR PREFCRRED CARRIERS OH
INSTRUCTIONS INTERNOT APPT SCHEDULING AT VENDORIIALGREENSCOM

SPECIAL SChEDUlE APPT FOR NON NCS OR PREFERRED CARRIERS ON IMPORTANT RECEIVING DCPARTMLNT CLOSES AT 300 PM CASE PACK CHANCES
MESSAGES INTERNET APPT SCJODULING AT VENDOR WALGREENS.COM MUST BE APPROVED BY OUR BUYER PRIOR TO SHIPMENT

ORDER ODD 1UPC 2NOC WALO CASE CASE CASE PALLET HARMONIC RRR4 PRICE Mx
AC

Co QTY UNIT 3NFG NUMBER ITEM DESCRIPTION ITEM CD PACK CLDE WEIGHT TI/HI CODE EXTCNDE1T
LI

520 CS 681062504103 SPONOETECH AUTO KIT U0129t .4 3.0 3G.000 1900000


5.000 PERCENT OFF INVOICE
Case 1:10-cv-02031-DLI -JMA Document 47-14

ORDER UThS ER SOs CARrCSG LB POLNO PR PALS TOTAL CUBE 1OTAL WEIGHT PRICE
AS.S0RNEHT
CO DL COAL OH DALY OR DROlL PL RO.L TOTA190080Q
ER CU 211.20 1584
or CLSC FOOt 02 00204 P0 PAD ST CuSP
iL AAPJLEL
CS CASE CR GROSS NC
TIlE PRICES SHOWN REPRESENT THE MAXIMUM PRICE
ZYWAM BEFORE FILLN TillS ORDER PLEASE READ ALL INSTRIC1IONS TO BE PALO SUOJECT TO DECREASE OY DISCOUNTS
II LAbEL EACM CARtON OH 001 SiDE TO SHOW HOUR FIRE HAHE MAO ORDER HUHICR
AND ALLOWANCES HAT NAY BE IN EF-FECT
HEN PASING StIr IS ENILOSLE LAbEL CAIFI UN IHAT CENrAIWS PACEINU SLIP
13 WHEN PACEIH0 SLIP .15 NOT ENC.OSED LABEL EACH CARBON AS STYLF AND 000ICFLIICS HIT EN

LA RCNDER SEFAHAIL INVOICES ON EACH FURCHASC ORDER


LA ORIGINAl $1LL OF LADOHO OR OThER
SIISFITHG OOCUHETh4FS MOO ACCOIIPANY PAVOILE THIS PURCHASE ODOER CONTAINS
SUBStITUTIONS WELL HOT BE ACCFITEE VITIIOUT BTTEN AUTILDOIZATIUN
PROMOTIONAL 1TENS
ORDER SUBJECT TO BUYER GENERAL TRADE PRUVISJDNS AS PUBLISHED ON TilE

IJALOREENS SUPPLIERHET IJEBSITE At WA 1/VENDOR NALSI1EENS COIL


Filed 06/18/10 Page 10 of 34
WALGREENS DELIVERIES EXCEEDING 200 CARTONS REQUIRE DELIVERY APPOINTMENT OEFURE ORDER DATE PAGE

SHIPMENT PLEASE CALL THE SF11 TO HUNGER FOR AN APFOINTNENT 02113/09 OF1
PURCRASE ORDER
CT
OEPL-BUYER 212 JAMES
REPRINTED PRINTED OUR P.O MUST BE ON TIlE DILL OF LADINGJ FREIGHT 8ILL CARGO RECEIPT
OUR P.O 14 MUST GE SHOWN ON THE SIDE NOT TOP OF ALL PACKAGES VENDOR 079944
03138376
PACKING SLIP INVOICE INDICATE IF MERCHANDISE IS FALLETIZEO FAX 2126959342 EXT 00000

VNDOR SPONGETECH DELIVLRY SHT7TO SEND INVOICE TO


SHIP TO
SPONGETECH DELIVERY SYSTENSJ INC ARHIVE ON WALGREENS-NINDSOR WALGDEEN
43 33RD STREET 4400 STATE SO HWY 19 P.O EON 025
N.J
SUITE 600 WINDSOR WI5359O EANVILLE IL61SSO
03/02109
NEW YORK NY 100013000 608E46 3075 EXT 021.3
CT DEAfl DEAR PWO21tTSB

CiT NONE NO TRADE DISCOUNT


TRADE DISCOUNT FOB CLIFTON

CASH TEENS NET 30 DCI FREIGHT TERHSINF

MINIMUM ORDER 225 CASES FREIGHT ALLUWNONE NO FRT ALLOWANCE

QTY DISCOUNT HONE NO QUANTITY DISC PICKUP ALLOW NONE NO PICKUP/BACKFIAUL

WHSE ALLOWANCE ROUTING SCHEDULE APPT FOR NON NES 010 PREFERRED CARRIERS ON
INSTRUCTIONS INTERNET APPT SCHEOULINO AT VENOOR.WALGREENS.CON

SPCCIL SCHEDULE APPT FOR NON NCS OR PREFEREFO CARRIERS ON IMPORTANT RECEIVING DEPARTMENT CLOSES AT 200 FM CASE PACK CHANGES
MESSAGES INTERNET APPT SCHEDULING AT VENODR.NALGREENS.COM M1JST BE APPROVED DY UUR BUYER PRIOR TO SHIPMENT

ORDER ORD 1UPC 2NOC WALGJ CASE CASE CASE PALLET HARMONIC xn PRTCC xxx
QTY UWTT 3MFG NUNSER ITEM DESCRIPTION ITEM PACK CUBE WEIGHT TI/HI COOC IR5rCDR1T TTWZU
CJ

612 CS 1681062504103 SPONGETECIF AUTO KIT 5012941 .4 3.0 36.000 2a032.00


5.000 PERCENT OFF TNVOICE
Case 1:10-cv-02031-DLI -JMA Document 47-14

ORDER UNITS
bX POP CT CARTON LA PIANO CR
TOTAL CODE TOTAL WEIGHT TOTAL PRICE
PAIR

DO CD CARD DL DEAL DR JNALV JR EAch RL RDJ.L 244 .80 032.00


OLIADLE 1836.00 022
DLDA3JOGL CFCIMCFCCT Do-EaseR POPAD ST-SI-RET
CS CASE OK GROsS PP PACK
TIlE PRICES SHOWN REPRESENT THE MAXIHUN PRICE
XIR BEFORE EEL 140 THIS CROON ILLASE READ ALL INSTEUCTEONS TO OE PAID SUOJECT TO DECREASE BY DISCOUN1
LABIa EACH CARTON ON OUTSEDE TO SHOW YD1 FINN HAIlS AND OUR UNDER NURSER
lI-lIEN PACKING 05 ENCLOSED LABEL CANTOS 1AT CONTAINS PACKING SLIP
AHER PACKING SLOP IS WET ENCLOSED LAbEL EACH CARTON AS TO 51115 AND QUANTI LOS Ni THIN
ENOER SEPARATL INYJIICES ON EACH PURChASE GOOD
Si ORIGINAL BILL lIP LADENO Oil UTILE ShO.PPONO OUCUNE-HTS MUST ACEOHICUHF TI-I-VoICE THiS PURCHASE ORDER CONTAINS
SUBST2TUTODNS WILL NOT BE ACCEPTED WOINOUT URETTEN AUTUURIZAIION
PROMOTIONAL ITEMS
ORDER SUBJECT TU BUYERS GENERAL TOAUC ROYISLONS As PLIOLISIICO ON ONE
I.OLGRED4S SUPRLIERNCT WEBSOFE AT -TIPS//YENOUR.WAL000fENS LUll
Filed 06/18/10 Page 11 of 34
WALGREENS DELIVERIES EXCEEDING 200 CARTONS REQUIRE DELIVERY APPOINTMENT HEFORE ORDER DATE PAGE
SHIPMENT PLEASE CALL THE SHIP 10 NUMBER FOR AN APPOINTMENT 04/13/09
PURCHASE ORDER
NEPL-BUYER 212 JAMES
REPRINTED- VND PRTL UUR P.O MUST DE ON THE BILL OF LADING FREIGHT BILL CARGO RECEIPT
OUR P.O fl MUST BE SHOWN ON THE SIDE NOT TOP OF ALL
03462132 PACKAGES VENDOR 14
074944
PACKING SLIP INVOICE INDICATE IF MERCHANDISE IS PALLETI1ED FAX 2226959342 EXT 00000

VENDOR SPONGETECH DELIVERY SHIP TO SEND INVOICE 10


SNIP TO
SPONGETECH DELIVERY SYSTEMS INC TEENS_NINOSD WALGREEM
AORIVE ON
43 33RD STREET 4400 STATE RD HWY 19 P.O BOX 4025
SUITE 600 WINDSOR W1r3598
NEW YORK NY 100013000 608046-3D/S EXT 0213
DEAR GO tip wiis
TRADE DISCOUNT NONE NO TRADE DISCOUNT
Ta FOB
a____
FACTORY

CASH TERMS NET 30 001 FREIGHT TERMSNO MINIMUM ORDER

MINIFOJH ORDER 225 CASES FREIGHT ALLONNONE NO FRT ALLOWANCE

QTY DISCOUNT NONE NO QUANTITY DISC PICKUP ALLOW NONE NO PICKUP/RACKUAUL

WHSE ALLOWANCE ROUTING SCHEDULE APPI FOR NON NLS OR PREFERRED CARRIERS UN
INSTRUCTIONS INTERNET APPT SCHEDULING AT VENDOR NALGREENS.COM

SPECIAL SCWFOULP APPT FOR NON NES OR PREFERRED CARRIERS ON IMPORTANT RECEIVING DEPARTMENT CLOSES AT 200 PM CASE PACK CHANGES
MESSAGES INTERNET APPT SCHEUULING AT VENDURWALGREENS.EON MUST BE APPROVED BY OUR OUYER PRIOR TO SHIPMENT

ORDER ORO 1UPC 2ZNDC NALG CASE CASE CASE PALLET HARMONIC SRH PRICE XSX

VT UNIT 3MFG NUMBER ITEM DESCRIPTION ITEM PACK CUOE WEIGNT TI/HI CODE IRDTURT EXTENDED

100 CS 681062504103 SPONGETEC AU KIT 501294 .4 3.0 25/ 36.000 3600.00


5.000 PERCENT OFF INVOICE
Case 1:10-cv-02031-DLI -JMA Document 47-14

ORDER UNITS
BA BOX CT CPRTCPA LII POLAJO Pit colA TOTAL TUTA1NEICNT TOTAL PRICE
AS ASSRIHRHT
CD EHOJI DL OSAL Dl ONLY Dll EACH AL ROLL
HI OLNOSE 4000
CUBEJ 300.00 S3O000
CF IONOC PODS DX DOZEN PM AD or SHEET
AL BARBEL
CECASE OR 01105 11 -PAfl
THE PRICES SHOWN REPRESENT THE MAXIMUM PRICE
KAP BEFORE EXILING TIlES ORDER PLEASE READ ALL flisIHUOUOND XHX To BE TO BY DISCOUNTS
PAID 5/EJECT DECREASE
LI LAIIEL EACH CARTON ON OUTSIDE TO SHUN YOUR FIRM NAHE RHO OUR OROCR HUH0ER
AND ALLOWANCES NAT HAY BE IN EFFECT
Zn N-IEH PAIN0 SLIP IS LNCLOSED LA0 CAR1OH DIRT LONTAINS PAEIIJNZ SLIP
WHEN PACX1NG SLIP IS NOT ENCLOSED .AII EACH CARTON AS III STALE AND 000HTITIES WIThIN
RENDER SEPONATF 3NJDICES OH ESON PIJRCIASE 1311011

15 ORIGINAL BELL OF LAUINA OR orliER SH1PPIMG O0LIIlENrs lUST ACCOHPAHY I1IV010C


IA SOESTITITIOMS WILL Nor BE ACCEPTED OTTIIOUI Wi/TITER HUTHONIZAEIOH
17 ORDE1 SUTIJECF TO BUYERS GENEIAL TRADE Pl/I1VD.SLDHS AS ILIBLISIEU OH TIlE

WALOREEHS SUPPLIEI1HET WROSETE AT MTTPS//VER000.IALGREENS.CI1R


Filed 06/18/10 Page 12 of 34
WALGREENS DELIVERIES EXLEFDING 200 CARTONS DELIVERY APPOINTMENT BEFORE ORDER DATE PAGE
REQUIRE
PLEASE CALL TUE SHIP TO NUMBER FOR AN 02/13/09 OF
PURCHASE ORDER SHIPMENT APPOINTMENT

REPL-RUYED 212 JAMES


REPRINTED PRINTED OUR p.O MUST BE ON TUE DILL OF LADING1 FREIGHT BILL CARGO RECEIPT
OUR P.O MUST BF SHOWN ON THE SIDE NOT TOP OP ALL PACKAGES 7494
OE43O376 VENDOR
PACKING SLIP INVOICE INUICATE IF MERCHANDISE IS PALLETI7EO FAX 2126959342 EXT 00000

VENDOR SPONGETECH DEL1VERY SHIP TO REND INVOICE TO


SHIP TO
SPONGETECH DELIVERY SYSTEMS1 INC ARRIVE ON WALGREENS-ORLAtIOO WALGREEN
43 3300 STREET 2453 PREMIER ROW P.O DUN 4020
SUITE 600 ORLANDO FL32809 DANVILLE 1161834
03/02/09
NEW YORK NY 100013000 i07-EE6-8607 EXT 0000
DEAR DEAR PNO122262

TRADE DISCOUNT NONE MO TRADE DISCOUNT FOB CLIFTON

CASH TERMS NET 30 DOt FREIGHT TERMSN


MINIMUM ORDER 225 CASES FREIGHT ALLOHNDNE NO FRT ALLOMANCE

QTY DISCOUNT NONE NO QUANTITY DISC PICKUP ALLOW NO PICKUP/BACKHAUL

WHSC ALLOWANCE ROUTING SCHEDULE APPI FOR NON NCS OR PREFERRED CARRIERS ON

INSTRUCTIONS INTERNET AEPT SCHEULJLING AT VEHDOR.MALGRECNSCON

SPECIAL SCRPRFILE APPT FOR WON NCR OR PREFERRED CARRIERS ON IMPORTANT RECEIVING DEPADTNENT CLOSES AT 430 PM CASC PACK CUANGES
MESSAGES INTERNET APPT SCHEDULING AT VENDOR.WALGREENSCOM MUST BE APPROVED BY OUO BUYER PRION 10 SHIPMENT

ORDER ORO 1UPC 2NRC WALU CASE CASE CASC PALLET HARMONIC PRICE xx
QTY UNIT 3MFG WUNDER ITEM DESCRIPTION ITEM CD PACK CUDE WEIGHT TI/HI CODE
J5rITNp1XTENOED
192 CS 1681062.004103 SPONGETECII AUTO KIT 501294 .4 3.0 36.000 691200
3.000 PERCENT OFF INVOICE
Case 1:10-cv-02031-DLI -JMA Document 47-14

ORDER UNITS
pox LAPTOP iu pouwo pp ppjp TOTAL CUDE TOTAL HEIGHT TOTAL PRICE
DO BUtmLF DAITD DL ORAl ON OEY DR EDLO RL ROLL 76.00 576 .00 06912 00
CF CULEIC FOOl DL OOIEW PD PAD St 511FF
DL PSADEL
CS 0050 op WOOS II PACK
THE PRICES SHOWN REPRESENT THE MAXIMUM PRICL
MXEX BEFORE FILLIWC THIS RUDER PLEASE READ ALL ERSr000TEHMS DIIXM SUBJECT
TO BE PAID TO DECREASE BY DiSCOUNTS
LABEL EACH CARTON oN OUTSIDE TO 500 YOUR TIER HARP AND OUR DRIER NURSER
AND ALLOANCL-S TUA NAY RE IN EFFECT
WHEN PACK CRC SLIP IS ENCLOSED LABEL CARl OR TI1AI CON FAIRS PALKUHU CLIP
WHER PALKIRS SLIP ES NOT EHELDSEO LABEL EACH CARTON AS TO STYLE ARE QUARLITIES llrTHTh
19 RENDLO SEPARATE INVOICES ON EACH PURCHASE 011015
IS ORIGINAL BELA Of LAUEHC OR OTHER SHIPPIRD ROCUNERTS MUST ACCON.PAHV INOOCCE THIS PURCHASE ORDER CONTAINS
SYJBSITLTTIONS WELL Rot BE ACCEPTED WIThoUt WRITTEN AUTHORIATION PROMOTIUNAL ITEM
ORDER SUOJECI TO BUYERS SCADRAL TRADE PRUVCSIOHS AS PIJOLISIIED UN THE
TIALGEEENS SUPPLOENHET WFDSLTE Al 41IPSJ/VE000IE iALUIFEFHS CON
Filed 06/18/10 Page 13 of 34
Ccl WALGREENS DELIVERIES EXCEEDING 200 CARTONS DELIVERY APPOINTMENT BEFORE ORDER DATE PAGE
REQUIRE
FOR 02/13/09 OF
SHIPMENT PLEASE CALL TIlE SHiP TO NUMDE-R AN APPOINTMENT
PURCHASE ORDER
Co
ITEPL-BUYER212 JAN55
REPRENTED PRINTED OUR PO MUST BE ON THE BILL OF LADING1 FREIGHT BILL CAROD RECE-IPT
OUR P.O II 1-1151 DE SHSJNN ON THE SIDE NOI TOP OF ALL PACKAGES
if O638376 VENDOR 14-
079944
PACKING SLIP INVOICE INDICATE IF MERCHANDISE IS PALLETIZED FAX 2129D9342 EXT 00000

VENDOR SPONGETECII DELIVERY SNIP TO SEND INVOICE TQ


SHLPTO
SPDNGETECI DELIVERY SYSTEMS INC IOALGRE-ENS WOODLAND HALGREEN
ARRIVE ON
43 33RD STREET 2370 MAIN ST PO BOX 4025
SUITE 600 WOODLAND CA95776 DANVILLE ILEIOS4
03/02109
NEN YORK NY 100013000 030-906-7057 EXT 0000
C-
PEA DEAR RH0204026

TRADE DISCOUNT NONE NO TRADE DISCOUNT FOO CLIFTON

CASH TERMS NET 30 001 FREIGhT TERMSNF


MINIMUM ORDER 225 CASES FREIGHT ALLONNONE NO FRT ALLOWANCE

QTY DISCOUNT NONE NO QUANTITY DISC PICKUP ALLOT4 NONE NO PICKUP/BACXHAUL

WHSE ALLOWANCE ROUTING SCHEDULE APFT FOR HON NCS OR PREFERRED CARRIERS ON
JNSTRUCTI0NS INTERNET APPT SCHEDULING AT VENDORWALVTTEENS.CDM

SPECIAL SCHEDULE APPT FOR MOW NCS DR PREFERRED CARRIERS ON IMPDNIANT HECEI.VDAU UEPARINENI LUOSES AT 3uO PH CASE PACK CHANGES
MESSAGES INTERNET APPT SC1-IEDULING AT VENDOR.WALGREENS.COM MUST BE APPROVED BY OUR BUYER PRIOR TO SHIPMENT

ORDER DRD LUPC 2NDC FOALS CASE CASE CASE PALLET HARMONIC WXNS PRICE XMX
QTY UNIT 3MFG NUMUER ITEH DESCRIPTION ITEM CE PACK CUDE WEIGHT TI/HI CODE aER UNIT EXTENDT5

345 CS 601062504103 SPDNGETECH AUTO KIT 501294 .4 3.0 36.000 124-20.00


5000 PERCENT OFF INVOICE
Case 1:10-cv-02031-DLI -JMA Document 47-14

ORDER UNITS
---_
MJ BUNDLE CU CARS
CLOIC Foot
DL
Dl
CAR1OR
IJEAL

007.50
LB
ON
P11
POUHO
ONLY
SAD
00 EBD-I OL
St
AIR
ROLL
S-lIST
TOTAL
133
CUBE

00
TOTAL

1035
NEIGHT
Do
TDTAL PRICE
$12420 .00
BARREL
CS EEOC OH OEUSS PSI PACE
THE PRICES SHORN REPRESENT THE MAXIMUM PRICE
011-DuE rn LINt 11115 01054 PLEASE lILA ALL INSTRUCTIONS X14XXR
TO BE PAID SUDJC-CT TO DECREASE DY DTSCDUMTS
ABFL FAD CARTON OH OUTSIDE TO SHIlL YOUR FIRM HARE AND OUR INTER NIJNBEO AND ALLOWANCES THAT NAY DE IN EFFECT
RIICH PACKINO SLIP IS DM1110510 LABEL CARTON THAT OHTATHS PICKING SLIP
lINEN PACKI NO SLIP 15 HO El-ELUDED LABEL FAD CARTON AS TO STYLE AR QUART TIES WIINLH
RENDER SEPURATE INVOICES UN EACH PURChASE ORDER
SI ORIGINAL BILL OF LADING 01 OTHER S4IPPLHG OOCUHL-NTS RUST ACCOMPANY INVOICE THIS PURCHASE ORDER CONTAINS
50551 TUTCONS 111 ROT RE ACCEY WITHITUT WIll TIER AUTSIDRIZATCIIH
PROMOTIONAL ITEMS
17 OPUEII LUBJFCT ID BUYERS LEHERAL iRA/IF PROVISIONS AS PUBLISHED UN TIlE
Filed 06/18/10 Page 14 of 34

4AL GRECHS UPPLIERNET CR51 TE AT HTTPS //VE000I1 HALG COH


Case 1:10-cv-02031-DLI -JMA Document 47-14 Filed 06/18/10 Page 15 of 34
Co WALGREENS DFLIVERIFS EXCEEDING 200 CARTONS REQUIRE DELIVERY APPOINTMENT BEFORE ORDER DATE PAGE

SHIPMENT PLEASE CALL THE SHIP TO NUMBER FOR AM APPOINTIIENT 02/13/09 DF


PURCHASE ORDSR
aD
REPL-JAUYER 212 JAMES
REPRINTED PRINTED OUR P.O MUST BE UN THE BILL OF LADING FREIGHT DILL CARGO RECEIPT
OUR P.O if MUST BE SHOWN ON THE SIDE NOT TOP OP ALL
P.O .-i 07438376 PACKAGES VENDOR 074944
IC PACKIIHI SLIP INVOICE INDICATE IF MERCHANDISE IS PALLETIZED FAX 2126959342 EXT 00000
CD

SPDHGETECH DELIVERY SHiP TO TSENDINVO1rETD


SHIP 11
SPONGETECH DELIVERY SYSTEMS INC HALGRECNSLEHIGFI VAL WALGREEN
CD AHRIVF ON
4.3 33RD STREET 125 COMMERCE WAY BOX 4025
SUITE 600 BETHLEHEM Phl8017 DANVILLE IL 81634
NEW YORK NY 100013000 61.0-862-3s31 EXT 8422
CD DEAN DEAIIRMOL61H/2
_________________________________________
CC DISCOUNT NONE NO TRADE DISCDUNT FOB CLIFTON
TERMS NET 30 001 FREIGHT TERMSNF
ORDER 221 CASES FREIGHT ALLDWNONE NO FRT ALLOWANCE

DISCOUNT NONE Ff0 QUANTITY DISC PICRUP ALLOW NONE NO PICKUP/BACXHAUL

ALLOHANCE ROUTING SCHEDULE APPT FOR NDM NCS OR PREFERRED CARRIERS ON


NSTRUCTIONS INTERNET AFPT SCHEDULING AT VENUOR.HALGREINSCOH

SCHEDULE APPT FOR NUN NCS UP PREFERRED CARRIERS ON IMPURTAHT RECEIVING DEPARTMENT CLOSES AT 230PM CASE PACK CHANGES
INTERNET APP1 SCHEDULiNG AT VENBOR.WALG MUST BE APPROVED BY OUR BUYER PRIOR TO SHIPMENT

2CNDC WALG CASF CASE CASE PALLET HARMONIC xAX PTCEXxN


URIT 3MFG NUHBER ITEM DESCRIPTION ITEM CI PACK CUBE HEIGHT TI/HI CODE ITTOER UNIT EX1ENOED

377 clTo6a5o41o3 SPONGETECH AUTO KIT 501294 .4 30 36.000 15572.00


5.000 PERCENT OFF INVOICE
Case 1:10-cv-02031-DLI -JMA Document 47-14

UNIIS
DOW CT CA1TON LA PQJIITT PiT PAIR TOTAL CUBE TOTAL TOIAL PRICE
4550EIMEHr
Ct CHili DL DEAL OH- ONLV JR EACH RL ROLL
BUNDLE 150.80 1131.00
WEIGHTJ_ $13572.00
CF CURIO FOOT UT 05201 Fl PAR ST SlEET
RARREL ____________
CO-CAST CR 00055 FRPACK
THE PRICES SHOWN REPRESENT THE MAXIMUM PRICE
ARFORE PILLIWE THIs 08028 PLEASE READ ALL JNS1RUCTIONS CIX$4 TO BE PAID SUI3JCCT TO DECREASE BY DISCOUNTS
LATTEL EACH CAPTOR OH OUTSIDE TO SHOW YOUR -181 NAME AND OUR ORLHR NUNOER
AND ALLONANCES THAI NAY BE IN EFFECT
POe INC SLIP 15 EHCLUSEO ABEL CARTTIH PlAY CORfl IRS PACKING SLIP
PACK 160 SLIP IS NO ENCLOSED LABEL EACh CAR ON AS TO STYLE AND QUANTITiES WIT IN
RENDER SEPARATE INVUICES UN EACH PURCHASE ORDER
ORiGINAL DILL OF LADENO OR OIlIER SHIPPING 0UCUNNTS RUST ACCITMPANY IRVOICE THIS PURCHASE ORDER CONTAINS
SU$STITUTIONS WILL NOT BE ACCEPTED WITHOUT RI ITIN AUTRO0ILATION
PROMOTIONAL ITEMS
OT0ER SUBJECT 10 BUYERS UENERAL 1RAOE PROVISIONS AS PUbLISHED ON TI-C
Filed 06/18/10 Page 16 of 34

RALOREEWS SUPPLIIRWCT HODSITE oT IT1PS//VENOOR.WALCWOEHSCOH


Cc WALGREENS DELIVERIES EXCEEDING 200 CARTONS REQUIRE DELIVERY APPOINTMENT BEFORE ORDER DATE PAGE
CD 04/29/09 OF
PURCHASE ORDER SHIPMENT PLEASE CALL THE SHiP TO NUMBER FOR AN APPOINTMENT
C-
REPL-DUYER 212 JAMES
REPRINTED VND PRTL OUR P.O MUST BE ON THE DILL OF LADING FREIGHT BILL CARGO RECEIPT
OUR P.O MUST DC SHOWN ON THE SIDE NOT TOP OF ALL PACKAGES 074944
4t 07468873 VENDDH
PACKING SLIP INVOICE INDICATE If MERCHANDISE Is PALLETIZED
c0 FAX 212G9093.2 EXT 00000
cc

SFONGETEF.H DELIVER 1T1P To ETNiJ INVOICE TO


SHIP
SPONGETECH DELIVER WALGREENS-LEHIGH VAL SAALGREEN
STREET 125 COMMERCE HAY BOX 4025
SUITE 600 BETHLEHEM PALBI1Y DANVILLE IL61834
NEW YORK 6J.O-082-8431 EXT 8422
DEAR
13000 DEAR_RW016187.___
PO
DISCOUNT NONE NO TRADE DISCOUNT FOB FACTURY
TERMS NET 30 DOI FREIGHT TERMS NO I4INIMU ORDER

ORDER 225 CASES FREIGHT ALLOWHDNE NO FRT ALLOWANCE

DISCOUNT NONE NO QUANTITY DISC PICKUP ALLDN NDNE ND FICKUP/DACKHAUL


Li
ALLOWANCE ROUTING SCHEDULE APPT FOR MON NCS OR PREFERRED CARRTETG ON
INSTRUCTIONS INTERNET AFPT SCHEDULING AT VENDDR.WAL.GREENSCDM

SCHEDULE APPT FOR NDN NCS DR PREFERRED CANRIERS ON IMPORTANT RECEIVING DEPARTMENT CLOSES AT 250 PM CASE PACK CHANGES
INTERNET APPT SCHEDULING AT VEN009.WALGREENS.COM MUST DE APPEDVED BY OUR DUYLR PRIOR TO SHIPMENT
cc
DRD IUPC 2NDC WALG CA1E CASE CASE PALLET HARMONIC PRICE CX
CC

UNIT 3MFG NUMDER ITEM DESCRIPTION ITEM CD PACKI CUBE WEIGHT TI/HI CODE T0LTrUflIT EXTEROEO

00 CS 6310622304103 SFDNDETECH AUTO KIT 501234 .4 3.0 2.5/ 36000 203000


5.000 PERCENT OFF INVOICE

Cc
Case 1:10-cv-02031-DLI -JMA Document 47-14

LU
LU

-J

UNITS
NCR CT CARrDR CR FOUND FR FAIR TOTAL CUBE TOTAL TOIAL PRICE
CD CAID DL 0041 IN ONLY IkCN RI RAIL
OUNOLE 32.00 240.00
REIGHT1 02BBO.00
BARREL CF CUBIC FOOT DO xiUrN Mi FAD ST OWLET
CS CASE CR UR000 FR PACE
THE PRICES SHOWN REPRESENT TUE MAXIMUM PRICE
HEFDIE FILLING TICS ORDER PLEASF READ ALL INSTTGCTLUNS TO DC PAID SUBJECT TO DECREASE BY DISCOUNTS
LABEL EACH TARPON ON oiJrflOE 10 SHOW POUR FIRN HEAR AND oUR UNDER HUHEER AND ALLOWANCEG THAT MAY BE .N EFFECT
PACKING SLIP IS ENCLOSED LABEL CARTON THAT CONTAINS FECUND SLIP
PAERLND SLOP Lu NO1 ENCLOSED 1MM EACH CoproN AS 10 SIYLE AND DUAW1ITIES WITHIN
RENDER SEPARATE INWUICES UN GAUl IURCHAS ORDER
ORIGINAL BILL OF LNBLNG DR ODILR SHIPPING D0CUTIERTS RUST ACC0HPANY INVOICE
SIIOSTCTIJTIONS WILL NOT OE ACCEPTED WITIOLJT HIIITCN AUTHDRIBATTON
ORDER SUBJECT TO BUHF.RS GENERAL TRADE PROVISIONS AS PUBLISHED ON THE

NALGRE4S SUPPLIERNET WReStlE AT ICTPSJVENDOR WALSRECHS-COH


Filed 06/18/10 Page 17 of 34
Co WALOREENS OELIVLRIES EXCEEDING 200 CARTONS DELIVERY APPOINTMENT BEFORE HOER DATE PAGE
REQUIRE
CU
02/1.3109 OF
SHIPMENT PLEASE CALL THE SHIP TO NUNDER FOR AN APPOINTMENT
PURCHASE ORDER
EPL-RUYERZ12JAFES
IF MUST BE ON BILL CARGO
REPRINTED PRINTED OUR KO THE OF LADING1 FREIGHT BILL RECEIPT
OUR 70 MUST BE SHOWN ON THE SIDE NOT TOP OF ALL PACKAGES ENDOR 0749/1
P10 kf 08430376
ACKING INVOICE INDICATE IF MERCHANDISE IS PALLETIZED
Co SLIP AX 2126959342 EXT 00000

SPONGETECH DELIVERY gp1p 10 SENU INVOICE


SHIP TO
SPONGETECH DELIVERY SYSTEMS INC WALGREENS-MT VERNO NALGREEN
ARRIVE ON
43 53RD STREET 5100 LAME TERRACE 62DOANV1LLE P.O BOX 4025
SUITE 600 NT VERNON 1L61834
13/02/09
NEW YUIH NY 100013000 616-2449100
CO DEAN UEAI 040152467

TRADE DISCOUNT NONE NO TRADE DISCOUNT FOB CLIFTON

CASH TERMS NET 30 001 FREIGHT TErNsNF


HINIMUN ORDER 223 CASES FNCIGHT AI.LDHNONE NO FRi ALLOWANCE

41/ DISCOUNT NONE NO QUANTITY DISC PICKUP ALLOW NONE NO PICKUP/DACKNAUL

HUGE ALLOWANCE ROUTING SCHDDULE APPT POlO NON NCS OR PREFERRED CARRIERS ON

INSTRUCTIONS INTERNET APPT SCHEDULING AT VENOOR.NALGMEFNS.CUM

SPECIAL IMPORTANT DECEIVING DEPARTMENT CLOSES AT 230 PEt CASE PACK CHANGES
SCHEUULt APPT FOR NUN NCR OR PREFERRED CARIIIERS UN
MESSAGES INTERNET APPT SCHEDULING AT UENDOR.I4ALGREENS.COM MUST BE APPROVED BY OUR BUYER PRIOR TO SHIPMENT

ORDER ORD 1oLJPC 2NDC WALa CASE CASE CASE PALLET HARMONIC RXXX PRICE XXAS

QTY UNIT 3MFG ITEM DESCRIPTION ITEM PW CUBE WEIGHT TI/HI CODE t53flUNr TWITRBED

.544 CS 6010623041.03 SPONEETECFI AUTO KIT 501294 .4 3.0 36.000 19384.00


5.000 PERCENT OFT INVOICE
Case 1:10-cv-02031-DLI -JMA Document 47-14

ORDERS UNITS
AX BOX Ci CPJ1IAF LO FA P4111
As ACSUBTVAT
CD CPAO DL 1AI 00 ONLY 00 EACH 11 BULL 217 504.00
110 ELOJULE 1632.00 19
CF CUIJC FOOT FO PAD CI
EL 000RE
CS Cost GE tJ VU FACE
THE PRICES SIDWN REPRESONT THE MAXIMUM PRICE
EEFOI FILLING n-US ORDER PLEASE 0EA0 ALL ENSTRULTIL1000 KXXXW TO DC PAID SUBJECT TO DECREASE BY DISCOUNTS
LAEFL 40100 OH OUTSIDE TO 5110W YOUR FERN MME MID OUR RUHOER AND ALLONANCES ThAT MAY BE IN EFFECT
CE PACKOMO 51.10 LS EIICL0000 LAIJEL CAN1OH lIRE CONTAINS PYCV.IND SLIP
KEN PACKING SLIP 15 NOr ENCLOSED KEEL CACI-I CARTON AS TO STYLE AND QUANI1IIES 01111K
Cr REHOER SEPoxnit 110/DUEL-S IN EALI PUNch/sc RIJER
CD ORIGINAL RILE OF 140KG DR DiNER 01111101KG ODLUHEHIS MUST ACCOMPANY I000ICE THIS PURCNASE ORDER CONTAINS
Cl SUBSTITLffIOHS- FILL NOT BC ACCEPTED It WRITTEN AU HORIZATIOM
PROMOTIONAL ITEMS
Cl SUDJECI 10 lOVERS GENERAL TRADE PRCVlu AS FLIOLISIICD CII 111
000p5
JIALOREENS SUPPLIENIIET KEOSLTE AT IITPS //YFNURR Al CRC-ENS CCII
Filed 06/18/10 Page 18 of 34
WALGREENS DELIVERIES EKCCEDING 200 CARTONS DELIVERY APPOINTMENT BEFORE UNDER DATE PAGE
REQUIRE
SHIPMENT PLEASE CALL THE SNIP TO NUMBER FOR AN APPOINTMENT 04/06/09 OF
PURCHASE ORDER j_l
REPLBUYER212 .JANCS
REPRINTED VN1J PRTL OUR PD MUST BE ON THE DILL OF LADING FREIGHT BILL CARGO RECEIPT
DUG P.O MUST BE SHOWN ON TIlE SIDE NOT TOOT OF ALL PACKAGES VENDOR fl 074944
4f 08c159Z29
PACKING SLIP INVOICE INDICATE IF MERCHANDISE IS PALLEIIZEO FAX 2126959342 EXT 00000

SPONGETECIf DELIVERY SHIP TO SHIP TO SENU INVOIrTh


SPOIQGETECH DELIVERY SYSTEMS INC WALGREENSHT VERNON NALORECH
ARRIVE ON
4-3 3300 STREET 5100 LAKE TEDRACE P.O BOX 4025
SUITE 600 111 VERNON 1L62064 DANVILLE 1L61834
04/13/09
NEN YORL NY 0.00013000 610-244-9100 EXT 0000
DEAR DEAN RWOTSEIO7

DISCOUNT NONE NO TRADE DISCOUNT FOB FACTORY


TERMS NET 30 DOt FREIGHT TEFONS NO IIININUN ORDER

ORDER 225 CASES FREIGHT ALLOWNDNE NO FRI ALLOWANCE

DISCOUNT NONE NO QUANTITY UISC PICKUP ALLOW NONE NO PICKUP/DACKHAUL


LID

ALLOWANCE SCHEDULE APPT FOR NON HCS OR PNEFERREU CARRIERS ON


INSTRUCTIONS INTERNET APPT SCHEDULING AT /ENDOR.MALOJ0EENSCON

SCHEDULE APFT FOR NON NCS OR PREFERRED CARRIERS ON IMPORTANT RECEIVING DEPARTMENT CLOSES AT 230PM CASE PACK CHANGES
INTERNET APPT SCHEDULING Al VENOOTT.WALGREENS.COM NUST BE APPROVED BY OUR BUYER PRIOR TO SHIPMENT

ORB 1UPC 2.NOC WALG CASE CASE CASE PALLET HARHONIC MRM PRICE fl
IL UNIT 3NPG NUMBER ITEM DESCRIPTION ITEM PACK CUBE WEIGHT TI/NI COUF iRtCUfiTT TEW5rW
U-

80 CS 681062504103 SPOHGETIICH AUTO KIT 501294 .4 3.0 25/ 36000 280000


5000 PERCENT OFF INVOICE
Case 1:10-cv-02031-DLI -JMA Document 47-14

UflITS
oX CT rOITcEJ ii PRLNS iOrAIR TOTAL CUBE TOTAL WEIGHT TOTAL PRICE
BTJIURLE Ci co 01 TCOL OH DULY OR EACh-I EL ROLL 3200 240.00 62 880.00
ciiaoc FOOT HZ ORSON FL PAD ST SHEET
HOSTEL
CS CASE OR DROSS TO PROS
TUE PRICES SHOWN RCPRESENT THE MAXIMUM PRICE
SEEORC FILIINO Tills ORDER PLEASE READ ALL INSTRUCTIOKE RRkR TO BE PAID TO DECREASE
SUBJECT BY DISCOUNTS
LABEL FAG CARTON ON CU SlOE To 9110k YOUR FElON HAIIC 500 OUR OFFER NUNBET
LO FFFCT
WHEN PACRENC SLIP IS ENClOSED LABEL CARTON IIIAT CON1ACNC PACKIWE SLIP
OFIER PACKING SLIP IS NOT ENCLOSED LABEL EACH CARTON AS TO STIlE ANIJ QUANTITIES WIThIN
RENEN SEPARATE INVOICES ON EACH PL7WCOIASE WIL-R
ORIELLOj SiLL OF- LADiNG OR OTIIFR ShIPPING DOTLUIETATS luST ACLUNPANV INVOICE THIS PUTCRASE ORDER C0NrAINS
SUDSTI1ETIONS JILL P01 56 ACCEP1SO Iii TNUT NFl TEN AOTHORILATIOW
PRO
ORDER SUBJECT TI BLOTChS GENERAL TRAOE DROV0010ES AS PUBLTSUEO OW TUE
Filed 06/18/10 Page 19 of 34

NALORSEuC5 SUPPLIERNST WEBSCIE AT NTTPS/PPEROOR WALCREEHS CON


WALGREENS DELIVERIES CARTONS DELIVERY APPOINTMENT BEFORE ORDER DATE FADE
EXCEEDING 200 REQUIRE
SHIPMENT PLEASE CALL THE SHIP TO NUMBER FOR AN APPOINTMENT 04/29/09 OF
PURCHASE ORDER
REFLUUYER 212 JAMES
REPRLNTED VND PRIL OUR P.O MUST BE ON THE BILL OF 1.ADINGJ FREIGHT RILLJ CARGO RECEIPT
OUR P.0 ft MUST BE SHOWN ON THE SLOE MDI TOP OF ALL PACKAGES VENDOR 07494
P.O OB68073 PACKING INVOICE INUICATE IF MERCHANDISE IS PALLETILEO
SLIP FAX 2126959342 EXT 00000

VENDOR SPONOETECH DELIVERY SHIP SHIP TO SEND INVOiCE TO


TO
SPONGETECH DELIVERY SYSTCMS INC WALOREENS NC VERNON WALGREUN
ARRIVE ON
43 33RD STREEF 5100 LAXC TERRACC P.O DaX 4020
SUITE 600 MT IL62064DAHVILLE 1L61834
MEN YORK NY 100U13000 613-244-9100 EXT 0000
OEM DFA1RHo15at67

TRADE DISCOUNT NONE NO TRADE DISCOUNT FOB FACTORY

CASH TERMS NET 30 DOI FREIGHT TERMSNO MINIMUM ORDER

MINIMUM ORDER 223 CASES FREIGHT ALLUWNONE NO PUT ALLOWANCE

QTY DISCOUNT NONE NO QUANTITY DISC PICKUP ALLOW NUNE NO PICKUP/DACEIIAUL

HUGE ALLOWANCE ROWING SCHEDULE APPT FUR NON NCS OR PREPERRFD CARR1ERS ON
INSrRUCTIUWS INTERNET APPT SCHEDULING AT VEN000.WALGREENSCOM

SPECIAL SEKEBULE APPT FflR NON NS DR PREFERRED CARRIERS ON IMPORTANT RECEIVING OEPARTHENT CLOSES AT 230 PM CASE PACK CHANGES
MESSAGES INTERNET APPT SCHEDULING Al VENDOR.NALGREENG.CDM MUST DE APPROVED BY OUR BUYER PRIOR ID SHZPNELQT

1UFCE-_NDCT WALG CASE CASE CASE PALLET HARMONIC sn PRICE


CD1 UNIT
tERD 3NFG NUMBER ITEM DESCRIPTION ITEM PACK CUBE WEIGHT TI/HI CODE

100 CS G8102504103 SPDHGETECM AUTO KIT 301294 3.0 25/ 36000 360000
5.000 PERCENT OFF INVOICE
Case 1:10-cv-02031-DLI -JMA Document 47-14

ORDER UNITS
OX LIIPI Cl r.R1oN CO POUND PR PAIR DIAl CUBE TOTAL TOTAL PRICE
AS ASD0R CD CR01 DL DEAL ON ONLY DC LGLH DL ROLL
$0 OLINOLE 40.00 300
WEIGHTr
DL BARREL CF CUNGC P0111 000CIL PG PAD
CS CAGE XL DEC05 IlL PALL
THE PRICES SHOWN REPRESENT THE MAXIMUM
XX1 0011115 FILLING TI-ITS ORDER PAEASE PEA ALL INSTRUCTIONS Ax$ TO BE PAID SUBJECT TO DECREASE
1.00 FL EACh CAR ON ON OU 150 BE TO SI Y000 FIRR WANE AND OUR NI.RIDCR

CE PACKING SLIP IS CNbIOSDv LABEL CARl UN THAI CONTAINS PALKENS SITE


lINEN PALKENC SLIP IS NOT EUCLESEI LA3CL EACH CARTON AG 10 STYLE AND QUANFIT
RENDER SF201161 ENVIIICES ON EACH PLRLHASE 000LR
SI ORiGINAL DELL EF LOllING OR DINER SNIPPING BOCUNINTs MUST ACCOMPANY INVOICE
CE SUBSTI.TUTEDNS PILL 1101 BE ACCEPTED UTTIIIUT WRITTEN AUIIIGRIZATIEN
0R0 SUBJECT TO BUYCRS 0LHERAL WADE PRUVLAIDNS AS PUBLISHED ON THE
16 GREENs sU 1CRN RE051 JE NI MTIPS //VE000II NALGOESMS LOll
Filed 06/18/10 Page 20 of 34
Co WALGREENS DELIVERIES ECCEEOING 200 CARTONS REQUIRE DELIVERY APPOINTMENT BEFORE ORDER DATE PAGE
C-
02/13/09 Oh
PURCHASE ORDER SHIPMENT PLEASE CALL THE SHIP TO NUMBER FOR AM APPOINTMENT

REFLBUYER 212 JANE-S


REPRiNTED PRINTED OUR PO MUST OF ON TilE BILL OF LADING FREIGHT BILL CARGO RECEIPT
OUR P.O MUST BE SHORN ON THE SIDE NOT TOP OF ALL PACKAGES VENDOR 074944
AD
09438376
ci PACKING SLIP INVOICE INDICATE IF HtRCHAHUISE IS FALLETIZED FAX 2126959312 EXT 00000

VENDOR SPONGETECH DELIVERY SNIP TO SEND71VaTFT5T


SHIP TO
SPOUGETCC1 DELIVERY SYSTEMS INC WALGREENSFLAGSTAFF IHALOIOEEN
ARRIVE ON
a- 43 14 ST BOX 4025
33RD STREET 2400 NALDREEN Jio
C- sUITE 600 FLAGSTAFF AZ86004 IDANVILLE 1L61834
03/02/09
NEW YORK NY 100013000 920 526-7264 EXT 0000
Sf DEAR DCAW PNOZ2LOBA

TRADE DISCOUNT NONE NO TRADE DISCOUNT FOB CLIFTON

CASH TERMS NET 30 101 FREIGHT TERNSNF


MINIMUM ORDER 225 CASES FREIGHT ALLONNONE NO ERT ALLOWANCE

QTY DISCOUNT NONE NO QUANTITY DISC PICKUP ALLOW NONE NO PICKUP/DACKHAUL


Co
WHSE ALLOWANCE ROUTING SCHEDULE APPT FOR NON NCS OR PREFERRED CARRIERS ON
INSTRUCTIONS INTERNET APPT SCHEDULING AT VENUORWALCREENS.COM
-3
SPECIAL SCHEDULE APPT FOR NON NCS OR PREFERRED CARRIERS ON IMPORTANT RECEIVING DLFARTNENT CI ORES AT 300 PM CASE PACK CHANGES

C- MESSAGES INTERNEE APPT SCHEDULING AT VENODR.WALGREENS.CDN MUST BE APPROVED BY OUR BUYER PRIOR TO SHIPMENT
ADD

ORDER DOD 1UI1C 2WDC RAID CASE CASE CASE PALLE HARIIONIC YER PRICE WV
AD TI/Ill CODE 5ff6VR NIT ExT UED
QTY UNIT 3MFG NUMBER ITEM DESCRIP1 ION ITEM CI PACK CURE WEIGHT
U-

161 CS LI 681062004103 SPONGF.TECN AUTO KIT 501194 .4 30 36000 039600


3.000 PERCENT OFF INVOICE
Case 1:10-cv-02031-DLI -JMA Document 47-14

ORDER UNITS
RUW CI CAR1OR LI PDUED PR PACK TOTAL CUBE TOTAL WEIGHT TOTAL PRICE
CD CARD DL 1PM DPLV OR EACH IL RoLL 104.40 783.00 09396.00
DO BUNDLE
CF CUBIC QDT Dl RUDER PR PAD IT SHEEr
DL BARREL
DR CR331 P1K PIER
CBSE
THE PRICES SHONN REPRESENT THE MAXIMUM PRICE
Cwxww BEFORE ruLING ORDER RI EARE READ ALL LNSIRUCTIDNS B$HX DECREASE DISCOUNTS
TO DI PAID SUBJECT TO BY
LABEL EACh CARTON DR OUTSiDE TO 5110W YOURP101 lANE AND OUR ORDER NUMbER
AND LLDNANCES THAT HAY OF IN EFFECT
12 WHEN PACKING SLIP IS ENCLUSEO ABEL CARTON 11141 CURTAINS MACKIND SLIP
WHEN PACKING SLIP IS NOT ENCLOSE LABEL EACH r.ARI0N AS ID STYLE AND JANTCIIES OITMIR
lENDER SCPARWTE INVOICES IN EACH PORCHASU OITDER

ORIQIHAL BILL OF LADING OR DRIER SHOPPING DOCUIIENTS lUST ACCIHPANY INYOICE ORDER
THIS PURCHASE CONTAINS
OIJASIITUTIOMS NELL Nor BE ACCSPTEO NOR-IOU WRESTER AOFMORIZATION
PROMOTIONAL ITEMS
SUBJECT TO ROPER CENESAL TRADE PROYISLDNS AS PIJBLTSOICD ON TI-ID
ORDER
I-IALGRCEI4S SUPPLIERNCr REBSITE HIPS//VENOOI1.RALCOEENS.CUM
Filed 06/18/10 Page 21 of 34

AT
EQ WALGREENS OCLIUFRIES EXCEEDING 200 CARTONS DELIVERY APPOINTMENT BE-FORE OROEN DATE PAGE
C. REQUIRE
PLEASE to NUMUER FOR AN APPOINTMENT 02/13/09 OF
PURCHASE ORDER SLIIPIIENT CALL THE SHIP

215 JAMES
REPRINTED PRINTED OUR P.O MUST BE ON THE BILL OF LAOING FREIGHT BILL CARGO RECEIPT ._____.__L_
OUR P.O MUST BE SHOWN ON TILE SIDE NOT TOP OP ALL PACKAGES
OR
VENDOR
P.O 1038376
b0 PACKING SLIP INVOICE INDICATE ir MERCHANDISE IS PALLETIZED 2126559342 EXT 00000
EQ

VENDOR SPONGETECH OELIVCRY SNiP TO SEND INVOICL TO


SHIP TO
SPONGETECH OELIL/ERY SYSTEMS INC- WALGREENSNAXAHAC HAL GO BEN
CD ARRIVE
43 33RD sTREET 710 OVILLAPO ROAD BOX 4025
C. SUITE 600 HAXAHACHIE
0Q0QTI7S167OANV IL Lb ILAI 550
03/02/09
NEW YORK NY 100013000 972-923-87iI EX
Co zotorrz
DEAR DEALt IWSSUI.953

QD NONE NO TRADE DISCOUNT CLIFTON


TRADE DISCOUNT FOB

CASH TERMS NET 30 001 PREICLIT TERNSNF


MINIMUM OROER 225 CASES EREIGUT ALLOWNONE NO FRT ALLOWANCE

QTY DISCOUNT NONE NO QUANTTTY DISC PICKUP ALLOW NONE NO PICKUP/BACKHAUL

NHSE ALLOWANCE ROUTING SCHEDULE APPT FOR NON NCS OR PREFERRED CARRIERS ON
INSTRUCTIONS INTERNET APPT SCMEOULIHG AT VENDOR.WALGRUENS.CUM

SPECIAL SCHEDULE ATPT FOR NON NCS OR PREFEDRE0 CARRIERS OW IMPORTANT LECEIVTNG DEPARTMENT CLOSES AT 230 PM CASE PACK CHANCE-S
MESSAGES INTERNET APPT SCHEDULING AT VLTNDOR.IWALGRSE-NS.COM NUST BE APPROVED BY OUR BUYER PRIOR TO SHIPMENT

ORDER ORD 1LJPC 2NOC NALG CASE CASE CASE PALLET HARMONIC PILICE

QTY UNIT 3MFG NUMBER ITEM DESCRIPTION ITEM CD PACK CODE WEIGHT TT/1I CODC I5crDT1 RTEUTD

756 CS 601062504103 SPONGETECH AUTO KIT 501294 .4 30 36000 27216.00


5000 PERCENT OFF INVOICE
Case 1:10-cv-02031-DLI -JMA Document 47-14

ORDER UNITS
ADA UT CARTON LA POUND PS PAiR TOTAL CUOD TOTAL WE TOTAL PRICE
As ASSOR1 lIEU
RD CO CARD AL OPAL ON ONLY OR E.ACN EL ROLL 302 027 216 .00
bUNDLE 00 2265
CE CI.SJC PD DI
AL bARREL
CU CR50
root
ON
DOZEN
GROSS P1
AD
rrx
SlEET
EH
THE PRICES SNONN REPROSENT THE MAXIMUM PRICE
OXONA REFInE FTC LONG THIS ORDER PLF050 LEAN AOL INSTRUCTIONS XflKK TO BE PAW SUBJECT TO DECREASE BY DISCOUNTS
11 LABEL EACH CARl 01 ON OUTSIDE TI 511GW ScUll FIRM NAME MID OUR IIROER NUIIBFR
AMO ALLOWANCF.S FLAT MAY BE IN EFFECT
21 WHEN PACKING SLIP IS ENCLOSES LABEL CARTON THAT CONTAiNS PACKING SLIP
WREN PACKINI SLIP IS KOT EOlCi.OSEB LAAL-L CACLI CARTON AS TO STYLE MIll QUANTITIES WETNIN
41 RENDER SEPAILAIL ILNO.ICCS ON EACII PURCNASV URLIER
IS ORIGINAL BILL OF LADING OR OTLLPR SNIPPING OIICIJILENTS RUST ACCOOPANY INVOICE ORDER CONTAINS
THIS PURCHASE
10 SUBSTITUTIONS WILL NOT OR ACCEPIED WITHOUT I4ROTIT AUTHORILATIIJI1
PROMOTIONAL ITEMS
IRUER SUBJECT TO OUYERS lONCRAL TRAOO PROVISIONS AS PUELISUDO ON TILE

RM.OREENS SUPPLIELEWET LE0SITE AT HTTPSJ/YEWOORWALGNEEI4SCUH


Filed 06/18/10 Page 22 of 34
Co WALGREENS DELIVCRIES ERCEEDING 200 CARTONS REQUIRE DELIVERY APPOINTMENT DEFORE ORDER DATE AGC
SHIPMENT PLEASE CALL THE SF110 TO NUNBER FOR AN APPOINTMENT
PURCHASE ORDER L1329
Co
JLL.t_
212 .J MEN
OUR P.O II MUST BE ON BILL DF FREIGHT CARGO RECEIPT
REPRINTED VND PR1 THE LADING BILL
OUR p.O 41 MUST BE SHOWN ON THE SIDE NOT TOP OF ALL PACHAGES
if 10162132 VENDOR 074144
PACKING SLIP INVOICE INDICATE IF MERCHANDISE IS PALLCTIZEO FAX 2126959342 DXT aGony

VENDOR SPONGETECH DELIVERY SHIP TO ffRfrTVO1CE TO


SHIP TO
SPDMGE1ECF1 DELIVERY SYSTEMS INC UALGREENS- IfAMAGIACIIIE HAI.GREEN
ARRIVE t4
Co 43 33RD STREET 710 OVILLA ROAD P.O DOX 4023
SUITE 600 NAXAIACHIE TXTSG6Z OANVILLE 1L61O34
04/21/no
NEW YORK NY 100013000 972 923-0740 EXT 0000
CD DEAN DEAN 14N02819S3

50 TRADE DISCOUNT NDNE NO TRADE DISCOUNT FOB PACTORY


CASH TERMS NET SO DOT FREIGHT TEItNSNO 1IN1NUM ORDER

MINIMUM GREED 225 EASES FREIGHT ALLOW NONE NO FR ALLOWANCE

QTY DISCOUNT NONE NO QUANTITY DISC FICKUP ALLOW NONE NO PICKUPJDACKHAUL

WHSC ALLOWANCE ROUTING SCHEDULE APPT FOR NON NCS OR PREFERRED CARRIERS OU
INSTRUCTIONS INTEONET APPT SCHEDULING AT VEHOOR.WALGREENS GUM

SPECIAL SCHEDULE APPT FOR NON NES OFF PREFERRED CARRIERS ON IMPORTANT RECEIVING DEPARTMENT CLOSES AT 230 PH CASE PACK LHARES
MESSAGES INTERNET APOT SCHEDULING AT VENOOR.WALGREENSCOH MUST DE APPROVED BY OUR EUYER PRIOR TO SHIPMENT

ORDER ORE LUPC 2NEC WALG CASE CASE CASE PALLET HAOHONIC POILE RRX
QTY UNIT 3MFG NUHUER ITEM DESCRIPTION ITEM CE PACK CUBE WEIGHT Ti/RI CODE UUNIT .STENOEU

130 CS 681062504103 SPUNGErECH AUTO KIT 301291 .4 3.0 2G/ 36.000 341000
5.000 PERCENT OFF INVOICE
Case 1:10-cv-02031-DLI -JMA Document 47-14

ORDER UNITS
CARTDIJ LB PDLO.S FR PAIR TOTAL CUBOJ TOTAL WEIGHT TUAL PRICF
CAPT DL DOAL OH ORIV OR EACH PS BOLL 60 00 450 00 00
BIRDIE $5400
I4 CLIPS POOl OS 007CR PD PAD SI OARED
RI DASREL
CS CA% CO GROSS PC PASS
TIlE PRICES SHOHN REPRESENT THE MA.IMUM PNtE
PORK BEFORE FILLING Ill IS ORTER PLEAS RLAB ALL LHSTRIICTSONS XXJXI TO BC PAID SUBJECT TO DECREASE BY UISCOUH
A0EL EACH CARTON UN ODTSTIIE 10 SNOW YOUR POOH WART AWl OUR 000CR NOKOLR AND ALLOWANCES THAT HAY BE IN EF CT
WHEN P00100 SLiP IC ENCLOSED LAOEL CoRTON THAi CONTAINS PACKINU SLIP
WHEN PACKIW0 SLIP IS HOl EHCLOSFO L000I EACH CARIJN AS CO SInE ANO QUANTITIES WITHIN
RENDER ORPARA FE INVOICES 05 EACH PURCHASE ORDER
OIOIGOHAL GILL OF LAT1INO DR OTHCR SHIPPiNG OOCUkTOTNTS HURT ACCOHPAAA INVOICE
SUBSTITUTIONS WILL NOT BE ACCSP TEO WITHOUT SRI TIER AUOORT7.A1IOH
ORIIER SUbJECT To BUYERS GENERAL TRUES PROVISIONS As PUll ISHED ON THE
SUPPL ETHEl J/VEHOUTT IINLII1EEHS 1001
Filed 06/18/10 Page 23 of 34

WALORT.ENS WEDSITE Al IITTPS


WALREENS DELIVERIES EXCEEDING 200 CARTONS REQUIRE DELIVERY APPOINTMENT BEFORE ODDER DAFE AGE
SHIPMENT PLEASE CALL THE SHIP TO NUMBER FOR AN APPOINTMENT 02/13/09
PURCHASE ORDER .__
REPL-DUYIER 212 J.ES
REPRINTED PRINTED OUR P.O fl
MUST BE ON THE BILL OF LADING FREIGHT BILL CARGO RECEIPT
OUR /t MUST BE SI/O/iN ON THE SIDE NOT TOP OF ALL
11433376 F.O PACKAGES VCNOOR f/ 074946
PACKING SLIP INVOICE INDICATE IF MERCHANDISE IS PALLETIZED FAX EXT
2126959342 00000

VE/HUOR SPOHOETECH DELIVERY SNIP TO SENU .LNVOILE TO


SHIP 10
SPONGETECH DFLIVERY SYSTEMS INC ARRIVE OH IIALGRECNS-PERRYSBUBG AL OR EN
43 33RD STREET i/MiS IREOON ROAD P.O UOX 4025
SUiTE 600 PERRYSDU ON43S51 DANVILLE ILAJ B3
03/02109
NEW lOOK NY 100013000 419-662-4621 EXT 0000
DEAR DEA/t RW029r493

TRADE DISCOUNT NONE ND TRADE DISCOUNT FOD CLIFTON

CASH TERMS NET 30 DDI FREIGHT TERMSNF


MINIMUM ORDER 220 CASES FREIGHT ALLOWINONE NO FRT ALLOWANCE

QTY DISCOUNT NONE NO QUANTIFY DISC PICKUP ALLOW NONE NO PICKUF//ACKHAUL

H//SE ALLOWANCE ROUTING SCHEDULE APET FOR NON NCS DR PREFERRED CAEEERSOFH
INSTRUCTIUNS

SPECIAL SCHEDULE APFT FUR NON NCS OR PREFERRED CARRIERS ON IMPORTANT RECEIViNG DEPARTMENT CLOSES AT 430 PM EMiL PACK LIANGES
ES ES MUST DC APPROVED BY OUR EL/ICR PRIOR TO SIIIFM.NT

ORDER ORE I.UPC 2-N/DC hALO CASE CASE CASE PALLET HARMONIC
QTY UNIT 3h1F0 NUMBER ITEM DESCRIPTION ITEM C/ PACK Ct/BE WEIGHT TINI CODE bROER DIRT CXTKThfl

473 CS 601062504103 SPONGETECH AUTO XI 501294 .4 3.0 36100 17028.00


5.000 PERCENT OFF INVOICE
Case 1:10-cv-02031-DLI -JMA Document 47-14

ORDER UNITS
BY 333 CT CABIDA LB POUND PR PAIR
TOTAL CUBE PRICE
CARD DL DEAL nO UtAIS 03 LUCIA EL ROLL
30 SUADLE 169 .20 1028 .00
Cr COOlS FDDT ED 00100 PU PAD Si
AL BARBEL
CSCASL DIUDIU PKPCK
1/hE PRICES SHOWN REPRESENT THE MAXIMUM /RICE
XXKX BErG/C FrLLING THIS 00000 PLEASE 1AO ALL LNS1ROCIIONS ABXX TO DE PAID SUBJECT TO DECREASE OY DISCOUNTS
A0EL EACH CARTON ON EUTSIDE TO 5101W 000111 PCi/N NA/Il AND 01/0 ORDER NUMBER
AND ALLOWANCES 1//AT MAY BE IN EFFECT
ID V/ION PACKING SLIP Ii ENCLOSED PEEL CARlO/I TROT CONTAINS PACYINU SLIP
13 OMEN PACKING SLIP IS Nor ENCLOSED LMICL EACH CANTON AS TO S1YI.E AND QUART CItES SASIHI1I

IA RE//OCR SEPADA1E INVOICES EN EACH PURCNASL 01/DEN


51 ORIGINAL DILL OF LADING ON OTHER SHIPPING OOCUNENTS NUSI ACCOMPANY 11/VOICE I//iS PURCHASE ORDER CONTAINS
SUBSEDTUII0ND HILL AliT EF ACCEPTEE NIT 1/GUI WRIITEN AUTHORIZATION
PROMOTIONAL ITEMS
Ci DRIER SLJDJECT TO BUYERS rFNEPAL TRADE IRIVI.SIONS AS 00 ISIIFO ON THE

IALII1ECNS 0/PLLCRNCT 01105 ITE ITTPS 7/YEN//OR .AIALGRECNS


Filed 06/18/10 Page 24 of 34
WALGREENS DELIVERIES EXCEEDING 200 CARTONS REQUIRE DFLIVCRY APPOINTMENT BEFORE ORDER DATE

PURCHASE ORDER SHIPMENT PLEASE CALL THE SHIP TO NUMBER FOR AN APPOINTMENT OFT
L1f6109
REPLBUYER.2T2JAMS
REPRINTED VND PET OUR P.O MUST BE OX THE BILL OF LADING FREIGIFr DILL CARGO RECEIPT
OUR P.O MUST BE SHUWN ON THE SIDE NOT TOP OF ALL PACKAGESJ VENUUR O7444
11059229
PACKING SLIPJ INVOICE INDICATE IF HERCHANUISL IS PALLETIZED FAX 2126959T42 EXT 40000

VENDOR SPONGETECH DELIVERY SHIP TO SEND


SHIP TO
SPONGETECM OELIVENY SYSTEMS INC WALGREENS-PCRRYSBURG WALGREEN
INVoiCt5T
ARRIVE UN
43 33RD STREET 28727 OREGON ROAD P.O BOX 025
SUITE 600 PERRYSOURG OMR3SSE DANVILLE IL61834
04113/09
NEW YORE NY 100013000 419-662-o21 EXT 0000
-.-.
DEAK DRAB RH029D493

TRADE DISCOUNT NONE NO TRADE DISCOUNT FOB FACTORY

CASH TEItMS NET 30 001 FREIGHT TERMSNO MINIMUM ORDER

MININUII ORDER 225 CASFS FREiGHT ALLOWNONE NO FRT ALLONANCE

QTY DISCOUNT NONE ITO QUANTITY DISC PICRUP ALLUN NONE NO PTCKUP/BACKHAUL

WHSE ALLOWANCE ROD rING SCHEDULE APPT FOR NUN NCS OR PREFERRED CARRiERS ON
INS TRUCTTONS

SPECIAL SCHEDULE APPT FOR NON NES OR PREFERRED CARRIERS ON IMPORTANT RECEIVING DEPARTMENT CLOSES AT 430 PM CASE PACK CHANGES
MESSADES MUST BE APPROVED BY OUR BUYER PRIOR TO SHTPMFNT

ORDER ORD 1rUPC 2NDC NALG CASE CASE SE HARMONiC PRICE K$N
QTY UNIT 3MPG NUMOER ITEM DESCRIPTION ITEM PACK CUBE WEIGHT TI/HI COOE 11RURY FJflTF4OED

30 CS 601062504103 SPONGETC-CI1 AUTO KIT 5U1294 .4 3.0 1iE74 SE oDO 1aoooo


3000 PERCENT OFF INVOICE
Case 1:10-cv-02031-DLI -JMA Document 47-14

DX P05 CI COVDP LD PQJNO PP POOR


TOTAL JBE TOTAL WCIGEIT TUTAL PRICE
ASACU CARP DL BEn pj ONLY OR CECH RI ROIL
SD UHOJLE 20.00 150.00 01 80000
CF rIJDOC PROC ol oOLCN P1 POD St S-EEl
DL DRRRCL
CO CROP Ca OOIJOS PC PACK
THE PRICES SHOWN REPRESENT THE tAXIMUM PRICE
BEFORE FILtING 0-105 ORDER PLEASE READ ALL CNSRUCflONS TO BE PASO SUBJECT TO DECREASE DY UISCOUNUS
Cl LABEl EACH CAHION ON BUISIISE TO SHOD 4010 PORN NAME AND OUR ORDER NUM0CR
OWANCES THA MAY DE TN CFFECI
CE WHEN PACNLHC SIEP IS NCLOSO lADE CARTON INAT CONtAINS PACKING SLIP
CS WIlL-N PACICENG SlIP IS NOT ENCLOSE AEl CACc CARTON AS SinE AND QUANEITICS CIITNIN
CD PONDER SEPARATE INVOICES UN EACH PURCIASC ORDER
CD 000011151 BILL OF LAOIRo OR GINED SHOPPING DOCUHI.NTS Host ACIONPANY INVOICE
CS 500STETUTTONS ROIL NOT DE ACCEPFEL HITIIOUT IRITTEN 5UTOIL1RI2A ICON
ORDER SUOJIECT TO 0UYER ONOL-RAL TRAEE PROVISEONS A-S PUELISICU DII TUE
NA GREENS SIJPLIERIET IIEDSITE Al LFIPS//VEIKUOIIWAL0RECIS.CON
Filed 06/18/10 Page 25 of 34
CC WALQREENS DELIVERIES EXCEEDING 200 CARTONS REQUIRE DELIVERY APPOINTMENT BEFORE ORDER DATE
04
SHIPMENT PLEASE EALL THE SNIP ID NUMBER FOR AN APPOINTMENT 04/27/09 OF
PURCRASE ORDER
RPPL-IOUYC-R 212 JAMES
REPRINTED VND PRIL OUR PD MUST BE ON TIlE BILL OF LADING FREIGHT BILL CARGO RECEIFF
BUrR II BE SHDNN ON THE SIDE NOT TOP OF ALL
PD MUST PACKAGES VENDDR g04944
fl
P.O 116738/
PACKING SLIP INVOICE ENDICATE IF MERCHANDISE IS PALLETIZEO
03 FAX 2126959342 EXT 00000

WNDDR SPONGETECH DELIVERY sHIrIo SEND INVOICE TO


SHIP
SPO1ICETECH DELIVERY SYSTEMS INC ARRIVE ON WALGREENSPERRYSBURG IHALGREEN
Cr
43 33RD SIREET 28727 OREGON ROAD Ho BOX 4023
SUITE 600 PERRYSBUEG 0H43S51 IDANVILLE 1L61834
NEW YORK NY 100013000 419-662-4621 EXT 0000
DEAN DEAN RWO25ti493

TRADE DISCOUNT NOHE NO TRADE DISCOUNT FOB FACTORY


CASH TERMS NET 30 001 FREIGHT TERMSHO MINIMUM DRDER

MINIMUM ORDER 225 CASES FREIGHT ALLDWNDNE ND FIlE ALLOWANCE

QTY DISCOUNT NONE ND QUANTITY DISC PICKUP ALLOW NONE NO PICKUP/BACIHAUL


Lfl

HUGE ALLONANCE ROUTING SCHEDULE APP FOR NON NCS OR PREFERRED CARRIERS ON
INS TRUC1 IONS

SPECIAL SCHEDULE APPT FOR NON NCS OR PREFERRED CARRIERS OH IMPURTAHT RECEIVING DEPARTMENT CLOSES AT 430 PH CASE IACX CHANGES
MESSAGES HOST BE APPROVED DY OUR BUYER PRIOR TO SHIPMENT

ORDER ORB 1UPC 2NDC WALG CASE CASE CASE PALLET HARMONIC WXN PRICE
OTY UNIT 3MFG NUHEER ITEM DESCRIPTION ITEM CD PACK CUBE WEIGHT fl/HI CODE TUiER UNII EXTtRDE5
Lj

40 CS 661062504103 SPONGETECH AUTO KIT 501294 3.0 25/ 36.000 144000


5.000 PERCENT OFF INVOICE
Case 1:10-cv-02031-DLI -JMA Document 47-14

ORDER UNITS
Lix BOX Cf CARTON I.E 00000 PA PAIL TAL PRICE
PS ASOOROIEPAT
DL oil ONLY DR RL
OUNCE CI CDXI COAL EACH ROLL 00
Cr CUbIC FOOT 02 OO2EN ID 030 SlEET
XAPBEL
.-
CS CARS SR 03055 PACE
THE PRICES SHOWN REPRESENT TUE 1IAXSJIUM PRICE
XR BEFORE FILLING THIS ORIJER PLEASE RCA AI.L INITRUCTLORS RMMX 10 06 PAID SUBJECT TO DECREASE BY UISCDUHS
Li LOPEL EACM CARTON ON OUTS IDE 10 SHOP VAUlt IMP MARE 01W OUR ORDER NUHOCI
AND ALLOWANCES TO/IT MAY DE IN EFFECT
WHEN PACKING SlIP IS O.IELOSEO LABEL CARTON roAr CON IAIPEA PATCOING CLII
WHLN pAcKrRo SLIP IS HOT TNCLOSEO LA0CL EACH CARTON AS TO STYLE AND 0IAH WITHIN
REPLIER SEPA INVOICES ON EACH PUICNASE ONOIR
ORIGINAL ROLL Of LAO3Nc OR OIlIER SMIPPING DDCLI.MLHTS P11ST ACCOMPANY INVOICE
16 SLIRSTJIUUONA MiLL HOT ACCEPTED OLPI0UT WRITTEN AU
/3 IJAUCA SUBJEC7 To BLIYERS GENERAL TRADE AS PUBLISHED ON THE
WAL001ENS SOPPLEERNC-T UEBSLIE At HUPS/IVEHDDRWAL6REENS.CDH
Filed 06/18/10 Page 26 of 34
Cc DELIVERIES EXCEEDING CARTONS DELIVERY BEFORE ORDER DATE PAGE
WALGREENS 200 REQUIRE APPOINTMENT
02/13/09 OF
PURCHASE ORDER SHIPMENT PLEASE CALL THE SHIP TO NUIDER FOR AN APPOINTMENT

REPL-OUYER 212 JAMES


REPRINTED PRINTED OUR P.O MUST BE OH THE GILL OF LADING FREIGHT BILL CARGO OCCEIPT
OUR II
P.O MUST BE SHORN ON THE SIDE HOT TOP OF ALL PACKAGES VENDOR 074944
P.O .4F 12438376
PACKING SLIP INVOICE INDICATE IF MERCHANDISE IS PALLCTI1ED FAX 212695F3s2 EXT 00000

SPONGETECH DELIVERY RTP TO SCNUIN1JOICL TO


SHIP TO
SPDNGETECH DELIVERY SYSTEMS IN NALGREENS-MORENO VAL 1WALGREEH
ARRIV
cC
45 33RD STREET 17500 PEURIS DLVD P.o BOX 4025
SUITE 600 MORENO VALLEY CA92551 IDANV1LLE 2L61034
NEW YORK NY 100013000 90JGDL3111 EXT 0000
DEAN DEAl RW0S00216

TRADE DISCOUNT NONE NO TRADE DISCOUNT FOB CLIFTON


CASH TERMS NET 30 DOI FREIGHT TCRMSNF
MINIMUM ORDER 225 CASES FREIGHT ALLOWNONE NO FRY ALLOWANCE

QTY DISCOUNT NONE NO QUANTITY DISC PICKUP ALLOW NONE ND PICKUP/BACKHAUL

WHSE ALLOWANCE ROUTING SCHEDULE APPT FOR NON NCR OR PREFCRRED CARRIERS ON
INSTRUCTIONS INTERNET APPT SCHEDULING AT VENOURMALGREENS.COH

SPECIAL SCHEDULE APPT FOR NON NCS DR PREFERRED CARRIERS ON IMPORTANT RECEIVING DEPARTMENT CLOSES AT @20 PH CASE PACK CHANGES
HESSAOES INTERNET APPT SCHEDULINO VENDOR NALOREENS CON MUST BE APPROVED BY OUR DUYER PRIOR TO SHIPMENT

ORDER ODD LUPC 2NDC FG CASE CASE CASE PALLET HARMONIC XXiEX PRICE SE
QTY UNIT 3-NFG NUNDER ITEM DESCRIPTION ITEM CD PACK CUEC NE1GKT TI/HI COUC 5T1DErOz7 CrENDEb

486 CS 601062504103 SPONGETCCI AUTO KIT 501291 .4 3.0 56.000 1749600


5000 PERCENT OFF INVOICE
Case 1:10-cv-02031-DLI -JMA Document 47-14

ORDER UNITS CUBE PRICE


DX SOP CV ozscsw LA FOUND PS TIER TOTAL TOTAl
AS ASSDRTHEFJT
CS CASTS DL DEAL ALP 01 EACH DL PTCL
SD DLAJDLE 19440 1458.00
fOTAEIGHT $17496.00
CF cUTE FOOT 02 DOZEN PD PAD CT ZlELT
AL DASEPL
CS CASE DCC PC ALP
_____________ THE PRICES SHOWN NEPRESENT TIlE HAXIHUN PRICE
Ax EF.FORE FILLING THIS OR0P PLEASE grAD ALL INSTRUCTIONS TO BE PALO SUBJECT TO DECREASE BY DTSCOUH IS
Li LAOEL EACH CARTON SN DIffSEUE 10 SF00 YOUR PlAN NAML AND 010 ORUER HURTlES
AND ALLOWANCES THAT MAY BE IN EFFECT
CE AliEN PACICIHC SLIP IS ENClOSED LAIEL CARtON TO-LiT COT4TAT.HS ACKIHO SLIP
CI PlEA PAPXIND SLIP IS NOT EKCLOSEO IAOCL EACH CARTON AS To STYLE AND OUANTITIOS IFICIIEN

45 FIN POICHASr ORDER


RENDER SEPARATE INVI1IEES EAC
IS DILL lIP LAnD DO OTHER SHIPPING DOCOINLTATS HUS ACCDNPANY INVOICE
OOIDI1R.kL THIS PURCHASC ORDER CONTAINS
SUIISIITIJTIORS FILL NOT SE ACCEPTFD WIll-FOUl REnTER AUTHOgIZAT100
PROMOTIONAL ITEMS
ORDER SULECE ID DOVERS GENERAL RADE PFOYISIENS AS POOl lINED UN THE
NALOREEKS SUPPLIERHEC WOBSITE Al HIIPS//YENOCR HAI.CRCENS Cool
Filed 06/18/10 Page 27 of 34
WALGREENS DELIVERIES EXCEEDING 200 EARTONS REQUIRE DELIVERY APPOINTMENT BEFORE ORDER DATE PAGE
02/13/09 OF
PURCHASE ORDER SIIIPIIENT PLEASE CALL THE SHIP TO NUMBER FOR AN APPOINTMENT

REPL-E3UYER 212 JANES


REPRINTED PRINTED OUR P.O ft MUST RE ON THE BILL OF LADING EREIGHE BILL CAREO RECEIPT
0011 P.O MUST BE SHOWN OR THE SIDE NOT TOP OF ALL PACIAGPS VEWOOR 074964
17430376
PACKING SLIPJ INVOICE INDICATE IF MERCHANDISE IS PALLETIZLO FAX 21269B93A2 EXT 00000

SPONGRTECN OELIUERY SNIP TO VtR05Efo


SHIP TO
SPONGETEEN DELIVERY SYSTEMSJ INC WALGE1EENS EONNECTICU I4ALGREFN
ARRIVE ON
43 33RO STREET 00 INTERNATIONAL PEWY BOK 4025
SOITF 600 WINDSOR CT0609S ILEXS3Q
NEW YORK MV 100013000 O60-607--0200 EXT 0000
DEAN RN 0576170

DISCOUNT NONE 40 TRADE DISCOUNT FOB ELIFTON


TERMS NET 30 001 FREIGHT TERMSWF
ORDER 225 EASES FREIGHT ALLOWNONE NO FRT ALLOWANCE

DISCOUNT NONE NO QUANTITY UISC PICKUP ALLOW HUNE NO PICKUP/BACKNAUL

ALLOWANCE ROUTING SCHEUULE APPT FOR NON NES DO PREFERRED CATHETERS ON


INSTRUCTIONS INTERNET APPT SCHEDULING AT VEM000.WAI.GREENS.COM

SEHEOULE APPT FOR NON MEG OR PREFERREO CARRIERS ON IMPORTANT RECEIVING DEPARTMENT CLOSES AT 500 PM CASE PAEK CHANGES

INTERNET APPT SCHEOULING AT VCNOORWALGREENSCON MUST BE APPROVED BY OUR BUYER PRIOR TO SHIPMENT

ORB 1UPC 2NflC WALS CASE CASE CASE PALLET HARMONIC 1E%X PRICE %1$X
UNIT 3MFG NURSER ITEM OESCNIPTION ITEM CO PACT CUBE WEIGHT TI/HI C000 $RPR UNTI EXTLFIOEU

j6B10o2s0q1B3 SPONGOTECH AUTO KIT 501294 .4 3.0 36.000 3S28.00


0.000 PERCENT OFP INVOICE
Case 1:10-cv-02031-DLI -JMA Document 47-14

UWITS
fIX USA Cl CARtOP Id FF11040 PR PATO IGMT TOTAL PRICE
AS000EICHI
CO DL TEAL 04K ONLY CASH OF ROLL
0tE $3528.00
CF ruoIC FOOT lIZ DOZEN PAD ST SHEET
BA/FOOL
CT CASE SE fl05S TIC

BEF0E PILLIOn THIS ORDER PLEASE NEAl ALL EFSISUCTIOHS


PACK
JT____ TIlE

10 BE
PRICES
PAlO
SHOWN
SUBJECT
REPRESEMT
TO DECREASE
THE HAXIMWI
BY OISCOUNIS
PRICE

LABEL EAO ChOPiN 001 OuISIIIE TO 51011 SOUR P1101 RARE ARE DLII ORDER HUHBEII
AND ALLOWANCES THAT fIAT BE IN EFFECr
WHER PACKING SLIP IS DWLOSE LABEL CART01I ThAI CONTAINS PACKING SLIP
lINEN PACKING SLIP IS HOT ENCLOSED LAOFL CACJI CAITLH AS TO STYLE AlIT OHANTI rIDS 0111110

EMBER SEPARATE ZRYUCLS ON EACH PUIICIIASC TROEI


1NlTR4L BILL OP LAII011G DO lINER SNIPPING POCUHENTS P01ST ACCOMPANY INVOICE THIS PURCHASE OROER CONTAINS
SUSSTITJ1S0l1S ELLL NOT BE ACCEPTCO ICITEIEOT RWITCCN
PROMOTIONAL ITEMS
ORDER SUBJECT fli

SUPPLIERNEF
005ERS
WEBSITS
GENERAL
AT
TRACE PRIVLSIONI
IIrrpsf/vrRIIlR.IQALoTIEErII.coR
AU
AS 0000ISHEO ON lIlt
Filed 06/18/10 Page 28 of 34
An WAWREENS DELIVERIES EXCEEDING GOo CARTONS REQUIRE DELIVERY APPOINTMENT BEFORE ORDER DATE
C.-
OF
PURCHASE ORDER SHIPMENT PLEASE CALL THE SNIP TO NMUBER FUR AN APPOINTMENT 02/13/G9
TCThTIVEO 212 .JAI4LS
REPRINTED PRINTED OUR P.O MUST bE OH TUE DILL OF LADING FNEIG1 BILL LARGO RECEIPT
OUr P.O lUST BE SHOWN UN THE SIDE NOT TOP OF ALL PACKAGES VPNDOR 01090A
CI
18s38376
PACKING SLIP iNVOICE IMOICA1E IF MERCHANDISE Is PALLETIZED
CI FAX 2126959342 EXT 00010
CO

VENIJ5WTThF UELI VERY -J


IOVU1CE TOr
SHIP TO
SPOHGETEEII DELIVERY SYSTEMS INC ARREVE ON WALGREEMS-ANDERSIN IWALGREEN
C-
331W STREET 101 ALLIANCE PARKWAY P.O 00$ f02.S

C- SUITE 600 NILLIANSTUN 5C29697 JOANVILLE IL61O3A


NEW YORK NY 100013000 -t_L 06i-222-7300 EXT 0000

C-

CO NONE DISCOUNT
TRADE DISCOUNT NO TRADE FDD CLIFrDN
CASH TERMS NET 30 001 FREIGHT TERMSNF
MINIMUM ORDER 223 CASES FREIGHT ALLOW NONE ND FRT ALLOWANCE

OTT DISCOUNT NUNE NO QUANTITY DISC PICKUP ALLOW NONE ND PICKUP/0CKIAL


CO
C- WHSE SCHEDULE APPT FOR NUN NES OR PREFERRED CARRIERS ON
ALLOWANCE ROUTING
INSTRUCTIONS INTERNET APPT SCHEDULING AT VENUURWALGREENS.COMET

SPECIAL SCHCDULE APPT FOR NON NCS OR PREFERRED CAORICFCS ON IMPORTANT RECEIVING DEPARTMENT CLOSES AT 300 PH CASE PACK CHANGES

C- MESSAGES INTERNET APPT SCHEDULING AT VENDDR.WALGREENS.EUNET MUST BE APPROVED BY OUR BUYER PRIOR TO SIIIPHENT
CO
ORDER DRD 1UPC 2N.DC WALO CASE CASE CASE PALLET HARMONIC oR PRICE
CI PACK CUDE WEIGHT TI/Ill CODE YEUUNXT
OTY UNIT 34MPG NUHBER ITEM DESCRIPTION ITEM XTCNOEb
U-

352 CS 681062305103 SPONGETECIF AUTO KIT 1301Z9i .5 30 36.000 12672.00


5.000 PERCENT OFF INVOICE

CO
CO
Case 1:10-cv-02031-DLI -JMA Document 47-14

LU
Lu
cc
CD
-J
AL

ORDEI
AS BK BOX CT CARTON LB poim TOTAL CUBE TOTAL WEIGHT rOTAL P01CC
ASSDSThEHI
LB CARD DL DEAL OH fl ROLL
BUKDI.S DALY 01011 Pt 150.60 1034.00 012672.00
CBRlr rOOT Vi ADiEU PD PAD ST SHEIT
AL PARROt
NC CASE CIT DRDSD PR PACE
THE PRICES SHOWN REPRESENT THE MAXIFIUN POICE
AXX PF.FSRE FILLINS 10115 DRIVER PLEASE IEA ALL INSTOUCTIONS XA1CX TO DC PAID SUBJECT TO DECREASE BY DISCOUNTS
LADCL EACH CARTON SN OUTSIDE ID 510W YOUR FISH HAHU AND VON opor.ro NU11\ER
AND ALLONANCES THAT MAY FOE IN EFFECT
OIlER PACKINO SLIP IS ENCLOSE LAI1EL CARTON THAT CONTAINS PACYJNS SLIP
HEN PACKING SLIP IS NO RHCI.SSED LABEL EACA CAll iON AS STYLE AND 0UANI TOES WITHIN
RENDER SEPARATE INVOICES ON EACH PURChASE 01001
01 OI1IGIL41 BILL OF 10106 OR OTHER SIIIPP100 FIOCUIIENTS OUST ACCOIIPANY INVOICE CONTAINS
THIS PURCHASE OROER
CE SUBSTIThflOI1S WILL NOT RE ACCrPTLD WTIIIBLT WRITTEN AUTODTZATION
FWOIOTIONAL ITEMS
oRDER SIJAJECT TO BUYERS GENERAL RODE PIOSYISJOHS AS PUNI.LSIIEI1 ON THE
WALGOLENS S0DPLIERNET NEISITE AT Hi ENS //VENJOR WALGRLENS .COh
Filed 06/18/10 Page 29 of 34
CC WALGRE1NS DELIVERIES EXCEEDING 200 CARTONS REQUIRE DELIVERY APPOINTMENT BEFORE ORDER DATE

SHIPMENT PLLASE CALL THE SF-lIP To NUMBER FOR AN APPOINTMENT 00/13/09 OF


PURCHASE ORDER J_FAGE
REFL-BUYER 212 JAMES
OUR P.O II MUST BE ON THE RELL OF FREIGHT CARGO RLCEIPT
REPRINTED VND PNTL LADING DILL1
OUR P.O Ii MUST DC SHOWN ON THE SIDE NOT TOP OF ALL PAEKAG-ES VENOUH It
074944
P.O Ii 18462132
PACKING SLIP INVOICE INDICATE IF MERCHANDISE ES PALLETIZED FAX 2126959342 EXT 00000

VENDOR SPONGETECH DELIVERY SHIP TO iNVOICE TO


SHIP TO
SPONGETEEJI DELIVEFFY SYSTEMS INC ARRiVE ON lAALGREENS-ANDERSON WALGRFEN
C13 33RD STREET 101 ALLIANLE PARKWAY P.O CDX 4025
SUITE 600 WILLIAMSTON SC2969 DM4VILLE 1L61854
04/21109
HEN YORK NY 100013000 860-E2z-7300 EXT 0000 JSEHO
DEAR DEAR RN0547496

TRADE DISCOUNT NONE NO TRADE DISCOUNT FDOJ FACTORY

CASH TERMS NET 3D DOT FREIGHT TERMSNO MINIHUM ORDER

HIHIHUM ORDER 223 CASES FREIGHY ALLOHNONE HO PHI ALLOWANCE

QTY DISCOUNT NONE NO QUANTITY DISC PICKUP ALLOW NONE NO PICKUP/BACKHAUL

WHSE ALLOWANCE ROUTING SCHEDULE APPT FOR NON NCS OR PREPERI1ED CARRIERS OH
INSTRUCTIONS INTERNET APPT SCHEDULING AT VEHDOR.WALGREENS.CDIET

SPECIAL SCHEDULE /PPT FOR NOR NCS OR PREFERRED CARRIERS ON iMPORTANT RECEIVING DEPARTMENT CLOSES AT 300 PR CASE PACK CHANGES
MESSAGES INTERNET APPT SCHEDULING AT VENDDRWALGREEJS.COMLT MUST IRE APPROVED TRY OUR BUYER PRIOR TO SHIPMENT

ORDER ORD 1UPC 2NDC HALO CASE EASE EASE PALLET HARMONIC PRICE VM
IRTY UNIT SZNFG NUMBER ITEM DESCRIPTION ITEM PACK CUBE WEIGHT TI/HI CODE 1rrOWrrEENW
20 Cs 601062504103 SPOHECTECH AUTO KIT 501294 .q 3.0 25/ 36.000 720.00
5.000 PEHEENT OFF INVOICE
Case 1:10-cv-02031-DLI -JMA Document 47-14

ORDER UNITS
LX Cl CDRTDW PDUWD P11 PAm TOTAL CUBE TOTAL WEIGHT TUTAL PRICE
AS D0500THCk4T
CD CORD 01 -0101 DIJ CML DR EACH DL POLL
110 01WtE 8.00 60.00 $720.00
IILIIAPJIEL LF-CDDCFPOI DD002LN PP-PAD Sl-D11ET
CS CADC DO DROSS PR PACK
THE PRICES SHOWN REPRESENT THE MARIMUM PRICE
DEFORE FILLING 11115 ORDER PI.CADC GLAD ALt INSTIUCTIONS X1KK TO OE PAID SUBJECT TO DECREASE BY DISCOUNTS
LAOEL EACh CARTON 0-F oursroP TO SF-IRK YOUR OUR
FIRM NAME ARE ORDER HUNGER
AND ALLONANCES THAT HAY BE IN EFFECT
cz WHOM PAcKMG SLIP Is EREL0SLO LABEl CARTON IlIAD CONTAINS PACKING SLIP

14
IS
01-IF-N

ROMPER
ORIGINAL
PACKING

SDOSIITUTIUIIS
040CR
NALGRECMS
SEPARAIE

SUOJECI
DILL
Sill

SUPPLIERNET
OF
WILL
TB
IS
INVOICES
L000NO

0UYEI
NOT
NOT

NE
CII

IJEBSITE
EIICLOSED
ON EACII

OTHER
ACCIP
UENEFIAL

Ar
100
LABEL
PISRCRASL
SHIPPiNG
WITHOUT
TRADE
EACh

ORDER
DOCUMENTS
WRITTEN
PR001SIDIIS
I1TPSIIVEN000.VALDRERMSCON
CARTON

As
AD

MUST
10 STVLE

ACCOMPANY
AOJTNDRLATLUN
PUSLLSIICE CR
AND

TIlE
UUAIITITJES

INVOICE
WITHIN
__ _____________________________
Filed 06/18/10 Page 30 of 34
WALGREENS DELIVERIES EXCEEDING 200 CARToNS DELIVERY APPOINTMENT DEFDRE ORDER DATE
REQUIRE
SHIPMENT PLEASE CALL THE SHIP TO NU1IBER FOR AN APPOINTMENT 04/20/09 OF
PTJRCTI45E ORDER
BUYER 212 JAtSES
REPRINTED VND PRTL OUR P.O II MUST BE ON TUE BILL OF LADING1 FREIGIN DILL1 CA.RGO RECEIPT
OUR po MUST BE SHDHH ON THE SiDE HOT TOP OF ALL PACKAOOS VENDOR 074944
4f 18464673
PACKING SLIP INVOICE INDICATE IF MERCHANDISE IS PALLETIZED 2126959342 EXT 00000

VENDOR SPONGETECH DELIVERY TSHIP TO SEND IHVOEE TO


SHIP TO
SPDHGETECH DELIVERY SYSTEMS INC WALCREENS-AHDERSDN HA LG RE
ARRIVE ON
43 33RD STREET 10 ALLIANCE PARKWAY P.D DOW 4020
SUITE 60 HMSTOM SEZ9697DANVILLE L61034
HEW YORK NY 100013003 864-222-7300 EXT 0000
UEAR DEAR RMO3I 7495

TRADE DISCOUNT NONE ND TRADE DISCDONT FDD FACTORY


CASH TERMS NET 50 DDI FREIGHT TERHSHO MINIMUM ORDER

MINIMUM ORDER 223 CASES FREIGHT ALLOHHDHE NO COT AI.LOWANCE

QTY DISCOUNT NONE No QUANTITY PICKUP Al LOW HDNE ND PIC1CUPIBACKUAUL


DISC_____________________________
WNSE ALLOWANCE ROUTING SCHEDULE APPT FOR NON NES DR PREFERRED CARRIERS ON
INSTRUCTIONS INTERNET APPT SCHEDULING AT VEHDORWALGREEHS.COMET

SPECIAL SCHEDULE AEPT FOR NOW NS PREFERRED CARRIERC ON IMPORTANT RECEIVING DEPARTMENT CLOSES ST 300 PM CASE PACK CHANGES
MESSAGES INTERNET APPT SCHEDULING AT VENDDR.WALGREENSCDMET MOST BE APPROVED OUR DUYER PRIDR TO SHIPMENT

ORDER ORD 1UPC 2NDC HALO CASE CASE CASE PALLET RARIONIC PRICE
QTY UNIT 3OMFG NUMBER ITEM DESCRIPTION ITEN CU PACK CUBE WEIGHT TI/HZ CODE IRDErONIY TR1DENDCD

in CS 601062504103 SPDNGETLCH AUTO KIT 501294 .4 3.0 25/6 36000 L440.00


.5.000 PERCENT OFF INVOICE

Cc
Case 1:10-cv-02031-DLI -JMA Document 47-14

LU
cc
Cc
-J

ORDER UNITS
BOX CT CAXTOS LA PDLAJO PR PAIR TOTAL CUBE FOTAL WEIGHT TOTAL PRICE
As DssoRrplfllE
PUt 050.0 05 OPAL ON ONLY CFF-AH DL BOIL 16.00 12000
BUICLE $1144000
CF rooT 112 002F.N SI .1
PC AANAEL CUBIC PAD CHEAT
CU CASE LX CLOUDS PR PALO
_________ TIlE PRICES SHOWN REPRESENT TIlE IIAXIHUM PRICE
rxA BEFORE FILLIN0 mrs UROER PLEASE REAl ALL LNSIIUrTroRS XICKX TO RE PAID SUBJECT TO DECREASE DY DISCOUNTS
LABEL EACH CAPTOR ON oUTSIOE 10 SIlO YOUR FIRM LANE 55$ 1L ORDER MUH0ER
AND ALLDNANCES THAT MAY DE IN EFFECT
1/ RIIDN PACKERS SC ES ENClOSED LADE CARTON ThAT COH1ALNS PALS/HIS sup
RHEM PACKING SUP .15 ROT EMCLOSEI LADE EACH CR1110 AS TV STY AR OIIANTilIES ITHIM
14 RENDER SEPARATE TRVOICLS EM CACR JUI0CHASE DROOl
ORIGINAL BILL OF LADEMO OIl OThER SHIPPERS UOCUMENTS RUSE ACCOUJANY THEaTrE
LA SLTBSTITUIONS REEL NOT BE ACCEPTED JET1L1UT W1ITIEN EUTUORSZATION
ORDER SUOJECT TO IOYF.RS GONER/I IRADE PROVISIONS AS POIILTSIE0 GM TIDE

RALGREENS SUPPLERRL1 OCIISI1L 01 HTIPS//YENDER IMLOREENS COM


Filed 06/18/10 Page 31 of 34
WALGREENS DELIVERIES EXCEEDING 200 CARTONS REQUIRE DELIVERY APPOINTMENT REFORE ORDER DATE PAGE

SHIPMENT PLEASE CALL THE SHIP TO NUMDER FOR AN APPOINTMENT 04/15/09 OF


PURChASE ORDER
REPL-DUYER212 LS
REPRINTED- VND PRIL OUR .0 HUST DE ON THE BILL OP LADING TEIGHT BILL CARGO RECEIPE
OUR P.O MUST BE SHOWN ON THE SIDE NOT TOP OF ALL PACKAGES VENDOR ft 07494
P.O Hit 990i64143
SLIP INVOICE- INDICATE IC NERCHANDISE IS PALLETIZED FAX 2126959342 EXT 00000
tACCIWO
VENDDR SPONGETECH DELIVERY SHU TO flTTfTRIT1CE TO
SHII 10
SPONCETECH DELIVERY SYSTEMS INC ARRIVE ON CentraL Store HALGREEM
43 33RD STRFET
SUITE 600 1L61034
SEE DIRECT LIST
NEW YORX NY 100013000 000-0000000 EXT 0000 DANVTLE
DEAN DEAH

TRADE DISCOUNT NONE NO TRADE DISCOUNT FOB DESTINAFION

CASH TERMS NET 30 DOI FDFIGHT TERMSNO IIINIMUN ORDER

MINIMUM ORDER NONE ND MIN ORDER QTY FREIGHT ALLOWNONE NO ERT ALLOWANCE

QTY DISCDUP4T NONE ND QUANTITY DISC PICKUP ALLOW NDNE MD PICKUP/DACKNAUL

NHSE ALLOWANCE ROUTING


INSTRUCTIDNS

SPECIAL IMPORTANT RECEIVING DEPARTMENT CLOSES AT 200 PM rASP P41 CHANGES


MESSAGES lUST DE APPROVED DY OUR BUYER PRIOR TO SHIPMENT

ORDER ORD 1UPC ZNDC MALO CASE CASE CASE PALLET HARHONIC xosc PRICE RS$
QTY UNIT SAMEG NUMBER ITEN DESCRIPTION ITEM CT PACK CUBE NEIGNT TI/HI CODE 5IRFTLQTT flffFD
CS 601062504103 SFDMGCTECH AUTO KIT 50.1294 .4 30 36.000 144.00
5000 RERCENC DFF INVOICE
Case 1:10-cv-02031-DLI -JMA Document 47-14

ORDER UMFrS
BR OIIX IT cAkrl LB FONtS TOTAL CUDE TOTAL WEIGHT TOTAL PRICE
AS ASSLSINETTI
OIl OR
CO FOBS DI DEAl IBAIS CALl-I RI BIJIL
so $14400
CF US1C FOOT OS OOZES ID PAP ST St-C
RI SORREL
CS LOSE RB EROSS SF FRISK
THE PRICES SMDNN REPRESENT THE
TEEREASE MAXIMUM PRICE
OFFORE FILLING TilTs 0511CR PLEASE SHAll ALL IRSTRUIT0005 BE PAID SUDJECT DY DISCOUNTS
LAbEL EACH CARTON OH OUTSIDE TO S/ION YOUR FIRM MAUL- AND OUR ORDER NUMBER
AND ALLOWANCES ThAT MAY RE IN RFCCT
12 WI/FR PACKING SLEP IS ENCLOSED LA0EL CARTON TI-TAT CURTAINS IAIKLNC SLIP
WN PACKiNG SlIP IS HOT ENCLOSED EASEL EACH CARTON ru STYLE NIl OUANTITTr.S urmrs
RENDER SEPARATE NYU ICES ON EAEH PIIRCAIANE AR0P.R
CS C/Flail/AL BILL OF LADING OR OilIER SHIPPING DOCUMENTS -RIOT ACCOMPMIY INVOICE THIS PURCHASE DRDER CONTAINS
SUBSTITUTIONS ROIL NOT BE ACCEPTED lIrIIoIIi HTOIIIPN AUTNORIZAILON
17 ORDER
WALGRELNS
SUDJECT iTt

SLEPLIERNET
BUYERS GENERAL
IJOBSITE NT
TRADE PROVI510HS
ITTPS/JYEKDORNALGRFEILLOH
AS PUBLISHED UN THE
TD PROMOTIONAL ITEMS
Filed 06/18/10 Page 32 of 34
WALCREENS DEl iVORIES EXCEEDING 200 CARTONS REQUIRE DELIVERY APPOINTMENT BEFORE ORDER DATE PAGE

PURCHASE ORDER SIFIPIIENT PLEASE CALL TUE SNIP TO NUMUER FOR AN APPOTNTMENT

OUR P.O MUST BE ON TIlE BILL OF FREIGHT CARGO RECEIPT


oY/23/_L1UFL_j
REPL-UUYFE 210 JAMES
REPRINTED PRINTED LADING BILL
OUR P.O MUST UE SHOWN ON THC SIDE NOT TOP OP ALL PACKAGES 074944
i1 99A99853 VENDOR
PAEKIUG SLIP INVOICE INDICATE IF HERCICANUISE IS PALLETLZEO FAX 2126959342 EXT loDen

SPYINGETECH DELIVERY TiYTO EHO INVOICE TO


SHIP TO
SPONGETECH DELIVERY SYSTEMS INC Conkr-aL Skoro IWALGREEN
ARRIVE ON
33RD STREET P.O BOX 4025
sUITE 600 JOANVILLE 1L61034
fORK NY 100013000 o0oooooboo EXT loon

DISCOUNT HOME NO TRADE DISCOUNT FOO FACTORY


1__
NET 30 001 FROIOHT TERMSNO MINIMUM ORDER

ORDER NONE NO 1CM ORDER QTY FREIGHT ALLOWNONE NO FRT ALLOWANCE

NONE MO QUANTITY DISC PICKUP ALLOW NONE NO PICKUP/BACKHAUL

ALLOWANCE ROUTING
INSTRUCTIONS

IMPORTANT RECEIVING DEPARTMENT CLOSES AT 200 PM CASE PACK CHANGES


MUST BE APPROVED BY OUR BUYER PRIOR TO SHIPMENT

1UPC 2NOC HALO CASE CASE PALLET HARMONIC %RX PRLEE flX1R
CASEJ
ITEN DESCRIPTION iTEM CUBE WEIGHT TI/MI COOE 5rCDNT txDr
RTBNFG_NUMBER PACK1

161062504103 SPONGETECH AUTO KIT 501094 -N 3.0 72.00


0.000 PERCENT OFF INVOICE
Case 1:10-cv-02031-DLI -JMA Document 47-14

Cl LU QUAD TOTAL CUBE WEIGHT TOTAL PRICE


DCIX CP510R PR PAIR
CD-CARD 01 DEAL DX CCXLV EACH DL ROLL 600
.90 172.00
I.E CLRC PDDT DR DDZER PU PAD ST AltEl
I_A CASE CR DADSU Pt PROC
THE PRICES 5100MW REPRESENT THE HAXIIIUM PRICE
FILLING TNLS TIllED EASE READ ALL INSTRUCTIONS icsx TO PAID DECREASE BY
BE SUBJECT TO DISCOUNTS
CARION DR OUTSIDE TO UNDO YOUR FIRN RAtIO AND OUR ORDER PUNTER
AND ALLOWANCES THAT flAY BE IN EFFECT
IIACKIHL SLIP IS THLLOSPD LABEL CARTON THAT CONTAiNS PACEUNI SLIP
PACEIIAO Slip IS NOT ENCLOSED LAUE1 CACTI CARTON AS TO STYLE AND QUANTITIES OITPIIN
SEPARATE OHVOICLS ON EACH PURCHASE ODDER
BELL OF LADiNG OP OIlIER SHIPPING DOCUMENTS RUST ACCOAPANY INVOICE THIS PURCHASE OROER CONTAINS
DILL NOT BE ACCEPTED LAIEHOIIT WRITTEN AUTIOAIZATION
PROMOTIONAL ITEMS
SUBJECT TO BUYETS CENCRAL TRADE ROVESIORS AS PUBLES1TT ON TIlE

SIWPLEERNCT WEBSITE Al HTTPSI //IIEN0OR.WALGITEENSC0N


Filed 06/18/10 Page 33 of 34
Case 1:10-cv-02031-DLI -JMA Document 47-14 Filed 06/18/10 Page 34 of 34
Case 1:10-cv-02031-DLI -JMA Document 47-15 Filed 06/18/10 Page 1 of 3

COURT FOR THE


UNITED STATES DISTRICT
EASTERN DISTRICT OF NEW YORK

UNITED STATES SECURITIES AND


EXCHANGE COMMISSION

Plaintiff

CV-1O-2031

SPONGETECH DELIVERY SYSTEMS INC


RM ENTERPRISES INTERNATIONAL INC
STEVEN MOSKOWITZ
MICHAEL METTER
GEORGE SPERANZA
JOEL PENSLEY and
JACK HALPERIN

Defendants

Exhibits annexed to and submitted with the

Declaration of Christine Neal

EXHIBIT
Page of2
Case 1:10-cv-02031-DLI -JMA Document 47-15 Filed 06/18/10 Page 2 of 3
Neal Christine

From Neal Christine

Sent Wednesday September 30 2009 145 PM

To Oren.AzarWalgreens.com

Subject RE Additional documents from Walgreens

Oren

Thank you for your prompt response

have reviewed the purchase orders and correspondence If possible would like to speak to you or Mr Sullivan again to ensure
that understand all of the terms of the purchase Please tell me time that is convenient for you

In addition it is unclear from the documents provided how many units Walgreens sold how many units have been or will be

returned to Spongetech and how much Walgreens paid to Spongetech for products sold through the sales channel Did

Walgreens agree to sell Spongetech products on consignment basis would appreciate receiving any documents in

Walgreens possession that may address these issues

Regards

Christine

Christine Neal

Branch Chief

Division of Enforcement

Securities and Exchange Commission

100 Street N.E

Washington DC 20549-4631

202.551-4920
202.772-9233 fax

From Oren.Azar@Walgreens.com .Azar@Walgreens.com


Sent Wednesday September 30 2009 104 PM
To Neal Christine

Subject Additional documents from Walgreens

Christine

Please find attached two PDF5 that together contain the various individual purchase orders relating to the Walgreens order of auto

sponge kits from SpongeTech If


you have any technical difficulties with either of these files please let me know

Thanks

Oren

Oren Azar

Director Corporate Acquisitions Law


Walgreen Co
847-3 5-803 office
847-942-9403 cell

4/29/2010
Page of
Case 1:10-cv-02031-DLI -JMA Document 47-15 Filed 06/18/10 Page 3 of 3
This message and any attachments are intended for the use of the intended recipients only and may be covered by the attorney
client and other privileges Any unauthorized disclosure copying distribution or use of the contents of this message or any
attachments is prohibited have received this message in error please the sender immediately and delete the original
If
you notify

4/29/2010
Case 1:10-cv-02031-DLI -JMA Document 47-16 Filed 06/18/10 Page 1 of 2

UNITED COURT FOR THE


STATES DISTRICT
EASTERN DISTRICT OF NEW YORK

UNITED STATES SECURITIES AND


EXCHANGE COMMISSION

Plaintiff

CV-1O-2031

SPONGETECH DELIVERY SYSTEMS INC


RM ENTERPRISES INTERNATIONAL INC
STEVEN MOSKOWITZ
MICHAEL METTER
GEORGE SPERANZA
JOEL PENSLEY and
JACK HALPERIN

Defendants

Exhibits annexed to and submitted with the

Declaration of Christine Neal

EXHIBIT
Case 1:10-cv-02031-DLI -JMA Document 47-16 Filed 06/18/10 Page 2 of 2

Spongi jFflC4S CUTCr CCYtff

Dustin Sullivan

Walgreens

200 Wilmot Road

Deerfield IL 50015

December 15 2008
Dear Dustin

Following are the details you requested for the Spongetech Car Wash System Pack Combo
roll-out with Waigreens

Spongetech
Unit UPC 681062-504103 Car Wash System Pack Combo

Unit Cost$600

MSRP $9.99

Freight FOR .Spongetech Warehouses

Freight collect

lerms Net 60 clays

With hold-back provision with terms to be discussed and finalized

Pay on scan for Spongetech for the 2009 with option to review and potentially

change this for future seasons

Advertising 5%
Must include proof of performance

Exit Strategy Guaranteed sale terms to be discussed

Media Plan Advertising began in Mid-2008 and continues currently and in the future In

calendar year 2009 Spongetech is


planning to spend $15 million in
marketing and

brand recognition for TV Spots radio commercials sponsorships promotions


trade shows etc partial listing of these programs is included below In 2008
Spongetech spent $6 million

First ship date February 2009

Sincerely

/7

Steven Moskow
COO

13W 33rd Stnet Suite 501 t2-695 7850

New York NY 10001-3000 www.sponge1nh.com 212 u95 9342

Publicly Traded Company symbol SPNG


Case 1:10-cv-02031-DLI -JMA Document 47-17 Filed 06/18/10 Page 1 of 3

UNITEDSTATES DISTRICT COURT FOR THE


EASTERN DISTRICT OF NEW YORK

UNITED STATES SECURITIES AND


EXCHANGE COMMISSION

Plaintiff

CV-1O-2031

SPONGETECH DELIVERY SYSTEMS INC


RM ENTERPRISES INTERNATIONAL INC
STEVEN MOSKOWITZ
MICHAEL METTER
GEORGE SPERANZA
JOEL PENSLEY and
JACK HALPERIN

Defendants

Exhibits annexed to and submitted with the

Declaration of Christine Neal

EXHIBIT
p.1
Case 1:10-cv-02031-DLI -JMA Document 47-17 Filed 06/18/10 Page 2 of 3

re/omzo
mtho
Telephone 626 281-0301 .5Y.er
Facsimile 626 281-0321 223 EAST VALLEY BOULEVARD
Email dominowang@aol.com
SUITE ALHAMBRA CALifORNIA

FACSIMILE COVER SHEET

Date September 29 2009

To Ms Christine Neal
Branch Chief

United States Securities and Exchange Commission


100 Street N.E
Washington D.C 20549-463

Fax 202 772-9233

From Domino Wang

Total number of pages including this cover

RE New Century Media

Note This message and any attachment to it may contain confidential or proprietary information
that are intended solely for the person/entity to whom it was originally addressed Ifyou are not

the intended or any action


recipient any disclosure copying distributing taken or omitted to be

taken in reliance thereon is prohibited and may be unlawful Ifyou have received this

communication in error please not fj5 us immediately by telephone and return the original

message to us at the above address via the US postal service No opinions contained herein

shall be construed as being formal disclosure or commitment of the Law Offices of Domino

Wang unless spec ffically so stated Thank you


ca uti ucJp
Case 1:10-cv-02031-DLI -JMA Document 47-17 Filed 06/18/10 Page 3 of 3

Snseno

Telephone 626 281-0301 Mey 223 EAST VALLEY BOULEVARD SUITE


Facsimile 626 281-0321
Email dominowangaol.com ALHAMBRA CALIFORNIA 91801

VIA FACSIMILE 202 772-9233


AND U.S FIRST CLASS MAIL

September 29 2009

Ms Christine Neal
Branch Chief
United States Securities and Exchange Commission
100 Street N.E
Washington D.C 20549-4631

RE In the Matter of Spongetech Deli very Systems Inc HO- 11156

Dear Ms Neal

It was pleasure talking with you earlier today As introduced am the corporate

counsel of New Century Media at 2727 Pellissier Place City of Industry CA 90601 New
Century Media is replication manufacturer of CDs and DVDs

Upon receipt of your notice of production and testimony subpoena dated September
28 2009 for production and appearance on September 29 2009 all the people at New
Century Media were confused There has never been any relationship business or otherwise
between New Century Media and Spongetech Delivery Systems Inc

have consulted with the high-rank management and all employees dealing with

accounts or business relationship at New Century Media After search and review no one at

New Century Media has ever heard of or located any records or information about

Spongetech Delivery Systems Inc

Consequently am authorized to certify and respond to you that New Century Media
has nothing responsive to the subject subpoena

certify and declare under penalty of perjury under the laws of the United States that

the foregoing is true and correct

Very truly yours

Domino Wang
Case 1:10-cv-02031-DLI -JMA Document 47-18 Filed 06/18/10 Page 1 of 12

COURT FOR THE


UNITED STATES DISTRICT
EASTERN DISTRICT OF NEW YORK

UNITED STATES SECURITIES AND


EXCHANGE COMMISSION

Plaintiff

CV-1O-2031

SPONGETECH DELIVERY SYSTEMS INC


RM ENTERPRISES INTERNATIONAL INC
STEVEN MOSKOWITZ
MICHAEL METTER
GEORGE SPERANZA
JOEL PENSLEY and
JACK HALPERIN

Defendants

Exhibits annexed to and submitted with the

Declaration of Christine Neal

EXHIBIT
Case 1:10-cv-02031-DLI -JMA Document 47-18 Filed 06/18/10 Page 2 of 12

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
100 Street N.E
Washington D.C 20549-4631

DMSION OF Christine Neat


ENFORCEMENT Branch Chief
Direct dial 202-551-4920
Facsimile 202-772-9233

September 29 2009

VIA FEDERAL EXPRESS

Custodian of Records
Fesco Corp

do Jim Rogers and George Speranza


1455 BayRidge

Brooklyn NY 11219

Re In the Matter of Spongetech Delivery Systems Inc 110-11156

Dear Sir or Madam

The staff of the Securities and Exchange Commission is conducting an investigation in

the matter identified above The enclosed subpoena has been issued to
you as part of this

investigation The subpoena requires you to give us documents and provide sworn testimony
Please note that if comply with instructions for producing documents will not need to
you you
appear for testimony at the indicated time

Please read the subpoena and this letter carefully This letter answers some questions you
may have about the subpoena You should also read the enclosed SEC Form 1662 You must

comply with the subpoena You may be subject to fine and/or imprisonment if
you do not

Please until further notice written notice from the Commission staff
preserve all

documents and information in


your possession custody or control that reflect refer relate or

pertain to the matters described in the Attachment

Producing Documents

What documents do have to produce

The subpoena requires you to give us the documents described in the attachment to the

subpoena You must provide these documents by Wednesday September 30 2009 The
attachment to the subpoena defines certain terms such as documents before listing what you
must provide to us
Case 1:10-cv-02031-DLI -JMA Document 47-18 Filed 06/18/10 Page 3 of 12

Custodian of Records

Fesco Corp
September 29 2009

Page

Please note that if copies of document differ in any way they are considered separate

documents and you must send each one For example if you have two copies of the same letter

but only one of them has handwritten notes on it you must send both the clean copy and the one

with notes

If
you prefer you may send us photocopies of the originals The Commission cannot

reimburse you for the copying costs The copies must be identical to the originals including

even faint marks or print If you choose to send copies you must keep the originals in safe

place The staff will accept the copies for now but may require you to produce the originals

later

If
you send us photocopies please put an identifying notation on each page of each
document to indicate that it was produced by you and number the pages of all the documents

submitted For example if Jane Doe sends documents to the staff shemay number the pages
JD-1 JD-2 JD-3 etc in blank corner of the documents Please make sure the notation and
number do not conceal any writing or marking on the document If you send us originals please

do not add any identifying notations

Do need to send anything else

You should enclose list briefly describing each item you send and where the original

document or record was located e.g Jane Smiths files The list should also state which

paragraphs in the subpoena attachment to which each item responds

You should also include cover letter stating whether you believe you have met your
obligations under the subpoena by searching careftilly and thoroughly for everything called for

by the subpoena and sending it all to us

What if do not send everything described in the attachment to the subpoena

The subpoena requires you to send the documents described in it If for any reason --

including claim of attorney-client privilege --


you do not produce something called for by the

subpoena you should submit list of what you are not producing The list should describe each
item separately noting

its authors
its date

its subject matter

the name of the person who has the item now or the last person known to have it
Case 1:10-cv-02031-DLI -JMA Document 47-18 Filed 06/18/10 Page 4 of 12

Custodian of Records

Fesco Corp
September 29 2009
Page

the names of everyone who ever had the item or copy of it and the names of

everyone who was told the items contents and

the reason you did not produce the item

If you withhold anything on the basis of claim of attorney-client privilege or attorney

work product protection you should also identify the attorney and client involved

Where should Isend the documents

Please send the documents to

Christine Neal

Branch Chief

U.S Securities and Exchange Commission

Division of Enforcement
100 Street N.E
Washington DC 20549-4631

Fax 202 772-9233

Testifying

Where and when do tes4fy

The subpoena requires you to come to the Commissions offices at 100 Street N.E
Washington D.C 20549 on Wednesday September 30 2009 to testify under oath in the matter

identified on the subpoena But as noted above if you comply with all the directions for producing
documents we will not require you to testify at the indicated time We may however require your
testimony at later date

Other Important Information

May have lcn4yer help me respond to the subpoena

Yes You have the right to consult with and be represented by your own lawyer in this

matter lawyer may also advise and accompany you when you testify We cannot give you
legal advice

What will the Commission do with the documents Isend and/or the testimony Iprovide

The enclosed SEC Form 1662 includes List of Routine Uses of informafion provided to

the Commission This form has other important information for you Please read it careftilly
Case 1:10-cv-02031-DLI -JMA Document 47-18 Filed 06/18/10 Page 5 of 12

Custodian of Records

Fesco Corp
September 29 2009
Page

Has the Commission determined that anyone has done anything wrong

This investigation is non-public fact-finding inquiry We are trying to determine

whether there have been any violations of the federal securities laws The investigation and the

subpoena do not mean that we have concluded that you or anyone else has broken the law Also
the investigation does not mean that we have negative opinion of any person entity or

security

have read this letter the subpoena and the SEC Form 1662 but still have questions What

shouldldo

If you have any other questions you may call me at 202 551-4920 If
you are

represented by lawyer you should have your lawyer contact me

Very truly yours

Cbnstine Neal

Branch Chief

Enclosures Subpoena and Attachment

SEC Form 1662


Case 1:10-cv-02031-DLI -JMA Document 47-18 Filed 06/18/10 Page 6 of 12

SUBPOENA

UNITED STATES OF AMERICA


SECURITIES AND EXCHANGE COMMISSION

In the Matter of Spongetech Delivery Systems Inc 110-11156

To Custodian of Records

Fesco Corp

do Jim Rogers and George Speranza

1455 Bay Ridge

Brooklyn NY 11219

El YOU MUST PRODUCE everything specified in the Attachment to this subpoena to

officers of the Securities and Exchange Commission at the place date and time specified below

100 Street N.E Washington D.C 20549 Wednesday September 30 2009 at 500 p.m

El YOU MUST TESTIFY before officers of the Securities and Exchange Commission at the

place date and time specified below

100 Street N.E Washington D.C 20549 Wednesday September 30 2009 at 500 p.m

FEDERAL LAW REQUIRES YOU TO COMPLY WITH THIS SUBPOENA

__
Failure to to fine andlor imprisonment
comply may subject

Ca
you

By
Christine Neal
42 Date

U.S Securities and Exchange Commission

Division of Enforcement

100 Street N.E


Washington D.C 20549
202 551-4920

am an officer of the Securities and Exchange Commission authorized to issue subpoenas in this matter

The Securities and Exchange Conmtission has issued formal order authorizing this investigation under

Section 21a of the Securities Exchange Act of 1934


Case 1:10-cv-02031-DLI -JMA Document 47-18 Filed 06/18/10 Page 7 of 12

In the Mailer of Spongetech Delivery Systems Inc HO-11156


Attachment to Subpoena to Fesco Corp

September 29 2009

Defmitions and Rules of Construction

As used in this request the term document or documents means all records

materials and other tangible forms of expression however and by whomever

created produced or stored manually mechanically electronically or

otherwise in or custody or subject to


your possession your control including

but not limited to papers reports files correspondence notes memoranda


including notes and memoranda of communications or meetings graphs
charts research analyses ledger sheets periodic account statements

confirmations telegrams telexes facsimiles telephone logs checks front and

back drafts for


money wire transfer receipts and requests confirmations of

wire or cash transfers deposit slips invoices summaries of interviews

transcripts calendars datebooks worksheets contracts agreements bank

statements videotapes audiotapes and other permanent voice and image


recordings including voice-mail magnetic tapes computer printouts

computer tapes disks compact disks CDs diskettes disk packs and other

electronic media including electronic-mail microfilm microfiche and other

storage devices The term documents includes finished versions and drafts

of documents it also includes the original document or copy thereof if the

original is not available and all copies that differ in


any respect from the

original

As used in this request the term Spongetech means Spongetech Delivery

Systems Inc and all present and former subsidiaries affiliates predecessors

successors officers directors agents employees shareholders partnerships

general and limited partners thereof and any aliases code names or trade or

business names used by any of the foregoing

As used in this request the term Fesco Corp means Fesco Corp and all

present and former subsidiaries affiliates predecessors successors officers

directors agents employees shareholders partnerships general and limited

partners thereof and any aliases code names or trade or business names used

by any of the foregoing

Communication shall have its general meaning including oral written and

electronic communications

Any shall include all and all shall include any as needed to make the

request inclusive and not exclusive

As used in this request the term relating means concerning referring to

pertaining to reflecting describing evidencing or constituting


Case 1:10-cv-02031-DLI -JMA Document 47-18 Filed 06/18/10 Page 8 of 12

As used in this request the terms and and or shall be construed as both

disjunctive and conjunctive so as to bring within the scope of the attachment

all responsive documents that might otherwise be construed to fall outside of

its scope

As used in this request the singular form of any word includes its plural and

vice versa

If any of the documents called for are not produced for whatever reason
please provide the following information as to each such document the

creators of the document the date that the document was created the

present or last known custodian of the document the subject matter of the

document all
persons or entities known to have been furnished the

document or copies of the document or informed of their substance and

the reason the document is not produced If


any document called for is

withheld because of claim of attorney-client privilege in addition to the

above information please identify the attorney and the client involved

Documents To Be Produced

Produce the following documents within your possession custody or control

All documents relating to Spongetech including but not limited to

agreements contracts understandings correspondence electronic mail

reports notes memorandum purchase orders sales orders invoices receipts

journal entries financial statements accounts receivable accounts payable

copies of checks wire transfers account statements sales materials draft and

final press releases records of stock transfers stock certificates and attorney

opinion letters

Documents sufficient to identify the following

The nature of Fesco Corp.s business including but not limited to


business charter bylaws articles of incorporation filings and licenses

All revenues and expenses of Fesco Corp for the period January 2008
through the present including but not limited to financial statements and

corporate tax returns

All bank trust and/or brokerage accounts held in the name of Fesco

Corp for the benefit of Fesco Corp or over which Fesco Corp exercises

or has exercised control

All current and former officers directors and employees of Fesco Corp
by name position or title address and telephone number
Case 1:10-cv-02031-DLI -JMA Document 47-18 Filed 06/18/10 Page 9 of 12

All documents relating to any actual proposed or contemplated alteration

modification or destruction of any document responsive to Items 1-2 above


including but not limited to court order or policy
any any corporate

practice or procedure related to the maintenance preservation recycling or

destruction of documents
FecEXW USAirbil
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Case 1:10-cv-02031-DLI -JMA Document 47-18

unleeasdlblhxuvgetssrybsselested unless sumnxur selested


Addrens
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Filed 06/18/10 Page 10 of 12

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Case 1:10-cv-02031-DLI -JMA Document 47-18 Filed 06/18/10 Page 11 of 12

FedEx Express U.S Mail P0 Box 727


Customer Support Trace Memphis TN 38194-4643
3875 Airways Boulevard
Module 4th Floor Telephone 901-369-3600
Expiss Memphis TN 38116

October 12009

Dear Customer

The following is the proof-of-delivery for tracking number 868485933185

Delivery Information

Status Delivered Delivery date Sep 30 2009 0950

Signed for by Signature not required

Service type Priority Envelope

NO SIGNATURE REQUIRED
Proof-of-delivery details appear below however no signature is available for this FedEx Express shipment because
signature was not required

Shipping Information

Tracking number 868485933185 Ship date Sep 29 2009

Recipient Shipper

US US

Thank you for choosing FedEx Express

FedEx Worldwide Customer Service


.800.GoFedEx 1.800.463.3339
or
Case 1:10-cv-02031-DLI -JMA Document 47-18 Filed 06/18/10 Page 12 ofrage
12

Printable Versior
Detailed Results

tracking number

Detailed Results Notifications

Tracking no 868485933185

Defivered
Initiated Picked up In transit Delivered

Delivered

Signed for by Signature not required

Shipment Dates Destination

date Sep 2009 Proof of Dehverv


Delivery date Sep 30 2009 950 AM

Shipment Facts

Service type Priority Envelope Delivered to Residence

Shipment Travel History

Select time Select time forrr


zone ISe1ec

travel in local time for the location


All shipment activity is displayed

Date/Time Activity Location Details

Sep 30 2009 950 AM Delivered Left at front door

delivered to recil

release authoriz

Sep 30 2009 829 AM On FedEx vehicle for delivery BROOKLYN NY

Sep 30 2009 745 AM At local FedEx facility BROOKLYN NY

Sep 30 2009 708 AM At dest sod facility JAMAICA NY

Sep 30 2009 410AM Departed FedEx location NEWARK NJ

Sep 29 2009 1056 PM Left FedEx origin facility WASHINGTON DC

Sep 29 2009 547 PM Picked up WASHINGTON DC

Global Home Small Business Center Service Info About FedEx Investor Relations Careers fedex.com Terms of use Security Privacy
This site is
protected by copyright and trademark laws under US and International law All
rights reserved 1995- 2009 FedEx

http//www.fedex.com/Tracking 10/1/2009
Case 1:10-cv-02031-DLI -JMA Document 47-19 Filed 06/18/10 Page 1 of 12

UNITEDSTATES DISTRICT COURT FOR THE


EASTERN DISTRICT OF NEW YORK

UNITED STATES SECURITIES AND


EXCHANGE COMMISSION

Plaintiff

CV-1O-2031

SPONGETECH DELIVERY SYSTEMS INC


RM ENTERPRISES INTERNATIONAL INC
STEVEN MOSKOWITZ
MICHAEL METTER
GEORGE SPERANZA
JOEL PENSLEY and
JACK HALPERIN

Defendants

Exhibits annexed to and submitted with the

Declaration of Christine Neal

EXHIBIT
Case 1:10-cv-02031-DLI -JMA Document 47-19 Filed 06/18/10 Page 2 of 12

DE
UNITED STATES

SECURITIES AND EXCHANGE COMMISSION


100 Street N.E
Washington D.C 20549-4631

OF
DIVISION Christine Neal
ENFORCEMENT Branch Chief
Dlrectdlal 202-551-4920
Facsimile 202-772-9233

September 29 2009

VIA FEDERAL EXPRESS

Custodian of Records

Fesco Corp

do Jim Rogers
845 Third Avenue
New York NY 10022

Re In the Matter of Spongetech Delivery Systems Inc 110-11156

Dear Sir or Madam

The staff of the Securities and Exchange Commission is conducting an investigation in

the matter identified above The enclosed subpoena has been issued to you as part of this

investigation The subpoena requires you to give us documents and provide sworn testimony
Please note that if
you comply with instructions for producing documents you will not need to

appear for testimony at the indicated time

Please read the subpoena and this letter carefully This letter answers some questions you

may have about the subpoena You should also read the enclosed SEC Form 1662 You must

comply with the subpoena You may be subject to fine andlor imprisonment if
you do not

Please until further notice written notice from the Commission staff
preserve all

documents and information in


your possession custody or control that reflect refer relate or

pertain to the matters described in the Attachment

Producing Documents

What documents do Ihave to produce

The subpoena requires you to give us the documents described in the attachment to the

subpoena You must provide these documents by Wednesday September 30 2009 The
attachment to the subpoena defines certain terms such as documents before listing what you
must provide to us
Case 1:10-cv-02031-DLI -JMA Document 47-19 Filed 06/18/10 Page 3 of 12

Custodian of Records

Fesco Corp
September 29 2009
Page

Please note that if copies of document differ in any way they are considered separate

documents and you must send each one For example if


you have two copies of the same letter

but only one of them has handwritten notes on it you must send both the clean copy and the one
with notes

If
you prefer you may send us photocopies of the originals The Commission cannot

reimburse you for the copying costs The copies must be identical to the originals including

even faint marks or print If you choose to send copies you must keep the originals in safe

place The staff will accept the copies for now but may require you to produce the originals

later

If you do send us photocopies please put an identifying notation on each page of each
document to indicate that it was produced by you and number the pages of all the documents

submitted For example if Jane Doe sends documents to the staff she may number the pages

JD-l JD-2 JD-3 etc in blank corner of the documents Please make sure the notation and

number do not conceal any writing or marking on the document If you send us originals please

do not add any identifying notations

Do need to send anything else

You should enclose list briefly describing each item you send and where the original

document or record was located e.g Jane Smiths files The list should also state which

paragraphs in the subpoena attachment to which each item responds

You should also include cover letter stating whether you believe you have met your
obligations under the subpoena by searching carefully and thoroughly for everything called for

by the subpoena and sending it all to us

What if do not send everything described in the attachment to the subpoena

The subpoena requires you to send the documents described in it If for any reason --

including claim of attorney-client privilege --


you do not produce something called for by the

subpoena you should submit list of what you are not producing The list should describe each

item separately noting

its authors
its date
its subject matter
the name of the person who has the item now or the last person known to have it
Case 1:10-cv-02031-DLI -JMA Document 47-19 Filed 06/18/10 Page 4 of 12

Custodian of Records

Fesco Corp
September 29 2009
Page

the names of everyone who ever had the item or copy of it and the names of

everyone who was told the items contents and

the reason you did not produce the item

If you withhold anything on the basis of claim of attorney-client privilege or attorney

work product protection you should also identify the attorney and client involved

Where should send the documents

Please send the documents to

Christine Neal
Branch Chief

U.S Securities and Exchange Commission

Division of Enforcement

100 Street N.E


Washington DC 20549-4631
Fax 202 772-9233

Testifying

Where and when do testify

The subpoena requires you to come to the Commissions offices at 100 Street N.E
Washington D.C 20549 on Wednesday September 30 2009 to testify under oath in the matter

identified on the subpoena But as noted above if you comply with all the directions for producing
documents we will not require you to testify at the indicated time We may however require your

testimony at later date

Other Important Information

May have lawyer help me respond to the subpoena

Yes You have the right to consult with and be represented by your own lawyer in this

matter lawyer may also advise and accompany you when you testify We cannot give you
legal advice

What will the Commission do with the documents Isend and/or the
testimony Iprovide

The enclosed SEC Form 1662 includes List of Routine Uses of information provided to

the Commission This form has other important information for


you Please read it carefully
Case 1:10-cv-02031-DLI -JMA Document 47-19 Filed 06/18/10 Page 5 of 12

Custodian of Records

Fesco Corp
September 29 2009
Page

Has the Commission determined that anyone has done anything wrong

This investigation is non-public fact-finding inquiry We are trying to determine

whether there have been any violations of the federal securities laws The investigation and the

subpoena do not mean that we have concluded that


you or anyone else has broken the law Also
the investigation does not mean that we have negative opinion of any person entity or

security

have read this letter the subpoena and the SEC Form 1662 but still have questions What
should do

If you have any other questions you may call me at 202 551-4920 If
you are

represented by lawyer you should have your lawyer contact me

Very truly yours

Christine Neal
Branch Chief

Enclosures Subpoena and Attachment

SEC Form 1662


Case 1:10-cv-02031-DLI -JMA Document 47-19 Filed 06/18/10 Page 6 of 12

SUBPOENA

UNITED STATES OF AMERICA


SECURITIES AND EXCHANGE COMMISSION

In the Mailer of Spongetech Delivery Systems Inc HO-11156

To Custodian of Records

Fesco Corp

do Jim Rogers
845 Third Avenue

New York NY 10022

YOU MUST PRODUCE everything specified in the Attachment to this subpoena to

officers of the Securities and Exchange Commission at the place date and time specified below

100 Street N.E Washington D.C 20549 Wednesday September 30 2009 at 500 p.m

YOU MUST TESTIFY before officers of the Securities and Exchange Commission at the

place date and time specified below

100 Street N.E Washington D.C 20549 Wednesday September 30 2009 at 500 p.m

FEDERAL LAW REQUIRES YOU TO COMPLY WITH THIS SUBPOENA


Failure to comply to fine andlor
may subject you imprisonment

By ___________Christine Neal
Date
_______
U.S Securities and Exchange Commission
Division of Enforcement

100 Street N.E


Washington D.C 20549

202 551-4920

am an officer of the Securities and Exchange Commission authorized to issue subpoenas in this matter

The Securities and Exchange Commission has issued formal order authorizing this investigation under

Section 21a of the Securities Exchange Act of 1934


Case 1:10-cv-02031-DLI -JMA Document 47-19 Filed 06/18/10 Page 7 of 12

In the Matter of Spongetech Delivery Systems Inc HO-11156


Attachment to Subpoena to Fesco Corp
September 29 2009

Definitions and Rules of Construction

As used in this request the term document or documents means all records

materials and other tangible forms of expression however and by whomever

created produced or stored manually mechanically electronically or

otherwise in your possession or custody or subject to your control including


but not limited to papers reports files correspondence notes memoranda
including notes and memoranda of communications or meetings graphs
charts research analyses ledger sheets periodic account statements

confirmations telegrams telexes facsimiles telephone logs checks front and

back drafts for money wire transfer receipts and requests confirmations of

wire or cash transfers deposit slips invoices summaries of interviews

transcripts calendars datebooks worksheets contracts agreements bank

statements videotapes audiotapes and other permanent voice and image


recordings including voice-mail magnetic tapes computer printouts

computer tapes disks compact disks CD5 diskettes disk packs and other

electronic media including electronic-mail microfilm microfiche and other

storage devices The term documents includes finished versions and drafts

of documents it also includes the original document or copy thereof if the

original is not available and all copies that differ in


any respect from the

original

As used in this
request the term Spongetech means Spongetech Delivery

Systems Inc and all present and former subsidiaries affiliates predecessors

successors officers directors agents employees shareholders partnerships

general and limited partners thereof and any aliases code names or trade or

business names used by any of the foregoing

As used in this request the term Fesco Corp means Fesco Corp and all

present and former subsidiaries affiliates predecessors successors officers

directors agents employees shareholders partnerships general and limited

partners thereof and any aliases code names or trade or business names used
by any of the foregoing

Communication shall have its general meaning including oral written and
electronic communications

Any shall include all and all shall include any as needed to make the

request inclusive and not exclusive

As used in this request the term relating means concerning referring to

pertaining to reflecting describing evidencing or constituting


Case 1:10-cv-02031-DLI -JMA Document 47-19 Filed 06/18/10 Page 8 of 12

As used in this
request the terms and and or shall be construed as both

disjunctive and conjunctive so as to bring within the scope of the attachment


all responsive documents that might otherwise be construed to fall outside of
its
scope

As used in this request the singular form of any word includes its plural and

vice versa

If any of the documents called for are not produced for whatever reason
please provide the following information as to each such document the

creators of the document the date that the document was created the

present or last known custodian of the document the subject matter of the

document all
persons or entities known to have been furnished the

document or copies of the document or informed of their substance and

the reason the document is not produced If


any document called for is

withheld because of claim of attorney-client privilege in addition to the

above information please identify the attorney and the client involved

Documents To Be Produced

Produce the following documents within or control


your possession custody

All documents relating to Spongetech including but not limited to

agreements contracts understandings conespondence electronic mail

reports notes memorandum purchase orders sales orders invoices receipts

journal entries financial statements accounts receivable accounts payable

copies of checks wire transfers account statements sales materials draft and

final press releases records of stock transfers stock certificates and attorney

opinion letters

Documents sufficient to identify the following

The nature of Fesco Corp.s business including but not limited to


business charter bylaws articles of incorporation filings and licenses

All revenues and expenses of Fesco the period January 2008


Corp for

through the present including but not limited to financial statements and

corporate tax returns

All bank trust and/or brokerage accounts held in the name of Fesco

Corp for the benefit of Fesco Corp or over which Fesco Corp exercises

or has exercised control

All cunent and former officers directors and employees of Fesco Corp
by name position or title address and telephone number
Case 1:10-cv-02031-DLI -JMA Document 47-19 Filed 06/18/10 Page 9 of 12

All documents relating to any actual proposed or contemplated alteration

modification or destruction of any document responsive to Items 1-2 above

including but not limited to any court order or any corporate policy

practice or procedure related to the maintenance preservation recycling or

destruction of documents
FecEx Fed En
USA irbil Tracking 8L84 8593 3152
Dumber
Express
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From P/acne end bard 4a
penn press Upress...iageSen.ce Packages lit 154 lbs
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Senders FadEs
FedEx Prisrity Oyeniiht FedEx Standard Oversight
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Monday Deevrdayteliuery ollveoy

sr/eec SATURDAY eeleered


Delivery in Na ev rd vy Delve ry UNT ova lie ble
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Senders

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Case 1:10-cv-02031-DLI -JMA Document 47-19

100 ST NE vnleuesbTlitnkevnebveeyieeeleered unlecesAysesdYsebveryrneeleened


Address
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Name Custodia of Records Phsne FadEs bretbverniglx bedEx bopreon Fadb.r Drersveminbt FndbvPdedtysvomigbterd

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New York NY 10022 Packages Weight
City
Filed 06/18/10 Page 10 of 12

State ZIP

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Case 1:10-cv-02031-DLI -JMA Document 47-19 Filed 06/18/10 Page 11 ofPage
12

Printable Versior
Detailed Results

Enter tracking number

Detailed Results Notifications

Tracking no 868485933152 En

Initiated Picked up In transit Delivered

Delivered

Signed for by S.NEGRON

Shipment Dates Destination

ShpdateTSep220O9 gjture Proof of Delivery tY


Delivery date Oct 2009 1019 AM

Shipment Facts

Service type Priority Envelope Delivered to Receptionist/Front DesI

Shipment Travel History

Select time forrr


Select time zone

All
shipment travel activity is
displayed in local time for the location

DatelTime Activity Location Details

Oct 12009 1019AM Delivered

Oct 12009 815AM On FedEx vehicle for delivery NEW YORK NY

Sep 30 2009 1000 PM At local FedEx facility NEW YORK NY

Sep 30 2009 1024AM Delivery exception NEW YORK NY Incorrect addres

Sep 30 2009 825 AM On FedEx vehicle for delivery NEW YORK NY

Sep 30 2009 800 AM At local FedEx facility


NEW YORK NY

Sep 29 2009 1056 PM Left FedEx origin facility WASHINGTON DC

Sep 29 2009 547 PM Picked up WASHINGTON DC

Global Home Small Business Center Service Info About FedEx Investor Relations Careers fedexcom Terms of Use Security Privacy

This site is
protected by copyright and trademark laws under US and International law All
rights reserved 1995- 2009 FedEx

http//www.fedex.comlTracking 10/1/2009
of
Case 1:10-cv-02031-DLI -JMA Document 47-19 Filed 06/18/10 Page 12 ofPage
12

Espanol Customer Support FedEx Locations jsearch Go

Package/Envelope Freight Expedited Office/Print Services

Ship Track Manage Business Solutions

http//www.fedex.comlTracking 10/1/2009
Case 1:10-cv-02031-DLI -JMA Document 47-20 Filed 06/18/10 Page 1 of 21

UNITED COURT FOR THE


STATES DISTRICT
EASTERN DISTRICT OF NEW YORK

UNITED STATES SECURITIES AND


EXCHANGE COMMISSION

Plaintiff

CV-1O-2031

SPONGETECH DELIVERY SYSTEMS INC


RM ENTERPRISES INTERNATIONAL INC
STEVEN MOSKOWITZ
MICHAEL METTER
GEORGE SPERANZA
JOEL PENSLEY and
JACK HALPERIN

Defendants

Exhibits annexed to and submitted with the

Declaration of Christine Neal

EXHIBIT
Case 1:10-cv-02031-DLI -JMA Document 47-20 Filed 06/18/10 Page 2 of 21

SPONGETECH DELIVIERY IN VOICE


SYSTEMS INC
350 AVENUE SUITE 2204
NEW YORK N.Y 10118

Fax212-594-4175

TEL.E21 2-594-4175

SERVICE FOR INVOICE NO.2lOSsaf


50500 PCS private label kitchen ORDER NO.104272007
TAX NO.IOn file
TERMS NET 60 DAYS S0days
DATE4/21/09

BILL TO
Trading company
Port of Miami
Dock 37 Hold for

Miami Fl s84765

DATE SERVICE DESCRIPTION FEE AMOUNT

4/21/09 6500 Pieces English 50500 18.50 934250.00


30500 Pieces Spanish

13500 Pieces Protges

Send copy invoice to Trading

402 Bay Ridge Brooklyn NY 11209

6138 cartons 51328 lbs containers

IFright forward picked it


up by roadway from Conway trucking

jRoadway prepaid handling on skids with shrink-wrap n/c

934250.00
TOTAL DUE

MAKE CHECKS PAYABLE TO


SPONGETECH DELIVERY SYSTEMS INC
43 west 33 street

SUITE 2204
NEWYORK NEWYORK 10018

ST001516
Case 1:10-cv-02031-DLI -JMA Document 47-20 Filed 06/18/10 Page 3 of 21

Date04/21/o9 BILL OF LADiNG Page of

SHIP FROM
Name SPONGETECI-l DELIVERY SYSTEMS Bill of Lading Number__________________

Address 43 33RD ST

City/State/Zip NEWYORK NY 10001


SID FOB Li
jnat CARRIER NAME CONWAY/ROADWAY
Name SA TRADING COMPANY Location Trailer number
Address PORT OF MIAMI DOCK 37 Seal numbers
City/State/Zip MIAMI FL 584765 SCAC
CID
___________ FOB Pro number
THIRD PARTY FREIGHT CHARGES BILL TO
Name
Address

City/State/Zip Freight Charge Terms


SPECIAL INSTRUCTIONS Prepaid Collect Party_____

Master Bill of Lading with attached

Bills of Lading
dieck box Underlying
AtlI Jj biLh
CUSTOMER ORDER NUMBER PKGS WEIGHT PALLET/SLIP ADDITIONAL SHIPPER INFO
or Pd

04272007 6138 51328 IN TWO CONTAINERS

GRAND TOTAL
ttRIa.t/JiW
HANDLiNG UNIT PACKAGE COMMODITY DESCRIPTION LTL ONLY
QTY TYPE QTY TYPE WEIGHT H.M Corronntheo

en rr.rrrod
r.qrtrbg

eon
epenlet

portaged
or oddtlorrt

sew ensure
care

eats
or .eerrtrn

frereportetire
Sr herneng

nIt
rr

ertrrery
ornndr

tare
rrssr be
NMFC CLASS
tOt

8138 CTN 51328 LB RIVATE LABEL KITCHEN SPONGES

..r

ro. rV CCc

trj1lP ACE

.pc GRAND TOTAL


mou
the to elate to the
thtwe tote is deperrrrt on vetue ehtppers ore requfred spenthoaty wriUng egroed or

fottowo
doctored obese of the property es

The agreed or doctored value of the property epectflcetty stated by the tlripperto be rrot eocoodlrg
Fee Terms Collect Pre aid
Customer check acceptable

NOTE Liability Limitation for loss or damage In thIs shipment may be applicable See 49 U.S.C 14706c1 and
RECEIVED deteemleed that bare been agreed opar wrthng The cooler not make of withoul payment
In
errbjoct to btthvtthseby totes or centroccs shall this of
detloery shIpment freight

the carlororet otdpper opptioouo etbeMoe roles otessltcaborns that bare beer
thorges
It
betoeerr to the etrd totes and all other lawful
eetebtobed by the corrtorerrd ass evoOdito to the strtpper mr request end to at epptboable state end tedord
ShIpper Signature

SHIPPER SIGNATURE DATE Trailer Loaded Freight Counted CARRIER SIGNATURE PICKUP DATE
rratstets
Tnt to to rerofrtnet ye above reared are ereeety doertted Ceet.r seoreetodees reneW at psdve.a and rotated ethuerot Center reruns

eaokegederated end abated end Sr


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Driver/Piecas

STOOl 517
Case 1:10-cv-02031-DLI -JMA Document 47-20 Filed 06/18/10 Page 4 of 21

SPONGETECH DELIVERY INVOICE


SYSTEMS INC
35054 AVENUE SUiTE 2204
WEWYCIRK N.Y.10118
Fax212-594-4175

TELE212-594-41 75

SERVICE FOR INVOICE NO.I2Ol5saf


13500 PCS PCS KIT ORDER NO.104272007
TAX NO.1
TERMS INET 60 DAYS 3odays
DATE 12125/08

BILL TO
SA Trading company
Port of Miami
Dock 37 Hold for

Miami Fl s84765

DATE SERVICE DESCRIPTION FEE AMOUNT

2/25/08 4500 Pieces English 13500 19.77 266895.00


4500 Pieces Spanish
4500 Pieces Protegees

Send copy invoice to Trading


402 Bay Ridge Brooklyn NY 11209

11155 cartons 13922 lbs

Roadway prepaid handling on skids with shrink-wrap 3108.00

____ ____ ____ 270003.00


TOTAL DUE

MAKE CHECKS PAYABLE TO


SPONGETECH DELIVERY SYSTEMS INC
43 west 33 street

SUITE 2204

NEWYORK NEWYORK 10018

ST036757
Case 1:10-cv-02031-DLI -JMA Document 47-20 Filed 06/18/10 Page 5 of 21

B-387619913 3-Part Stock Form

THIS SHIPPING ORDER must be legibly lulled in in


nIt in Indelible Pencli urn
Carbon end retained by the Agent

Shtppers No ______________________

Carriers Name a-nj Carriers No


RECEtVEO aubjeut to bra daauiticatinna and tariffs in elfet on the date of he issue of this Biti of
ldrng

at Date 2./ foe FROM_______________________________


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Route______________________________________________________ Address
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Delivering Cerrier __________________________________________ Car or Vehicle Initials and No Charger to be

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Collect on And Remit to Shipper Cnungnea


Delivery

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chansn aen me poopaid or

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Street City_ State

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11cC Cc-te-s SKrJi J3 9Y su


no
porpaporonr of nina
champor an rho

panparry doocnihad horoano

fo_-P__ofm.7_2-0o7
oncaotanr
.hhnrO

Per

rile imono
nngnnarama eolrainnsindgco andy

rhcsraeaniperrn.odt

Llroraossdn000rd

Tho fshwcosrarornn orad boo his rhipnosra

corkers no rho srrrcrhoanraos rcr fnoh rs rho

boo roahors onorticoin and air orhe


horton

of Rota It ot
neqoimosrarers rho tinifarin frrigtrr

Classnfwnnnnnn sod tore of nine ttiniarot Moran

ifi hp aoro ra no
by byornholorq harmrohnlrfLotinhltasanohbmo an drppc gir
fr1isiJ
rap to
aiOtt Whom rho non is frposdess or saran nhippers srrrnqareod io.orao spocnfrsstr among do ograed
or or daohood saloa of rho propo of k1 nosing .qrpansont by ira ronoreana

Conooroeco Cnonnrrsrsnao
The acted os deotar-nd notrse of she propoerr is
foocoby spoofficwtt orored hp she shippoe so honor eaesedtomf _o7 pra

must detach and retain

Shipper Per
thia Shipping Order and must sign

the Original Hill of Lading


Poomaeeet post-office

address of sfoppof

ST036758
Case 1:10-cv-02031-DLI -JMA Document 47-20 Filed 06/18/10 Page 6 of 21

Spongetech Delivery Systems Inc


Invoice

43 West 33rd Street Suite 600


Date Invoice

New York NY 10001


5/17/2009 2l09E

Bill To Ship To

New Century Media New Century Media

Port of Elizabeth Port of Elizabeth

Dock 122 Dock 122

Elizabeth NJ 08473 Elizabeth NJ 08473

P.O Number Terms Rep Ship Via F.O.B Project

Net6O3ODAYS 200 5/17/2009

Quantity Item Code Description Price Each Amount

75000 68 1062-700123 Spongetech Medical Sponge for Home Office and School 16.50 1237500.00

Cleaning English

Total $1237500.00

ST001588
Case 1:10-cv-02031-DLI -JMA Document 47-20 Filed 06/18/10 Page 7 of 21

Dateo5/17/og BILL OF LADING Page of

_________ _____ SHIP FROM ______ __________


Name SPONGETECH DELIVERY SYSTEMS Bill of Lading Number__________________
Address 43 33RD ST

City/State/Zip NEW YORK NY wool


SID FOB El
CARRIER NAME SCHNIEDER

Name NEW CENTURY MEDIA Location Trailer number


Address PORT OF EUZABETH DOCK 122 Seal numbers
City/State/Zip ELIZABETH NJ 08473 SCAC
CIDIk FOB Pro number
THIRD PARTY FREIGHT CHARGES BILL TO
Name
Address

City/State/Zip Freight Charge Terms


SPECIAL INSTRUCTIONS PrepaidX Collect Party____

Master Bill of Lading with attached

theck underlying Bills of Lading


box
L11ItiW JI1tlIs
CUSTOMER ORDER NUMBER PKGS WEIGHT PALLET/SLIP ADDITIONAL SHIPPER INFO
or

04202008

GRANDTOTAL
HANDLING UNIT PACKAGE COMMODITY DESCRIPTION LTL ONLY
QTY TYPE QY TYPE WEIGHT MM
tine notion o orNMFc net 350
itr NMFC CLASS

CTN SPONGES MEDICAL FOR HOME OFFICE

jr GRAND TOTAL
the niute in wnrtirrg toe
on value roquied agreed
mou
Yctrere rate is deperrdont sflrppers are to epacdtcaiy or

doctored edna at the properly es token

me owned or doctored eatue at the property to


specdlcnity stated by the stopper to be Fee Terms Collect CI Pre aid
Customer chock acceptable

NOTE Liability Umitation for loss or damage in this shipment may be applicable See 49 U.S.C 14706c1 and
RECEIVOP erthjethte trivtthiaty dotenoirred rusts or ceetacts em have beer agreed open to atiteg The nosier shall not make delivery of this shipment withoat poymant of freight

beoveen the center errd etdpper It


appflcatae etherarce to the rate ctaaeieoaberos and rules that have bear other
and ott lawful charges
estabdatred by the carrier and are avaf able to the stopper on request and to aft
acrofcabte state and federal

Shipper Signature

SHIPPER SIGNATURE DATE Trailer Loaded Freight Counted CARRIER SIGNATURE PICKUP DATE
Nil to ascop oret de stove oared rrsrstite ire preperry olounend carrier atorarshedgee recdpr ctperhaga ad reqdred pflrdt Carla cares
penageth rrrafred endt.boted asSert ri
proper eoruucv Ice
By Shipper By Shipper errrersevcy reepcrne lrlcsrasoo sea vase eatabl erect caner Mitre DOT
hwegerttherevardkra here epcabe engulerlerra at Ore DOT errreraerrm r.epcvee vldebvch ereutdorerr ecrrJrrrenrerlar ir the vehlde

sit
so varar rrrderedtcrtecpeerrta oteirepeetiorr By ordain5 Driver celd to norttain
By By Oriverlputtelu
vacors varier .rippa gra cerrwrtro evth lnepevvas

Driver/Pierces

ST001589
Case 1:10-cv-02031-DLI -JMA Document 47-20 Filed 06/18/10 Page 8 of 21

SPONGETECH DELIVIERY
INVOICE
SYSTEMS INC
350 51/i AVENUE SUITE 2204

NEW YORK N.Y 10118

Fax212-594-4175

TELE212-594--41 75

SERVICE FOR INVOICE NO j2096E


72000 PCS PCS kitchen ORDER NO.14202008
TAX NO.J

TERMS INET 60 DAYS 4-


3Odays
DATEJ2/27/09

BILL TO
New Century Media
Port of Elizabeth

Dock 122
Elizabeth NJ 08473

DATE SERVICE DESCRIPTION FEE AMOUNT

3/llflJ9 172000 Pieces English 16.50


72oool$ jsl188000.oo

Shipment to Europe

to at
Ship copy invoice John
Sales group Inc

JPicked it with own bill lading

SCHNIEDER TRUCKING prepaid handling on slcicis

____ ____ ____ $1188000.00


TOTAL DUE

MAKE CHECKS PAYABLE TO


SPONGETECH DELIVERY SYSTEMS INC.
43 west 33 Street

Suite 600
NEWYORK NEWYORK 10018

51001584
Case 1:10-cv-02031-DLI -JMA Document 47-20 Filed 06/18/10 Page 9 of 21

Date02i27/o9 BILL OF LADING Page of

SHIP FROM
Name SPONGETECI-I DELIVERY SYSTEMS Bill of Lading Number___________________

Address

City/State/Zip

SID FOB El
CARRIER NAME SCHNIEDER TRUCKING
Name NEW CENTURY MEDIA Location Trailer number
Address PORT OF ELIZABETH DOCK 122 Seal numbers
City/State/Zip ELIZABETH NJ 08473 SCAC
CID FOB Pro number
THIRD PARTY FREIGHT CHARGES GILL TO
Name
Address

City/State/Zip Freight Charge Terms


SPECIAL INSTRUCTIONS Prepaid collect_____ 3rd
Party

Master Bill of Lading with attached

theck Bills of Lading


box underlying

CUSTOMER ORDER NUMBER PKGS WEIGHT PALLET/SLIP ADDITIONAL SHIPPER INFO


or

4202003

GRAND TOTAL
HANDLING

QTY TYPE
UNIT

QTY
PACKAGE
TYPE
WEIGHT H.M
PQ
COMMODITY
antrt
So Soar/as 2e
DESCRIPTION

aIr/MPG MS/Tn 260


NMFC
LTL ONLY
CLASS

GRAND TOTAL
Vvflere the rate

value of
dependent
the property
an value
as fatewe
efrlpers ererequred to state specifically ri
writing the agreed or

mou

The egmed aI dedered eelue of the properly ri speclitcafly stated by the slrlpper to be tart Fee Terms Collect Pre id 171

Customer check acceptable

NOTE LIability Limitation for loss or damage in thIs shipment may be applicable See 49 U.S.C 4706cI and
RECEIVED eubject to isalniderity detererirsed rates a- aenhecta that bane bees agreed apes fewritng The carrier shalt not make delivery or this shipment withoel payment of freight

beteeee the carrier end stepper eppihebte ethmwtse to the reter cteseitcaharrs end rules that hear been
It
and aft other awful tharges
si federal
estabtstsed by the carrier end era enallatfe to the eydppet an request and to epptcabte state and
ShIpper Signature

SHIPPER SIGNATURE DATE Trailer Loaded Freioht Counted CARRIER SIGNATURE PICKUP DATE
ira areyreer era those rerret rr.rern/ an preperryoe.r.ned Center eetmaealdea reralpr ee peae5ee end r.nrthed pt.o.rde Carrier corers

pealS/s.d matrod nrrdletrded.end.a mawr ennattea be By Shipper By Shtpper .rrrara.aro espere lrterethawn end .v/.M end/er sealer Citth 001

enaspanrotoeneaerthq roth .pptrete rngctalarr a/er Dot errrnrgnrrry relparea as/estate nqrief ear eerumeaterlae krrt a.tbte

MSqu rentS/reran errrepaerr s/sr/Inca row.erates ep Wardeta0


By DrIver By Driver/pattets
said to cantain
oS/ge WearIer napper arear oareerara nether tapertars

Drtver/Pteraa

ST001585
Case 1:10-cv-02031-DLI -JMA Document 47-20 Filed 06/18/10 Page 10 of 21

SPONGETECH DELIVIERY INVOICE


SYSTEMS INC
359 5111 VENUE SUITE 2204

NEWYORK N.Y 10118

Fax212-594-4175
TELE212-594-41 75

SERVICEFOR IN VOICE NO.I2O98usatf

6000 PCS tub and tile cleaner ORDER NO.15252007


TAX NO.1

TERMS INET 60 DAYS 30days


DATEI3/25/09

BILL TO
Asia Trading

Port of Elizabeth

Dock 45
Elizabeth NJ 08473

DATE SERVICE DESCRIPTION FEE AMOUNT

3/25/09 Pieces English is.sol$ 93000.00


I6000 000$

725 cartons 7571 lbs

IRoadway prepaid handling on skids with shrink-wrap 1522.15

__________________ ____ ____ ____ 94522.15


TOTAL DUE

MAKE CHECKS PAYABLE TO


SPONGETECH DELWERY SYSTEMS INC.
43 west 33 Street

Suite 600
NEW YORK NEW YORK 10018

ST001555
Case 1:10-cv-02031-DLI -JMA Document 47-20 Filed 06/18/10 Page 11 of 21

--

Date 03/25/09 BILL OF LADING Page of

SHIP FROM
Name SPONGETECH DELIVERY SYSTEMS Bill of Lading Number_________________
Address 43W 33RD ST

City/State/Zip NEW YORK NY 10001 f\

SID FOB El
________ SHIP TO CARRIER NAME ROADWAY
Name US ASIA TRADING Location Trailer number
Address PORT OF ELIZABETH DOCK 45 Seal numbers
City/State/Zip ELIZABETH NJ 05473 SCAC
CID FOB Pro number
THIRD PARTY FREIGHT CHARGES BILL TO
Name
Address

Cjy/StateJZip Freight Charge Terms


SPECIAL INSTRUCTiONS Prepaid Collect 3rd Party

Master Bill of Lading with attached

fr/teat hnnt underMna Bills of Ladino

MIMthM 1.tlltlIT U1 %l
CUSTOMER ORDER NUMBER PKGS WEIGHT PALLET/SLIP ADDITIONAL SHIPPER INFO
Yr
5252007 725 7571 LBS

GRAND TOTAL nrA.tkuC


HANDLING UNIT PACKAGE COMMODITY DESCRIPTION LTL ONLY
Co.nnndon
QTY TYPE QTY TYPE H.M sndejatie at snereen Or trust be
NMFC CLASS
WEIGHT rnquneng spinet at eats harMing stowing

mactad md pedegro rate secure sate bnnspreeulnn win ornery eat.

tat Seescoatna 21st of NMFC fleer 300

725 CTN 7571 LBS TUB TiLE CLEANER SPONGES

GRAND TOTAL
enreqtdtad
Wteta

eerIe-ed
the rota

value
is

no
dependent

tire prnpenty
an

en
selse

fattens
to Mate npecifeory In wtttlng ale egread er

COD Amount $____________________________

te egmedor dedemd ostueofthe pe is


specleRy stead shipper tw nat enceang Fee Tens Collect Prepaid

per
Customer check acceptable

NOTE LiabIlity LImitation for loss or damage In this shipment may be applicable See 49 U.S.C 14706c1A and
REC8V neebent to Indstduoty determined rates ernontrects that here been agreed eon In wntetg The carrier shall not make delivery of this shIpment without payment of freight

between the end chipper eppisebte otherwise Se the clennitcetons eerd rules stat have been
cetnnr ratIos and alt other tawlul thames
estatdiuhed by the sender and ore evedeble to the shipper nfl renpeest erd at eppteebte stete end fedora
ShIpper Signature
reestetoni

SHIPPER SIGNATURE DATE Trafler Loaded Freloht Counted CARRIER SIGNATURE PICKUP DATE
Tenaacer5taaaeesbwerndneatdeteverreeettydeete eeotnrwrtda enetstpngrvequ plenad Cmnternoreesi

penieeeedrnerteod end toasted end ate In


papet reostiar tw By Shipper By Shi pper sneneerny e.pnn.a Irbrrretnn era trade everest mrdteneenninr toe are 001

ew-topereten menndhr5to we sppce regseensee eta. DOT ateengenny ospons enddnboetn en .quleelert dnceeerraatn In me setnele

en condoned ed said
By By
For to
eatga e.eepeer beetf insPectIon terdnthra to
Driver Dstves/pallets cantain
cegnbcarinn.mippereneenaarbmeeteebnetendon

Driver/Pieces
By

STOOl 556
Case 1:10-cv-02031-DLI -JMA Document 47-20 Filed 06/18/10 Page 12 of 21

Spongetech Delivery Systems Inc Invoice


43 West 33rd Street Suite 600
Date Invoice
New York NY 10001

7f3 1/2008 Z032usatf

P.O Number Terms Rep Ship Via F.O.B Project

5252007 Net 60 60 Days 7/31/2008

Quantity Item Code Description Price Each Amount

42050 68 1062-700123 Spongetech Medical Sponge for Home Office and School 19.77 83 1328-50

Cleaning English

5825 CARTONS 53321 LBS

Roadway prepaid habdling on skids with shrink-wrap

$11289

Total $831328.50

STOOl 552
Case 1:10-cv-02031-DLI -JMA Document 47-20 Filed 06/18/10 Page 13 of 21

THIS SHIPPING ORDER must be legibly fifed in in tell in indelible Pencil or in

Carbon and rolahied by the Agent


Shipper No ______________________

Carriers Name Carriers No


RECEIVED subject to the classiflcatens and thrills in effect on the date of the anon at thin Bill of twinng

at Date 07f3tb FROM f7.nnq


rho

no
pooyoooy
Onrooghool

mob
ohio

on
donohod
oeOroo.l

wonton don
ho1000

no
on

n00000iog
onion
opyonono

edo
noy
good

oooroon

highonoy
onion

no

opoo0000o
ooooyo

nonpoooOion
oo noted

no

sh00000on
N0 10000w

00 dolinno
nod

of rho

00
londnlino

ponromy
ooonrhno
or

ooooior
ooiocooo

undo
on
rho
of

ito
pehogoo
00000001

00000
ogrn000
to
unknown

sold
in nanny
donnonoolne
mormon
in

II
ins
oooigood

in
onool ylnoo

moiwoliyogrnot
nod

or
dooilnooI

f-fioooy

lu
no

00
nloono

or

noah
rood
hobo

ononion
otoioh

dowiookoo
or nib
onid

ii

on
on

any
ooooynoy

on

of
own
noid
olin

ooibood

yooyooiy
wood
ooo010oy
onion

oono
iron

ott
hoin5

hoghwoy

no noy
oodnoonood

ponion
00000

of sold rosin 00 doroieooinn ond on oooh ony loon innonwood in


or nnod ho oonoy nwr000o 00 ho yooroooiod hononodor Soil to oobjooo ho room nod ooodolwnn or ho UnnOoon tooooonio
no
pony no oil tool ui
yooyooiy or nil Ooooaogho

oloooilinonioo Ohio
till of odin0 ron forth It in ito Ibnifonon fonoght On.nihoonno no 000no on rho den horned ti Ohio on or no noob
000wo ohipoonno on 12 in ho oppllooblo moor ononno on ooroif of
in
noon nonnino ohiyononr

onoirroc thor hn roorolim with Ike nod oondrionnr or rho sold of rhino on ho honk ihoonof fooh rho obnoolfiwoiwo no wolff wtoinh ho
ilbi
booth2 is oil
neon bill
hdoog inohodiog 000 in
eoonooo rr.noopnointiooolilnnohiynnooi
end wid ooodlirow onoood 11w rhinnon nod oworoind lononelfood Joriwn
lone noel
ore honhn In ho too
ho

tMod 0000000 endorse too


pwpanno nob notifootion only nubjow to iiooiioo nO noodilono if Chin dony

out

retm1E5wo Oem otunowo

yo bonn
dsnno
City
huh nthodubwrh

County t7t4ct1-. State 1A01J


Delivery
Route___________________________________________________ Address
tTo ho hind in
only ruben uhippnr dooioore mod noonoolog leone pronodo ton dnlinory yoooostt Ihiu001non of 000ninen.l

Delivering Carrier CarorVehiclelnitialsand No Chargentobe

Paid by

Shopper Consignee
Collect on Delivery And Remit to

If
nhongos Sm to ho ynopnooi 000000 00

Ol000 hors To ho twpond7


Street Ctty......... State

Pd
Wenet tSotbent Crest Chtnlo

Pochogno
tend at Poohago Ooowoiytooo ol dniotns Synwal Marho end Loonybboon Crtot on Pen Column

c3c G_ -L Ro\ howioni no

on

bltoo nognoonoo how nokononlonigno only

lie ooroono_ponpoid

000w Adooooootl

oonrooirooo
ho tihno ned hon ho oloiymonr

ooohooon In rho rims on Olin


oponofeonono nor

hon nonkooo oonihnoio ileroon ood oil onlior

eoilo
onqonmnnoon0000 nil 41 of ole biollonon lroitiho

lnorohonoiooo nod Cola Nnoioooi


or lw Moron

trulain lnnoifw.oiion
tioho tootnonor oornior
duiymoeo oonooo eon boy by color rho Ion 000y0000n ike lhr boll loll solo ohottoro lowonono.o loiyyonio iooOlgto
pono amhdony htdpyoro innoyrini
in lion nor
000my 0100
yoo
td000lnWtonon rho moo in doynooloni on onIon obnipjonn onnooqoirod oo root oynoihuolly in
noioing Coo ogronnb
or doolorod oohrn ohIo 000rnool of toll of ho Inroonrono
boding yproood by

oonmonio
The .gmnd nrdooL000d nnton ntthn ynoporny Ia
hnrnby rponlronoltro ronnod by loon
ohinopro to ho nnbn000oding
000ion00000im

00
Agent must detach and retain
Per
Shipper this Shipping Order and must sign

the Original Bill of Lading


Pennasent pout -ollion

eddresn ut shipper

ST001551
Case 1:10-cv-02031-DLI -JMA Document 47-20 Filed 06/18/10 Page 14 of 21

Spongetech Delivery Systems Inc Invoice


43 West 33rd Street Suite 600
Date lnvolce
New York NY 10001
6/912008 2026DE1C

Bill To Ship To

Dubai Export Import Company Dubai Export Import Company


Air Freight Terminal Warehouse Air Freight Terminal Warehouse

Gastonia NC 28054 GastoniaN.C 28054

A1TN Jerome Salarn ATTN Jerome Salam

P.O Number Terms Rep Ship

4202008 Net 60 30 DAYS 6/9/2008

Quantity Item Code

30600 681062-700123 Spongetech Medical Sponge for Home Office and School 19.77 604962.00

Cleaning

20000 681062-301009 GOLD BAR TUB AND TILE CLEANER 4.75 95000.00

3108 canons 38627 lbs

SCUNIEDER TRUCKING prepaid handling on skids

$13856.43

Total $699962.00

STOOl 637
Case 1:10-cv-02031-DLI -JMA Document 47-20 Filed 06/18/10 Page 15 of 21

Carbon and retained by the Agent


Shippers No

Carriers Nathe Carriers No


RBCEtVEO subject to the clasniticatlorru and tariffs lii effect sri the date of the issue of this Bill of lading

at Date FROM -/Thr\evi


hr prrponny doonnbod horace ir
opporool 60011 ordor rreoopr or norori oonrwnro and oondiiion or ooeronrn or rookreoo srrtireonol morkmk oonnrgnrd Ind doer$frl ro drown holoor erhrnln raid ornpwry rho word company borop ooriensroorl

Itrrorrelnoor
hr ranrooor or nooorrrg roy por.on or ooopoioirow in
of rho propony ioder rho rrnrraor e5roer ro
rare7 ro ire serial
plaoo of Uotioory or raid docrirorrori if on own
rio railroad rrntor no lrr0irwoy ricer
po000roror
or within rho orhwnrroo orrothw carrier ro said oacb ooorior of of saul
moron or iorrrroe of rio hinirwoy op000irnee rw dorroor ro on rice
noun dvrrinoriorr
Ii
in
enoroorly aproorL or ro oil
or ooy poopony noon all
or any pomrroo

or noid mob err dowrraoroo asS on .rc rash or crc nlnro


ncronolod rn oil or any or wid prnyooy din corny oroko io
ho porfornrod harrordor oPen ho rrrbjooo 10
air rho own red rondrriorn of rho Uniform Unnronrir hrwiehr
rr.nny

alit ci one fnnh rho Uniform Clonrirroarion drool rho darn hr.rnot no rorl-waror or hr noror oonnhoo olnrnrhooiron or ronrf this moron onrrirr drrporoor
t.odin ii in
rmrghr in air it thin roit
rhipnrmr io
apiirohio ii is

nomniero thor ho romiruOr wirh rho and oorrliriooo 0f rho said or rhoro rho hark fooh rho oiansifoarinn will whrdr rho or his
rilrijrpnr hnrohy in all
mono inn
todirr ioalodio on thoosnar or in or g000rnn irnonpoowion rhipnonr

rod rho raid rornnn red rondbiono am howby rgnnod by rho drippon ord orooplod for hrnrrclrood hLronrr1rrn

EaCro70
yoonron of rawUliono if
lMnlernlnnoraddrenstortnorpoonnotmndeonrnoioidyl Oahjror rhinnolirn

Consigned TO Lr\o\
Rnfl vrf
ddwrrntorthaorpnynwniof hr.ih7 md

cestinationNo L/

Deltvery

Route___________________________________________________ Address
Tn he tuna in
nrdy wlrnn chipper denise nod govormnno tooth precede iprdenioeroenerear rhenouorro nronnraernnr.l

Delivering Carrier Car or Vehicle Initials and No Charges to be

Paidby

ShiPPer Consignee
Collect on Delivery And Remit to

II oro en mr wriro or
ohoroo pnnpoid
nrowp horo lro ho Pnoprrd
Street City........_ State

paZon PEtit bnd ni Penhagn Oencripninn ni harden Special Moths and Eocnpherrn tO

4Jo G0c4fAc rQ C- Rowiontri

erropoyrnrnr ni rho ohanpooi no rho

rhonanilrod horoon
yrnyorny

Aanaiocohko

hnor
Thonigoaow orhnowlnt0on offly

rho n0000rroi
prrjrerd

Adonnond
Chergor

flro fibs nonrainoro onnd for rhir ohiprnonr

confirm pro npooinr.rrorr ocr hrnh in rho

horn orator rooiCrnrr rh0000r orid oil orhnr

reqiriwnrowo ci Ualo 41 nO rho bnihrrnn riroiglrr

Clooaifwarron and Role ci rho aorionat Mnror

lircishr CloooiCrnarirnr
ii nw cbirorwni mnnnn hawwn roar
twine hy roofer by rwrror rho low ooqrriryn hal iho bill 0f Indiep ohorl owro whothor in rorrior or dripyroh woighr in rod ni roe
uhipporo inrpnnr cranny pan
holhitnrrrrn ho nb Li
lqiondoni no so 00 nlrryporn
ow roroiord rrorn
rprwifroorly in
worm0 renrnol or dooloord cairo or the promoony or hill of Irs tornraoiy
lading opproowt by

rrrnrrnonno Connrrrorrorr
The oereed or doctoend widen ci din prnprrnr In
hrrnhp rpontttrntty otanod by rho r.htppnr en ho rot rnnmndlng

Agent must detach and retain

Shipper Per
this
Shipping Order and must sign

the Original Bill of Lading


Perraanenl post-office

address at shipper

ST001636
Case 1:10-cv-02031-DLI -JMA Document 47-20 Filed 06/18/10 Page 16 of 21

Spongetech Delivery Systems Inc Invoice


43 West 33rd Street Suite 600
Date Invoice
New York NY 10001
1/27/2009 2088DE1C

Bill To Ship To

Dubai Export Import Company Dubai Export Import Company


Air Freight Terminal Warehouse Air Freight Terminal Warehouse

GastoniaN.C 28054 GastoniaN.C 28054

A1TN Jerome Salam A3TN Jerome Salam

P.O Number Terms Rep Ship Via F.O.B Project

4202008 Net 60 60 Days 200 1/27/2009

Quantity Item Code Description Price Each Amount

20600 681062-700123 Spongetech Medical Sponge for Home Office and School 19.77 407262.00

Cleaning

20000 681062-301009 GOLD BAR TUB AND TILE CLEANER 4.75 95000.00

2682 cartons 28931 lbs

SCHNIEDER TRUCKING prepaid handling on skids

$8453.19

Total $502262.00

ST001617
Case 1:10-cv-02031-DLI -JMA Document 47-20 Filed 06/18/10 Page 17 of 21

Date 1127/09
BILL_OF LADING Page of

SHIP FROM
Name SPONGETECH DELIVERY SYSTEMS Bill of Lading Number__________________
Address 43 WEST 33RD ST

City/State/Zip NEWYORKNY 10001

SID FOB LIII

iIlaa CARRIER NAME

Name DUBAI EXPORT IMPORT COMPANY Location Trailer number


Address AIR FREIGHT TERMINAL WAREHOUSE Seal numbers
City/State/Zip GASTONIA NC 28054 SCAC
CID FOBS Pro number
THIRD PARTY FREIGHT CHARGES BILL TO
Name t\
Address

City/State/Zip Freight Charge Terms


SPECIAL INSTRUCTIONS Prepaid Collect_____ 3ed
Party

Master Bill of Lading with attached

theck underlying Bills of Lading


box
I1Mt1LI
CUSTOMER ORDER NUMBER PKGS WEIGHT PALLET/SLIP ADDITIONAL SHIPPER INFO
Yer
4202008 2682 28931

cc
TYPE QTY TYPE H.M coweodeoe eddtoreel me rarene
WEIGHT
to
requto epocieler me leeolog CT treeing enjet be

to nereed toe peeegs oath ensee ule verepoeeaor dO ordbrery en


afer satire
tat See Sethen eerie sea

2682 CTN 28931 LB MEDICAL SPONGE HOME OFFICE SCHOOL

GOLD BAR TUB TILE CLEANER

fl 12
\flc3 cCu/bcr

GRAND TOTAL
OW
tesere

doctored
the

value
THIS

of
IS dependent
the property
Ce Vaba tecopern
as to owe
010 FeflalTSd tO StSt epeClflc10y lIT
Wltheg agreed 01

COD Amount $____________________________

tire agreed ordedered value of the property epecthcelly uloted by the aldpperto be neceedthg Fee Terms Collect Prepaid

per
Customer check acceptabletJ

NOTE Liability
Limitation for loss or damage In this shIpment may be applicable See 49 U.S.C 14706c1A and
RECEIVED eut4ea te Irtdlcldueay determIned rates or caitrecte that have been agreed igrat in wrthrrg The esther shell not teaks delivery of this shipment wIthout payment of freIght

betleeerr the carrier end ehIpr eppllcoble ethertoloe to the rute deesEcations arid rules erot trove been aid other lawful charges
if
all

establIshed by the center and ore avelleble to the shIpper on request and to as opplinebte state end federal

Signature
rogdeeew
SHIPPER SIGNATURE DATE TraitetLoaded Freight Counted CARRIER SIGNATURE PICKUP DATE
The is to onruththtfl eStee earned nererein eje property donelts cenareowoesresaeereeeerslpecbeaeeeroreqaaeapeoere enreieree
padeeadnavedeodlebelethanderelepeoperooeedthabr By Shipper By eeeryeeoy reepoere tolereevee wee erode auelabb eedior ceeler terra sot
rpper
eeeopoeeloo eonseorg lowe opp5oeul reeel100rn slew 001 ereergeery response ueldeueua or equlalenl duojereetevur lithe eerrlde

aceogntasdnredforneapoeslewtentorrepeuaae.eorendelen ByDriver ByDriveripalIetsseeitocontein


moos renter eldpp rote meteors tori wr lnreduor

Dnver/Pleens

STOOl 618
Case 1:10-cv-02031-DLI -JMA Document 47-20 Filed 06/18/10 Page 18 of 21

SPONGETECH DELIVIERY INVOICE


SYSTEMS iNC
33
10 west street suite 518
NEWYORK N.Y 10118

Fax212-594-4175

TEL E212-594-4175

SERVICE FOR INVOICE NO.2097DEIC


150000 PCS tub and tile cleaner ORDER NO.J4202008
TAX NO.1

TERMS JNET 60 DAYS 3odays


DATEJ3/18/09

BILL TO
Fesco sales Corp
Pert of Elizabeth

Dock 38

Elizabeth NJ 08473

DATE SERViCE DESCRIPTION FEE AMOUNT

3118/09 150000 Pieces English Is 12.00 Is 1800000.00

Tub tile cleaner

to
IShipment Europe

IPicked it with own bill


lading

JSCHNIEDER TRUCKING prepaid handling on skids

$1800000.00
TOTAL DUE

MAKE CHECKS PAYABLE TO


SPONGEItCH DEL LVERY SYSTEMS INC.

43 west 33 Street

Suite 600
NEW YORK NEW YORK 10018

ST001599
Case 1:10-cv-02031-DLI -JMA Document 47-20 Filed 06/18/10 Page 19 of 21

Date 03118/09 BILL OF LADING Page of____


SHIP FROM
Name SPONGETECI-I DELIVERY SYSTEMS Bill of Lading Number_________
Address 43W 33RD ST
City/State/Zip NEW YORK NY 10001

SID ____
FOBE
SHIP TO
______ _________ F.tt4llICnlW1.1lIlaJtl
Name FESCO SALES CORP Location __4 Trailer number

Address PORT OF ELIZABETh DOCK 38 Seal numbers


City/State/Zip ELIZABETH NJ 08473 SCAC
CID Pro number
THIRD PARTY FREIGHT CHARGES BILL TO
Name
Address
City/State/Zip Freight Charge Terms
SPECIAL INSTRUCTIONS Prepaid Collect ______ Party _____
Master Bill of Lading with attached

cltedc underlying Bills of Lading


box
L11131J/i14 llI
CUSTOMER ORDER NUMBER PKGS WEIGHT PALLET/SLIP ADDITIONAL SHIPPER INFO
cj
4202008

GRAND TOTAL
iJ .5

jltPI.kl/irbII.u
HANDUNG UNIT PACKAGE COMMODITY DESCRIPTION LTL ONLY
QTY TYPE QTY TYPE WEIGHT HM COmeOeeetrJWr5t5deIOnbflerear55re5t5rL55rhcratrsertrOvtrsoutb5
to rratre4 ord seine sets O.rreperr.rrer arts ear
NMFC CLASS
psdeg.d LI
ordinary

See Sees/en 2e or NMFC tram 305

CTN TUB TILE CLEANER SPONGES

irr.ir

3k-t

GRANDTOTAL
thtrere

declared
the role

rises
Is

of
dependerdon
the property as
visas
foSceess
shippers are reqtdred to state specstnd israrnidre One agreed
COD Amount $__________________________

The agreed ordedered sabre oltha Property LI


speciPcalhj stated by the stripper lobe rot evcendhrg Fee Terms Collect Prepaid
Customer check acceptableLJ

NOTE LiabIlity
LImitation for loss or damage in this shipment may be applicable See 49 U.S.C 14706cIXA and
RECEIVED to Isdldduaty deterrnrtned roles contracts that have been agreed iswrdng The not make of withost of
stthject rgrroi carrier shall delivery flits shipment payment freight

between the crosser ass stepper5 eppilcotte otherwise to the rates ctsocitcesresno end sties that have beer end ott other
rederot
established by the center sod are avetthle to the shIpper on request end to elI
eppbcetoe state sod
Shipper Signature
reodseens

SHIPPER SIGNATURE DATE Trailer t.oaded Freinht Counted CARRIER SIGNATURE PICKUP DATE
Tht rersfr that am atom armed sermt.ran ooe.rIo Cent.r sarIereledee r.veJrs adpsousg.s 54 eqerod plosars Corder aerstes

pescesed
essiperteson

Mrros
masse

ardared
emrmdlr
cr4

hr
rebated

rose
sererors
end

opaeitae

LI
are

tctfscr
Is proper

sedate ott 001


retiepactise
restless hr

hr seserso
L.J
By

By
Stripper

Driver
By

By
Shipper

Orivecipaitets otid to contarn


pr
enerossco resp000e

flpe
krfsrnsarter

sustssostr
aria

er
rred

squfreiser
sosteSe end/or

ssccrrsrorerr
easter

LI tSr
has

sells/s
tea OCT

LI roete etrIrra 5rerre v.600 sew as Lepee


DmtvetlPrscos

STOOl 600
Case 1:10-cv-02031-DLI -JMA Document 47-20 Filed 06/18/10 Page 20 of 21

SPONGETECH DELIVIERY INVOICE


SYSTEMS INC
at street
lOwest suite 518

NEW YORK N.Y 10118

Fax212-594-4175

TELE212-594-4 175

SERVICE FOR INVOICE NO.J21O3DEIC


98000 PCS tub and tile cleaner ORDER NO.14202008
TAX NO.1

TERMS INET 60 DAYS 3odays


DATE 14107109

BILL TO
Fesco sales Corp
Port of Elizabeth

Dock 38
Elizabeth NJ 08473

DATE SERViCE DESCRIPTION FEE AMOUNT

4/07/09 Ieeooo Pieces English 12001$ 11 76000.00

Tub tile cleaner

Shipment to Europe

Picked it with own bill lading

ISCHNIEDER TRUCKING prepaid handling on skids

__ __ __ 1176000.00
DUE

MAKE CHECKS PAYABLE TO


SPONGETECH DELIVERY SYSTEMS INC.
43 west 33tl Street

Suite 600

NEWYORK NEWYORK 10018

ST001602
Case 1:10-cv-02031-DLI -JMA Document 47-20 Filed 06/18/10 Page 21 of 21

Dateo41o71o9 BILL OF LADING Page of

St-lIP FROM
Name SPONGETECH DELIVERY SYSTEMS Bill of Lading Number__________________

Address 43 33RD ST

City/State/Zip NEW YORK NY 10001

SID FOB
iittai CARRIER NAME SCHNIEDER

Name FESCO SALES CORP LOCation Trailer number


Address PORT OF ELIZABETH DOCK 38 Seal numbers
City/State/Zip ELIZABETH NJ 08473 SCAC
CID FOB Pro number
THIRD PARTY FREIGHT CHARGES BILL TO
Name
Address

City/State/Zip Freight Charge Terms


SPECIAL INSTRUCTiONS Prepaid Collect_____ 3id
Party

Master of with attached


Bill
Lading
tthock Bills of Lading
box underlying
1IlstIR llEh
CUSTOMER ORDER NUMBER P105 WEIGHT PALLET/SUP ADDITIONAL SHIPPER INFO
or

4202005

GRAND TOTAL
t1iNa1/irlr.h
HANDUNG UNIT PACKAGE COMMODITY DESCRIPTION ONLY
ttzZmZtb0 LTL
H.M
QTY TYPE OTY TYPE WEIGHT NMFC It CLASS
..JL See Sesioe
2i of Meow Moo 380

CTN TUB TILE CLEANER SPONGES

cI
ti GRAND TOTAL
Ydrere the rotate dependent on value shippers eta roqut-od to store spoditcaly he wriang tie agreed eq

declared value of are property as tetawet

lbs apreed or Maclured outue of the property te


specifically stated by the shipper to be rest aq000dbig Fee Terms Collect PrepJd
Customer check acceptableD
NOTE Liability Limitation for loss or damage In this shipment may be applicable See 49 U.S.C 14706c1 and
RECSJVOD have been agreed upon In The not make of without
eub/eut to Inalvideeby detereideed rates or eentrects that wriflerg carrier shalt delivery this shlprnonl payment of fenlght

betueoe nidpper athewloe are rates dasshtcatons mcd that have been
and
ft
Ike carrier arid apptlcabfe Is rules all other lawful charges
eslabhohedby the canter arid are eaalldeto to the ettippet Ce request aid to all
applicable slate and tederk
Shipper Signature

SHIPPER SIGNATURE DATE Trailer Loaded Freight Counted CARRIER SIGNATURE PICKUP DATE
ivte Ole u.ehtr feit Ore elan ravi.d eielatataee prepentyderatted Ceet.e ideoalad5ee reoefl at pertreoee ovid requted praoerdL Canter rant.

perhagod reeked end tubeted andre to


properroerdlhan hr By Stripper By Shipper .rearuuerr rawarea blereahon wee ned enetebto india eons ha the Dccl

oeeeponethne edtg tee eppiveut reevtthoee at the Dot .neFsanor r..yne pvtdkoek qetr.invt dorumenbtrar the rink
01 rV5n tendered br trerepnrrtn .ekfee rulnipeatno ep eodnltrt said to
By Driver By Drtver/pallets cantata
resole carte steppe crane rereert suthm leepeerloe

Ortoar/Piecas

ST001603
Case 1:10-cv-02031-DLI -JMA Document 47-21 Filed 06/18/10 Page 1 of 13

COURT FOR THE


UNITED STATES DISTRICT
EASTERN DISTRICT OF NEW YORK

UNITED STATES SECURITIES AND


EXCHANGE COMMISSION

Plaintiff

CV-1O-2031

SPONGETECH DELIVERY SYSTEMS INC


RM ENTERPRISES INTERNATIONAL INC
STEVEN MOSKOWITZ
MICHAEL METTER
GEORGE SPERANZA
JOEL PENSLEY and
JACK HALPERIN

Defendants

Exhibits annexed to and submitted with the

Declaration of Christine Neal

EXHIBIT
Case 1:10-cv-02031-DLI -JMA Document 47-21 Filed 06/18/10 Page 2 of 13

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION


100 Street N.E
Washington D.C 20549.4631

DIVISIONOF Christine Neal

ENFORCEMENT Branch Chief


Direct dial 202-551-4920

Facsimile 202-772-9233

September 30 2009

VIA FIRST CLASS MAIL


FACSIMILE 214-594-9964

Michelle Hargis Esq

Legal Department

Regus Management Group LLC


15305 Dallas Parkway Suite 400

Addison TX 75001

Re In the Matter of Spongetech Delivery Systems Inc 110-11156

Dear Ms Hargis

Pursuant to Rule of the Commissions Rules of Investigation 17 C.F.R 203.8


and your agreement to accept service on behalf of Regus Management Group

LLC hereby serve you with the enclosed subpoena and SEC Form 1662

If you have any questions regarding this matter please call me at 202 551-4920

Thank you for your cooperation

Very truly yours

Christine Neal

Branch Chief

Enclosures
Case 1:10-cv-02031-DLI -JMA Document 47-21 Filed 06/18/10 Page 3 of 13

OEXC% UNITED STATES

SECURITIES AND EXCHANGE COMMISSION


100 Street N.E
Washington D.C 20549-4831

DIVISION OF Christine Neal

ENFORCEMENT Branch Chief

Direct dial 202-551-4920


Facsimile 202-772-9233

September 30 2009

VIA FEDERAL EXPRESS AND FACISMILIE 214-594-9964

Custodian of Records

Regus Management Group LLC


do Michelle Hargis Esq
Legal Department
15305 Dallas Parkway
Addison TX 75001

Re In the Mailer of Spongetech Delivery Systems Inc 110-11156

Dear Sir or Madam

The staff of the Securities and Exchange Commission is conducting an investigation in

the matter identified above The enclosed subpoena has been issued to
you as part of this

investigation The subpoena requires you to give us documents and provide sworn testimony
Please note that if you comply with instructions for producing documents you will not need to

appear for testimony at the indicated time

Please read the subpoena and this letter carefully This letter answers some questions you

may have about the subpoena You should also read the enclosed SEC Form 1662 You must

comply with the subpoena You may be subject to fine andlor imprisonment if
you do not

Please preserve until further notice written notice from the Commission staff all

documents and information in your possession custody or control that reflect refer relate or

pertain to the matters described in the Attachment

Producing Documents

What documents do have to produce

The subpoena requires you to give us the documents described in the attachment to the

subpoena You must provide these documents by Friday October 2009 The attachment to the
Case 1:10-cv-02031-DLI -JMA Document 47-21 Filed 06/18/10 Page 4 of 13

Custodian of Records

Regus Management Group LLC


September 30 2009
Page

subpoena defines certain terms such as documents before listing what you must provide to

us

Please note that if copies of document differ in


any way they are considered separate

documents and you must send each one For example if


you have two copies of the same letter

but only one of them has handwritten notes on it you must send both the clean copy and the one

with notes

If you prefer you may send us photocopies of the originals The Commission cannot

reimburse you for the copying costs The copies must be identical to the originals including

even faint marks or print If


you choose to send copies you must keep the originals in safe

place The staff will accept the copies for now but may require you to produce the originals

later

If
you do send us photocopies please put an identifying notation on each page of each
document to was produced by you and number the pages of all the documents
indicate that it

submitted For example if Jane Doe sends documents to the staff she may number the pages
JD-1 JD-2 JD-3 etc in blank corner of the documents Please make sure the notation and

number do not conceal any writing or marking on the document If you send us originals please

do not add any identifying notations

Do need to send anything else

You should enclose list briefly describing each item you send and where the original

document or record was located e.g Jane Smiths files The list should also state which

paragraphs in the subpoena attachment to which each item responds

You should also include cover letter stating whether you believe you have met your

obligations under the subpoena by searching carefully and thoroughly for everything called for

by the subpoena and sending it all to us

What do not send everything described in the attachment to the subpoena

The subpoena requires you to send 411 the documents described in it If for any reason --

including claim of attorney-client privilege --


you do not produce something called for by the

subpoena you should submit list of what you are not producing The list should describe each

item separately noting

its authors
its date

its subject matter


the name of the person who has the item now or the last person known to have it
Case 1:10-cv-02031-DLI -JMA Document 47-21 Filed 06/18/10 Page 5 of 13

Custodian of Records

Regus Management Group LLC


September 30 2009
Page

the names of everyone who ever had the item or copy of it and the names of

everyone who was told the items contents and

the reason you did not produce the item

If you withhold anything on the basis of claim of attorney-client privilege or attorney

work product protection you should also identify the attorney and client involved

Where should send the documents

Please send the documents to

Christine Neal

Branch Chief

U.S Securities and Exchange Commission

Division of Enforcement

100 Street N.E


Washington DC 20549-4631
Fax 202 772-9233

Testifying

Where and when do testijj

The subpoena requires you to come to the Commissions offices at 100 Street N.E
Washington D.C 20549 on Friday October 2009 to testify under oath in the mailer identified on the

subpoena But as noted above if you comply with all the directions for producing documents we will

not require you to testify at the indicated time We may however require your testimony at later date

Other Important Information

May have lawyer help me respond to the subpoena

Yes You have the right to consult with and be represented by your own lawyer in this

matter lawyer may also advise and accompany you when you testify We cannot give you
legal advice

What will the Commission do with the documents Isend and/or the testimony Iprovide

The enclosed SEC Form 1662 includes List of Routine Uses of information provided to

the Commission This form has other important information for you Please read it carefully
Case 1:10-cv-02031-DLI -JMA Document 47-21 Filed 06/18/10 Page 6 of 13

Custodian of Records

Regus Management Group LLC


September 30 2009
Page

Has the Commission determined that anyone has done anything wrong

This investigation is non-public fact-finding inquiry We are frying to determine

whether there have been any violations of the federal securities laws The investigation and the

subpoena do not mean that we have concluded that you or anyone else has broken the law Also
the investigation does not mean that we have negative opinion of any person entity or

security

have read this letter the subpoena and the SEC Form 1662 but still have questions What
shouldldo

If you have any other questions you may call me at 202 551-4920 If you are

represented by lawyer you should have your lawyer contact me

Very truly yours

Christine Neal

Branch Chief

Enclosures Subpoena and Attachment


SEC Form 1662
Case 1:10-cv-02031-DLI -JMA Document 47-21 Filed 06/18/10 Page 7 of 13

SUBPOENA

UNITED STATES OF AMERICA


SECURITIES AND EXCHANGE COMMISSION

In the Matter of Sponetech Delivery Systems Inc 110-11156

To Custodian of Records

Regus Management Group LLC


do Michelle Hargis Esq
Legal Department
15305 Dallas Parkway Suite 400

Addison TX 75001

121 YOU MUST PRODUCE everything specified in the Attachment to this subpoena to

officers of the Securities and Exchange Commission at the place date and time specified below

100 Street N.E Washington D.C 20549 Friday October 2009 at 500 p.m

YOU MUST TESTIFY before officers of the Securities and Exchange Commission at the

place date and time specified below

100 Street N.E Washington D.C 20549 Friday October 2009 at 500 p.m

FEDERAL LAW REQUIRES YOU TO COMPLY WITH THIS SUBPOENA


Failure to comply fine and/or
may subject you to imprisonment

By
CItLVLP
Christine Neal
49 Date __________
U.S Securities and Exchange Commission
Division of Enforcement

100 Street N.E


Washington D.C 20549

202 551-4920

am an officer of the Securities and Exchange Commission authorized to issue subpoenas in this matter

The Securities and Exchange Commission has issued formal order authorizing this investigation under

Section 21a of the Securities Exchange Act of 1934


Case 1:10-cv-02031-DLI -JMA Document 47-21 Filed 06/18/10 Page 8 of 13

In the Matter of Spongetech Delivery Systems Inc HO-11156


Attachment to Subpoena to Regus Management Group LLC
September 30 2009

Defmitions and Rules of Construction

As used in this request the term document or documents means all records

materials and other tangible forms of expression however and by whomever

created produced or stored manually mechanically electronically or

otherwise in or custody or subject to your control


your possession including

but not limited to papers reports files correspondence notes memoranda

including notes and memoranda of communications or meetings graphs


charts research analyses ledger sheets periodic account statements

confirmations telegrams telexes facsimiles telephone logs checks front and

back drafts for


money wire transfer receipts and requests confirmations of

wire or cash transfers deposit slips invoices summaries of interviews

transcripts calendars datebooks worksheets contracts agreements bank

statements videotapes audiotapes and other permanent voice and image

recordings including voice-mail magnetic tapes computer printouts

computer tapes disks compact disks CDs diskettes disk packs and other

electronic media including electronic-mail microfilm microfiche and other

storage devices The term documents includes finished versions and drafts

of documents it also includes the original document or copy thereof if the

original is not available and all copies that differ in any respect from the

original

As used in this request the term Spongetech means Spongetech Delivery

Systems Inc and all present and former subsidiaries affiliates predecessors

successors officers directors agents employees shareholders partnerships

general and limited partners thereof and any aliases code names or trade or

business names used by any of the foregoing

As used in this request the term Regus means Regus Management Group
LLC and all present and former subsidiaries affiliates predecessors

successors officers directors agents employees shareholders partnerships

general and limited partners thereof and any aliases code names or trade or

business names used by any of the foregoing

Communication shall have its general meaning including oral written and

electronic communications

Any shall include all and all shall include any as needed to make the

request inclusive and not exclusive

As used in this request the term relating means concerning referring to

pertaining to reflecting describing evidencing or constituting


Case 1:10-cv-02031-DLI -JMA Document 47-21 Filed 06/18/10 Page 9 of 13

As used in this request the terms and and or shall be construed as both

disjunctive and conjunctive so as to bring within the scope of the attachment


all responsive documents that might otherwise be construed to fall outside of

its
scope

As used in this request the singular form of any word includes its plural and

vice versa

If any of the documents called for are not produced for whatever reason
please provide the following information as to each such document the

creators of the document the date that the document was created the

present or last known custodian of the document the subject matter of the

document all
persons or entities known to have been fttrnished the

document or copies of the document or informed of their substance and

the reason the document is not produced If any document called for is

withheld because of claim of attorney-client privilege in addition to the

above information please identif3r the attorney and the client involved

Documents To Be Produced

Produce the following documents within the possession custody or control of Regus

All documents relating to the following entities including but not limited to

agreements contracts understandings correspondence electronic mail

reports notes memorandum invoices records of payments received receipts

copies of checks wire transfers account statements and authorizations

Fesco Corp
845 Avenue
New York NY 10022

Dubai Export Import Company


Faneuil Hall Marketplace Floor

Boston MA 02109

United Asia Trading


14785 Preston Road Suite 550

Dallas TX 75254

All documents relating to any actual proposed or contemplated alteration

modification or destruction of any document responsive to Item above


including but not limited to court order or policy
any any corporate

practice or procedure related to the maintenance preservation recycling or

destruction of documents
Case 1:10-cv-02031-DLI -JMA Document 47-21 Filed 06/18/10 Page 10 of 13

THE FOLLOWING PAGES TO


PLEASE DELIVER

Name Michelle Hargls1 Esq

Regus Management Group LLC


Firm

Telecopier Number 214 5949964

Neal
FROM Christine

Branch Chief
Division of Enforcement

Telephone Number 202 551-4920

202 772-9233
Telecopier Number

Cover Sheet 14
of Pages including
Total Number

please call back as soon as possible


receive al/the pages
If you do not

NO 1111 33 Id

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LOOl 1N3P133Id0dN3 333 27R 717 WW.4 CCQI CAA7/AOJPA


FBdEXW Pod Eo
USA ItO//I Ttookng 8L65 3LL2 4J3O
Number

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From Pleencpthnoendpreunheid 4a Express Package Service Peckeges ep to ISJ lbs

Senders FedEx
FedEx FedEx Standard FedEa First
Priority Overnight Overnight Overnight
Date 130109 AccountNumber 130987567 Sent business msnning Fndop NestbusinseeehemsesT fl Pert is st eoO ho sin cue moving
will be delivered eele
hipntenis on Mmdcv setundevseliuervssveueileble dee tv ts 00 Is sebe no

urless ovvvvovv Seline iy is sole used Senondeynelhotytsvouelleble

Christine FedEx2Oay FedEx Express Saver


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busineeedey
will be delivered
shipments on Monde setundevnoliuetvoOreueileble

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Enforcement Stop 5553-B ssuunsmmcsiupeisremmuioneueuisieuoinuin unenge unepomnunere

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FedEx lOay FedEx 2Oay Freiqht FedEx 30ev Freight


Freight
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Address
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fl Recipient fl Party fl fl CenlilCheck

twill be billed

Address

penkege be held era epecilin Pedhe tocetien Fodon eddrese here


Tonequeet prier Pedrshost No Osp

EnodeCsndvn Pete
Case 1:10-cv-02031-DLI -JMA Document 47-21

Total Veleet
75001 Peckegen Total Weight Total Declered
City Addison State TX ZIP

.00

tounliebilhvislmmnedtoslmunlessvou deslese ohighetnelue See bsskfondeteilo.epudngthisvutbillysuegoeetove


0387210724 setnmce
ccndksne onthe bosbntthisthnailloodiedie uomsntFodkenewiso Soide iesludinotenoethsolimosonliebilsy

Residential Delivery Signature sheoknirosoontedmnont


Options Ilynunoquito eignetnno

No Direct
Signdture Sigvsture Indirect Siqoatnre
Someone ttne
eooecipienrs one is euoiteble 50
Required
eddteso moyeigntst nesipienrneddnessssmeone
fl Pc cbs be 1ev fl
en
address
delivery F000vvtion etoneighbndng they
wdtsot obtaining

ton oigntnndeliuotv Fnnevvtiou


signeOuto deliuatp

nov vote ltltOPebtlbtOtonntho4tnto PedbmmPnltkrEO INS S.h..OOt


Filed 06/18/10 Page 11 of 13
of
Case 1:10-cv-02031-DLI -JMA Document 47-21 Filed 06/18/10 Page 12 ofPage
13

Printable Versior
Detailed Results

Enflcking number

Detailed Results

fications

Tracking no 866536624130

De ve red
Initiated Picked up In transit Delivered

Delivered

Signed for by C.MCCALEB

Shipment Dates Destination

Ship date j30 2009 gture Proof of Delivery

Delivery date Oct 2009 948 AM

Shipment Facts

Service type Priority Envelope Delivered to Receptionist/Front Desi

Shipment Travel History

Select time Select time forrr


zone ISelect

All travel is local time for the location


shipment activity displayed in

Date/Time Activity Location Details

Oct 2009 948 AM Delivered

Oct 2009 705 AM On FedEx vehicle for delivery ADDISON TX

Oct 2009 653 AM At local FedEx facility ADDISON TX

Oct 2009 458 AM At dest sort facility DALLAS TX

Oct 2009 331 AM Departed FedEx location MEMPHIS TN

Oct 12009 1216AM Arrived at FedEx location MEMPHIS TN

Sep 30 2009 835 PM Left FedEx origin facility WASHINGTON DC

Sep 30 2009 547 PM Picked up WASHINGTON DC

Global Home Small Business center Service Info About FedEx Investor Relations careers fedex.com Terms of Use Security Privacy

This site is protected by copyright and trademark laws under US and International law All rights reserved 1995- 2009 FedEx

http//www.fedex.comlTracking 10/1/2009
Page of2
Case 1:10-cv-02031-DLI -JMA Document 47-21 Filed 06/18/10 Page 13 of 13

Espaol Customer Support FedEx Locations Jsearch Go

Package/Envelope Freight Expedited Office/Print Services

Ship Track Manage Business Solutions

http//www.fedex.comlTraCking 10/1/2009
Case 1:10-cv-02031-DLI -JMA Document 47-22 Filed 06/18/10 Page 1 of 24

UNITED STATES DISTRICT COURT FOR THE


EASTERN DISTRICT OF NEW YORK

UNITED STATES SECURITIES AND


EXCHANGE COMMISSION

Plaintiff

CV-1O-2031

SPONGETECH DELIVERY SYSTEMS INC


RM ENTERPRISES INTERNATIONAL INC
STEVEN MOSKOWITZ
MICHAEL METTER
GEORGE SPERANZA
JOEL PENSLEY and
JACK HALPERIN

Defendants

Exhibits annexed to and submitted with the

Declaration of Christine Neal

EXHIBIT
Case 1:10-cv-02031-DLI -JMA Document 47-22
i.e Filed 06/18/10 Page 2 of 24

Regus

Direct Dial 214-295-2308

Facsimile 214-594-9964
LOT
E-mail michelle.hargisregus.com 2009

of
LflOWtt
October 2009 tVijjj

StOPcJI3.
VIA FACSIMILE 202-772-9233
AND FEDERAL EXPRESS
U.S Securities and Exchange Commission

Division of Enforcement
100 Street N.E
Washington DC 20549-4631

Aim Ms Christine Neal Branch Chief

Re Subpoena
In the Mailer of Spongetech Delivery Systems Inc

Dear Ms Neal

We are in receipt of the captioned Subpoena dated September 30 2009

Enclosed please find the following documents responsive to the Subpoena

United Asia Trading

Virtual Office Agreement dated September 25 2009 at the business center

located at 14785 Preston Road Suite 550 Dallas TX


Illegible copies of New York drivers license and prepaid gift cards

Fesco Corp

Online order details for Virtual Office Agreement with start date of September

28 2009 at the business center located at 845 Avenue New York NY


Credit Card Authorization Form
Illegible copies of New York drivers license and prepaid gift cards

Dubai Export Import Company


Virtual Office Agreement dated September 25 2009 at the business center

located at Faneuil Hall Marketplace Floor Boston MA


Credit Card Authorization Form
Illegible copies of New York drivers license and prepaid gift cards

No other documents exist which would be responsive to the subpoena Should you have any
questions please do not hesitate to contact me at the number listed above

Very truly yours

Michelle Hargis

Corporate Paralegal

15305 Dallas Parkway Suite 400 Addison Texas 75001

regus corn
1000 locations 450 cities 75 countries One call
Case 1:10-cv-02031-DLI -JMA Document 47-22 Filed 06/18/10 Page 3 of 24

El MAILBOX PLUS OFFICE El VIRTUAL OFFICE PLUS El FULL TIME OFFICE

qrnttu iQt
NEW RENEWAL

El TITAN REFERENCE ftIPWOTAL


_________

El ORIGINAL BOOKING REFERENCE It

518 VO vO ONLY

TERM 42 ntt
_________ FROM _________ TO__________
20
MONTHLY FEE___________
____________ RETAINER ________REGISTRATION FEES

El TELEPHONE LINEs El TELEPHONE SETs______ El FAX LINE


____

El MAIN LINE TELEPHONE ANSWERING____ El PREETALK ____________


Extension ifs

El CALL PATCHING _______ El SCREENING___________ LOBBY LISTING ______


Monthly fee

El INTERNET ACCESSs El KITCHEN AMENITIES FEEs______

El $199.00 Telecom/IT Bundle El $239 Full Package Telecom/IT Bundle includes FreeTalk

Specials

SERVICE AGREEMENT NAME

CLIENTS NAME ________ /JaVAL U4241


ADDRESS _____ _____

ADDRESS _________________

a49
City Zip Code

EMAIL ADDRESS

TELEPHONE
CELL

MOVEIN QUESTIONAIRE
Date Sent/Spoke w/ client

El 1583 Form Mailbox Plus


El Copy of Identification

El Copy of CREDIT CARD On-line Sale


El Credit Authorization Form

El WELCOME PAK ASSIGNED TELEPHONE NUMBER 974719- i/f


El GOLD CARD

El Add to CLIENT TELPHONE LISTING

El Add to MAIL CART

El Add to

El Add to RICOH Sent to RSC


Date

REGUS 00001
Case 1:10-cv-02031-DLI -JMA Document 47-22 Filed 06/18/10 Page 4 of 24
Regus Page of2

J.
Online Virtual Office Agreement

Agreement Date FrIday September 25 2009 ConfirmatIon No 8192-1 34626

Business Center Details

TX Dallas North Signature Place

Address 14785 Preston Road


Suite 550
Dallas

Texas
75254
United States of America

Client Details

Company Name United Asia Trading

Contact Name Steven Chin

Address

United States of America

Phone

Email nohypenobuHaol.com

Virtual Office Payment Details exe tax and exc services

VIrtual Office Type Standard Virtual Office

Total per month 169.00

Discounted total per month USD 143.65

Initial Payment

First months fee 14.37

One Time Registration Fee $99.00

Service Retainer 0.00

Total Initial Payment 113.37

REGUS 00002

https//www.regus.comlServiceAgreementlServiceAgreementaspxidtjpeOup8wwo2fs%3.. 9/251200
Case 1:10-cv-02031-DLI -JMA Document 47-22 Filed 06/18/10 Page 5 of 24

Regus Page2of2

Monthly Payment

Total Monthly Payment thereafter 143.65

Length of Agreement

Start Date Monday September 28 2009 End Date Thursday September 30 2010

All agreements end on the last calendar day of the month

Confirm by typing your name In the box below

Name GEORGE SPERANZA Jon behalf of United Asia Trading


Signed
Friday Septembe
confirm these details are correct to the best of my knowledge

REGUS 00003

https//www.regus.comlServiceAgreementServiceAgreement.aspxidj peOup8wf%2fs%3.. 9/25/2009


Case 1:10-cv-02031-DLI -JMA Document 47-22 Filed 06/18/10 Page 6 of 24

Order Details Page of

Order ID Load Orderj

Order Details

Order ID 4744
Title Mr

First Name Steven

Last Name Chin

Company United Asia Trading

Address

Address

City

Country United States

Postcode

Phone

Email tharwat.eskander@regus.com

Contact Email

Name on Card George Speranza

Card Type

Number
Expiry
Card Details
Start
Issue

Source Existing customer

Terms True

Monthly
Package Center Currency Setup Retainer Term Start
Rate

Virtual Texas
Office Dallas
US$ 169.00 99.00 338.00 28/09/2009
12 Signature
month Place

REGUS 00004

http//www.regus.co.uk/zsys/ncms/_globaI controls/virtualofficesadmin/order.aspx 9/25/20 09


Case 1:10-cv-02031-DLI -JMA Document 47-22 Filed 06/18/10 Page 7 of 24
Order Details of
Page

Order ID

Order Details
Order ID 4744

Title Mr

First Name Steven

LastNarne

Company
Chin

United Asia Trading


io
Address

Address

City

Country

Postcode

Phone

Email tharwat.eskander@regus.com

Contact Email

Name on Card George Speranza


Card Type

Number

Card Details
____________
Issue

Source Existing customer

Terms True

Montifly
Package Center Currency Setup Retainer Term Sta
Rate

Vlrtuai Office 12 Texas Dallas Signature


169.00 336.00 26/09/2009
month Place

REGUS 00005

hitp//www.re gus con-i/zsys/ncm s/en-us/virtua loffices/admin/order.aspx 9/25/2009


Case 1:10-cv-02031-DLI -JMA Document 47-22 Filed 06/18/10 Page 8 of 24

REGUS 00006
Case 1:10-cv-02031-DLI -JMA Document 47-22 Filed 06/18/10 Page 9 of 24
Order Details of
Page

Order ID Load Order


14747

Order Details
Order ID 4747

Title Mr

First Name Jim

Last Name Rogers

Company Fesco Corp

Address
ii
Address

City

Country United States

Postcode

Phone

Email tharwat.eskander@regus.com

Contact Email

Name on Card George Speranza

Card Type

Number
Expiry
Card Details
Sta
Issue

Source Existing customer

Terms True

Monthly
Package Center Currency Setup Retainer Term Start
Rate

Viuai Office 12 New York New York City


US$ 219.00 99.00 438.00 28/09/2009
month 845 Third Avenue

http//www.regus.com/zsys/ncm s/en -us/virtualoffices/adminlorde r.aspx 9/25/2009

REGUS 00007
Case 1:10-cv-02031-DLI -JMA Document 47-22 Filed 06/18/10 Page 10 of 24

Credit Card PaymentAuthcrization

iJ_t_ -i.t pi as fully-authorized representative


Inc to charge the credit card
of Client

described
hereby autho7ZeS
below for the
Yxkplaces

all nrtablc services performed on Videoconferencing Meeting


nment for
and all other charges
Office Catering Business Services Validated Parking
RoornlOay
incurred as pad of doing business with HQ Global Worlcplaces Inc

ctiargeS Mortthty Office Fee Telecom


Payment for first month and cetining
2tcac1oawX sMw and e\ o\%wt ctaxes \ncAtcerI at %c\ ok CMSAt\e%% N\k\ Rets

The undersigned hereby represents and warrants to HO that he she is Client or is fully-

authorized representative of Client and that he/she is authorized by Client and by the entity

issuing the credit card described below to make charges to such credit card arid to sign on
behalf of the credit card holder Furthermore by execution hereof and by providing the credit

card information listed below the undersigned fully authorizes HQ to charge such credit card for

The services and cl-iat-ges described above

Client Card holders Company Name JCItL1 1AQi1


Client/Cardholders Name as it appears on cart ________

Client/Ca rdholdefl Billing Address as appears on card billing statement

Customers Teiwre Nurrioer as ied sth credit card company

Credit Card Tpe Eisa Mastercarc AmprirPn1ress

Credft Card Number QsEw ______ Expiration Date

Note The ccv is the last digits of the account number located on the back side of credit card
with the ercanfon American
of Express it be the
will Digit number abovp.tho ppqt number on
the front of the card The CVV wilt be removed after the erect/C end has been cberped

understand that charges the credit card when invoiced

Cbent hathy reIe l-IQ from liability it


any Iflabe made to the credit caRl by third

paties which we not acting as an agent or representative of HO

Copy of the Invoice shouki be mailed to the following address Email or Physical Address

Jok1 ouoL lie Ce-

REGUS 00008
Case 1:10-cv-02031-DLI -JMA Document 47-22 Filed 06/18/10 Page 11 of 24

wa/ISA

i.fl FT VISA

REGUS 00009
Case 1:10-cv-02031-DLI -JMA Document 47-22 Filed 06/18/10 Page 12 of 24

REGUS 00010
Case 1:10-cv-02031-DLI -JMA Document 47-22 Filed 06/18/10 Page 13 ofPage
24 of2

Michelle Hargis

From Sarah Martel

Sent Thursday October 01 2009 1040AM


To Michelle Hargis

Subject FW Docs for George SperanzaDubai Export Import

Attachments 20090925174933171 .pdf

Here is the CC info for this client and some info from Kushana

have not dealt directly with the client -- everything has gone through the SSC

Please note my new e-mail address Sarah.Mairt@reus.com

Sarah Martel
General Manager
HQ member of The Regus Group
Faneuil Hall Marketplace 3rd Floor

Boston MA 02109
617 973 6408 617-973-6406 sarah.marteljgus.com
www.regus.com

1000 Locations 450 Cities 75 Countries One Call

Ask me how you can get FREE access to more than 1000 business lounges around the world

From Kushana Rivers

Sent Friday September 25 2009 711 PM


To Tharwat Eskander Cathy Fisher

Cc Jerome Grant Claude Wells Deeandra Hardy Sarah Martel

Subject RE Docs for George Speranza

Hello All

In addition have attached the order details for you to retrieve the cc as they are not very visible Please note

that these cards are gift cards and should ONLY be used for opening charges All recurring fees should be

charged to the clients credit card The client has advised how he would like his phones answered and requested
that voicemails be set up for him by the receptionist The greeting is below Another major concern for him is his
PRIVACY He has deeply stressed the importance of this He would like all calls to go directly into the voicemail

No questions asked He has asked that absolutely no information be given to media reporters ect... He has

experienced issues in the past with another company and would not like to repeat that with us

The greeting for every site will be exactly the same and it is as follows

Company Name ex Fesco Corp state that the bontact is not available and send to voicemail

Voicemail should state You have reached the office of contact name he/she is unable to take your call at this

time Please leave message


All voicemail access codes should be 1986

oOOll
REGUS
10/1/2009
Case 1:10-cv-02031-DLI -JMA Document 47-22 Filed 06/18/10 Page 14 of 24
Page of2

have additional questions please reach out to Tharwat or myself


If
you

Thank You

Mrs Kushana Rivers

Virtual Office Admin- SSC Americas


The Regus Group
15305 Dallas Parkway Suite 400 Addison TX 75001

Direct 214 295-3124

Fax 972 692-8265

Sales and Service Center 877 734-8787

Kushana.Rivers@Requs.com

1000 Locations 450 Cities 75 Countries One Call

Please consider the environment before printing

REGUS 00012

10/1/2009
Case 1:10-cv-02031-DLI -JMA Document 47-22 Filed 06/18/10 Page 15 of 24

Credit Card Payment Authorization

i1I_ -it
-es cw as

yytp1aces
fully-authorized representative
Inc to charge the credit card
of Client

described
hereby authorizes
below for the

all vartable services performed on Videoconterencing Meeting


Validated Parking and all other charges
Room/Day Office Cateflng Business Services
incurred as part of doing business with HO Global Worlcplaces Inc

OtI\oe Fee Telecom


month and tharges Morith\y
Payment br ikrst recurring

2tcacI\nwl SMWaI and aX\ o\\wic caves ccvttS at ac\ co\w tut\xett Retx

The undersigned hBreby reprBssnts and warrants to HO that helshe is Client or is fully-

authorized representative of Client and that he/she is authorized by Client and by the entity

issuing the credit card described below to make charges to such credit cart anti onto sign
behalf of the credit card holder Furthermore by execution hereof and by providing the credit

card information listed below the undersigned fully auttionzes HO to charge such credit card for

the service5 and charges described above

ClienVCardho/des Company Name


ClienVCardhders Name as it
appea on card _____________ ___________

Client/Cardholders Billing Ackress as appears on card billing statement

Customers Teepriore Nurnoer s.c rssd sitt credit card company

Credit Card T5e 7155 Mastercarc 1ii American Express

Credit Card Number Qle CVV Expiration Date

Note The Ccv is the lastS digits the account number located en the back si do of credit card
with the ecaitlon of American Express it be the
will Digit number abovp the ount number en
the front of the card The CVV will be removed after the credit cwd bps been charged

understand that charges to the credit card when invoiced

Ct
Cbcrd hereby rvlezrs HQ frrmi hability if
any krl5flarNe made to the credit card by third

parties which not acting as an agent or representative of HO

Copy of the Invoice should be mailed to the following address Email or Phjsicaf Address

jJoLpoLI CLot Cc

REGUS 00013
Case 1:10-cv-02031-DLI -JMA Document 47-22 Filed 06/18/10 Page 16 of 24

tt.tn TQU
VISA

POT TOt
visA

REGUS 00014
Case 1:10-cv-02031-DLI -JMA Document 47-22 Filed 06/18/10 Page 17 of 24

REGUS 00015
Case 1:10-cv-02031-DLI -JMA Document 47-22 Filed 06/18/10 Page 18 of 24
Order Details Page of

Order io 1TI1 iLi as


____

Order Detafls
Order ID 4746
I-
Title Mr Et
flrst Name Ahmad
Last Name Elsayed

Company Dubal Export Emport

Address

Address

CIty

Country United States

Postcode

Phone

Email tharwat.eskander@regus.com

Contact Email

Name on Card George Speranza


Card Type

Number___________________
Explry12 Dec/2013
Card Details
Start01 Jan/2000
Issue

Source Existing customer

Terms True

Monthly
Package Center Currency Setup Retainer Term Start
Rate

Vlual Office 12 Massachuses Boston


199.00
US$ 99.00 398.00 28/O9/200YJ
month Faneull Hall

http//www.regus.com/zsys/ncm s/en -us/virtua loffices/admin/order aspx 9/25/2009

REGUS 00016
Regus Page of

tJ
Online Virtual Office Agreement

Agreement Date Friday September 25 2009 Confirmation No 8192-134627

Business Center Details Client Details

MA Boston Faneuil Hall HQ Company Name Dubai Export Import

Address Faneuil Hall Marketplace Contact Name Ahmad Elsayed

3rd Floor

Boston
Address
Massachusetts
02109
United States of America

United States of America

Phone

Email nohypenobull@aol.com
Case 1:10-cv-02031-DLI -JMA Document 47-22

Virtual Office Payment Details tax and exc services


exe

Virtual Office Type Standard Virtual Office

Total per month 199.00

Discounted total month $169.15


per USD
Initial First months fee 16.92
Payment

One Time Registration Fee 99.00


Filed 06/18/10 Page 19 of 24

https//www.regus.comlServiCeAgreementiServiCeAgreement.aspxidj PfZZ%2fA5fQI%3duserregus 9/25/2009


Regus Page2of2

Service Retainer

Total Initial 115.92


Payment

Monthly Payment Total Monthly Payment thereafter 169.15

of Start Date Monday September28 2009 End Date Thursday September30 2010
Length Agreement

All end on the last calendar day of the month


agreements

Confirm by typing your name in the box below

Name GEORGE SPERANZA on behalf of Dubai Export Import


Signed on

Friday September 25 2009


confirm these details are correct to the best of my knowledge
Case 1:10-cv-02031-DLI -JMA Document 47-22
Filed 06/18/10 Page 20 of 24

-s
co

https//www.regus.comlServiceAgreementlServiceAgreement.aspxidj PfZZ%2fA5fQI%3 duserregus 9/25/2009


Case 1:10-cv-02031-DLI -JMA Document 47-22 Filed 06/18/10 Page 21 of 24
Confirmation of Credit Card Processing Page of

HQ
Credit Card Processing Home Pdd Another Charge Force/Report

Archive Reports

Return to Credit Card Processing application

Credit Card Processing Results


Transaction No 855047
Transaction Type SALE
Transaction Date 9/28/2009 35229 PM
Authorization

APPROVAL Approved
Total Transaction Amount $317.00
Customer/Lease ID 4811726
Company Dubai Export Import
Bill To Name
Billing Address

Phone I_.

Center BOS13u
Invoice Number 1193-1100
Please do not click back in the browser You must click the link below to proceed
Return to Credit .Card Processing application

https//resource.hq comlHQResource/MainlAccountsPayable/NovaICC Finish asp 9/28/2009

REGUS 00019
Case 1:10-cv-02031-DLI -JMA Document 47-22 Filed 06/18/10 Page 22 of 24

Jo
Regus HQ

Oubai Export Import Invoice


1455 Bay Ridge Avenue
Account 4811726
Brooklyn New York 11219
InvoIce 1193 1100
United States of America
Date Sep 25 2009

Date Due Sep 252009

Account Information

Prior Balance 0.00

Payments Received 0.00

Refunds Account Adjustments 0.00

Current Invoice Period

Recurring Monthly Charges Oct 2009 Oct 31 2009 0.00

Variable Charges Aug II 2009 Sep10 2009 317.90

Tax 0.00

Totat Amount Due 317.901

Payment Tenns Sep 25 2009

Balances not paid by the date due will be charged late fee equal lo $25 plus 5% of the amount due on overdue balances under

$1000 or $50 plus 5% of the amount due on overdue balances ot $1000 or greater

For billing questions please call 617 973 6400

Please return the remittance stub below with check payable to Regus Mansgernenl LLC
Group

Invoice
I-IQ

Centrs 1193 MA Boston Faneuil Hall HO Account 4811726


1193-1100
Invoice
Method
Payment Date Due Sep 252009
Check Credit Card tsee Manager Amount Due $317.90

Check Amount Only $__________

Regus Management Group LLC PLEASE DO NOT SEND CASH

Faneuil Hall Marketplace

3rd Floor

Boston Massachusetts 02019

United States of America

REGUS 00020
Case 1:10-cv-02031-DLI -JMA Document 47-22 Filed 06/18/10 Page 23 of 24

Regus SHQ

Dubal Export Import Invoice

Description Invoice MA Boston Faneuil Hall HO


Recurring Charges Start Date Oct 2009 Recurring Charges End Date Oct 31 2009

One-Off Charges Start Date Aug 11 2009 One-Off Charges End Date Sep 10 2009

Charge Description Servi ce Notes Sale Date Units Unit Price Amount Tax Total

One Off Charges

Offices

Virtual Office Initial Fee Sep 282009 0.1 000 199.0000 19.90 0.00 19.90

Virtual Office Initial Fee Oct 2009 1.0000 199.0000 199.00 0.00 199.00

Set-up Move-out Fees

Set Up Fee Reg Fee VO Sep 28 2009 1.0000 99.0000 99.00 0.00 99.00

Total 317.90 0.00 317.90


Ioranc

Page

REGUS 00021
Case 1:10-cv-02031-DLI -JMA Document 47-22 Filed 06/18/10 Page 24 of 24

Reus FHQ

Dubal Export Import Invoice

Description invoice MA Boston Faneuil Hall HO


Recurring Charges Start Date Oct 2009 Recurring Charges End Date Oct 31 2009

One-Off Charges Start Date Aug 11 2009 One-Off Charges End Date Sep 10 2009

Accounting Date Payment ID Deposit ID Payment Amount

Payment Information

Total

Center 1193 MA Boston Faneuil Halt

Faneuil Halt Marketplace

3rd Floor

Boston MA 02109

Page

REGUS 00022
Case 1:10-cv-02031-DLI -JMA Document 47-23 Filed 06/18/10 Page 1 of 12

UNITED STATES DISTRICT COURT FOR THE


EASTERN DISTRICT OF NEW YORK

UNITED STATES SECURITIES AND


EXCHANGE COMMISSION

Plaintiff

CV-1O-2031

SPONGETECH DELIVERY SYSTEMS INC


RM ENTERPRISES INTERNATIONAL INC
STEVEN MOSKOWITZ
MICHAEL METTER
GEORGE SPERANZA
JOEL PENSLEY and
JACK HALPERIN

Defendants

Exhibits annexed to and submitted with the

Declaration of Christine Neal

EXHIBIT
Case 1:10-cv-02031-DLI -JMA Document 47-23 Filed 06/18/10 Page 2 of 12

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION


100 Street N.E
Washington D.C 20549-4631

OF
DIViSION Christine Neal

ENFORCEMENT Branch Chief


Direct dial 202-551-4920
Facsimile 202-772-9233

October 16 2009

VIA FEDERAL EXPRESS


FACSIMILE 214-594-9964

Michelle Hargis

Legal Department

Regus Management Group LLC


15305 Dallas Parkway Suite 400

Addison TX 75001

Re In the Matter of Spongetech Delivery Systems Inc 110-11156

Dear Ms Hargis

Pursuant to Rule of the Commissions Rules of Investigation 17 C.F.R 203.8

hereby serve you with the enclosed subpoena and SEC Form 1662 for Regus

Management Group LLC


If you have any questions regarding this matter please call me at 202 551-4920
Thank you for
your cooperation

Very truly yours

Ozti
Christine Neal
42
Branch Chief

Enclosures
Case 1:10-cv-02031-DLI -JMA Document 47-23 Filed 06/18/10 Page 3 of 12

OEXo UNITED STATES


SECURITIES AND EXCHANGE COMMISSION
100 FStreet N.E
Washington D.C 20549-4631

OF
DIVISION Christine Neal
ENFORCEMENT Branch Chief
Direct dial 202-551-4920
Facsimile 202-772-9233

October 16 2009

VIA FEDERAL EXPRESS AND FACISMILIE 214-594-9964

Custodian of Records

Regus Management Group LLC


do Michelle Hargis

Legal Department
15305 Dallas Parkway
Addison TX 75001

Re In the Matter of SpongeTech Delivery Systems Inc 110-11156

Dear Sir or Madam

The staff of the Securities and Exchange Commission is conducting an investigation in

the matter identified above The enclosed subpoena has been issued to you as part of this

investigation The subpoena requires you to give us documents and provide sworn testimony
Please note that if you comply with instructions for producing documents you will not need to

for testimony at the indicated time


appear

Please read the subpoena and this letter carefully This letter answers some questions you
may have about the subpoena You should also read the enclosed SEC Form 1662 You must

comply with the subpoena You may be subject to fine and/or imprisonment if
you do not

Please preserve until further notice written notice from the Commission staff all

documents and information in your possession custody or control that reflect refer relate or

pertain to the matters described in the Attachment

Producing Documents

What documents do Ihave to produce

The subpoena requires you to give us the documents described in the attachment to the

subpoena You must provide these documents by Thursday October 22 2009 The attachment
Case 1:10-cv-02031-DLI -JMA Document 47-23 Filed 06/18/10 Page 4 of 12

Custodian of Records

Regus Management Group LLC


October 16 2009
Page

to the subpoena defines certain terms such as documents before listing what you must

provide to us

Please note that if copies of document differ in


any way they are considered separate

documents and you must send each one For example if


you have two copies of the same letter

but only one of them has handwritten notes on it you must send both the clean copy and the one
with notes

If you prefer you may send us photocopies of the originals The Commission cannot

reimburse you for the copying costs The copies must be identical to the originals including

even faint marks or print If you choose to send copies you must keep the originals in safe

place The staff will accept the copies for now but may require you to produce the originals

later

If you do send us photocopies please put an identifying notation on each page of each
document to indicate that it was produced by you and number the pages of all the documents

submitted For example if Jane Doe sends documents to the staff she may number the pages
JD-l JD-2 JD-3 etc in blank corner of the documents Please make sure the notation and

number do not conceal any writing or marking on the document If you send us originals please
do not add any identifying notations

Do need to send anything else

You should enclose list briefly describing each item you send and where the original

document or record was located e.g Jane Smiths files The list should also state which

paragraphs in the subpoena attachment to which each item responds

You should also include cover letter


stating whether you believe you have met your
obligations under the subpoena by searching careftilly and thoroughly for everything called for

by the subpoena and sending it all to us

What do not send everything described in the attachment to the subpoena

The subpoena requires you to send 4i the documents described in it If for any reason --

including claim of attorney-client privilege --


you do not produce something called for by the

subpoena you should submit list of what you are not producing The list should describe each

item separately noting

its authors
its date
its subject matter
the name of the person who has the item now or the last person known to have it
Case 1:10-cv-02031-DLI -JMA Document 47-23 Filed 06/18/10 Page 5 of 12

Custodian of Records

Regus Management Group LLC


October 16 2009
Page

the names of everyone who ever had the item or copy of it and the names of

everyone who was told the items contents and

the reason you did not produce the item

If
you withhold anything on the basis of claim of attorney-client privilege or attorney

work product protection you should also identify the attorney and client involved

Where should Isend the documents

Please send the documents to

Christine Neal

Branch Chief
U.S Securities and Exchange Commission
Division of Enforcement

lOOP Street N.E


Washington DC 20549-4631
Fax 202 772-9233

Testifying

Where and when do testify

The subpoena requires you to come to the Commissions offices at 100 Street N.E
Washington D.C 20549 on Thursday October22 2009 to testifi under oath in the matter identified on
the subpoena But as noted above if
you comply with all the directions for producing documents we
will not require you to testif3 at the indicated time We may however require your testimony at later

date

Other Important Information

May have lawyer help me respond to the subpoena

Yes You have the right to consult with and be represented by your own lawyer in this

mailer lawyer may also advise and accompany you when you testify We cannot give you
legal advice

What will the Commission do with the documents send and/or the testimony Iprovide

The enclosed SEC Form 1662 includes List of Routine Uses of information provided to

the Commission This form has other important information for you Please read it carefully
Case 1:10-cv-02031-DLI -JMA Document 47-23 Filed 06/18/10 Page 6 of 12

Custodian of Records

Regus Management Group LLC


October 16 2009

Page

Has the Commission determined that anyone has done anything wrong

This investigation is non-public fact-finding inquiry We are trying to determine

whether there have been any violations of the federal securities laws The investigation and the

subpoena do not mean that we have concluded that you or anyone else has broken the law Also
the investigation does not mean that we have negative opinion of any person entity or

security

have read this letter the subpoena and the SEC Form 1662 but still have questions What

should do

If you have any other questions you may call me at 202 551-4920 If you are

represented by lawyer you should have your lawyer contact me

Very truly yours

Christine Neal

Branch Chief

Enclosures Subpoena and Attachment


SEC Form 1662
Case 1:10-cv-02031-DLI -JMA Document 47-23 Filed 06/18/10 Page 7 of 12

SUBPOENA

UNITED STATES OF AMERICA


SECURITIES AND EXCHANGE COMMISSION

In the Matter of Spongetech Delivery Systems Inc HO-11156

To Custodian of Records

Regus Management Group LLC


do Michelle Hargis

Legal Department
15305 Dallas Parkway Suite 400

Addison TX 75001

EZI YOU MUST PRODUCE everything specified in the Attachment to this subpoena to

officers of the Securities and Exchange Commission at the place date and time specified below

100 Street N.E Washington D.C 20549 Thursday October 22 2009 at 1000 a.m

11 YOU MUST TESTIFY before officers of the Securities and Exchan ge Commission at the

place date and time specified below

100 Street N.E Washington D.C 20549 Thursday October 22 2009 at 1000 a.m

FEDERAL LAW REQUIRES YOU TO COMPLY WITH THIS SUBPOENA


Failure to comply may subject you to fine and/or imprisonment

By ______________ DatedC4tL/20D9
Christine Neal
U.S Securities and Exchange Commission
Division of Enforcement

100 Street N.E


Washington D.C 20549
202551-4920

am an officer of the Securities and Exchange Commission authorized to issue subpoenas in this matter

The Securities and Exchange Conmiission has issued fonnal order authorizing this investigation under

Section 1a of the Securities Exchange Act of 1934


Case 1:10-cv-02031-DLI -JMA Document 47-23 Filed 06/18/10 Page 8 of 12

In the Matter of Spongetech Delivery Systems Inc 110-11156


Attachment to Subpoena to Regus Management Group LLC
October 16 2009

Defmitions and Rules of Construction

As used in this request the term document or documents means all records

materials and other tangible forms of expression however and by whomever

created produced or stored manually mechanically electronically or

otherwise in your possession or custody or subject to your control including


but not limited to papers reports files correspondence notes memoranda
including notes and memoranda of communications or meetings graphs
charts research analyses ledger sheets periodic account statements

confirmations telegrams telexes facsimiles telephone logs checks front and

back drafts for money wire transfer receipts and requests confirmations of

wire or cash transfers deposit slips invoices summaries of interviews

transcripts calendars datebooks worksheets contracts agreements bank

statements videotapes audiotapes and other permanent voice and image

recordings including voice-mail magnetic tapes computer printouts

computer tapes disks compact disks CDs diskettes disk packs and other
electronic media including electronic-mail microfilm microfiche and other

storage devices The term documents includes fmished versions and drafts

of documents it also includes the original document or copy thereof if the

original is not available and all copies that differ in


any respect from the

original

As used in this
request the term Spongetech means Spongetech Delivery

Systems Inc and all present and former subsidiaries affiliates predecessors

successors officers directors agents employees shareholders partnerships

general and limited partners thereof and any aliases code names or trade or

business names used by any of the foregoing

As used in this request the term Regus means Regus Management Group
LLC and all
present and former subsidiaries affiliates predecessors

successors officers directors agents employees shareholders partnerships

general and limited partners thereof and any aliases code names or trade or

business names used by any of the foregoing

Communication shall have its general meaning including oral written and

electronic communications

Any shall include all and all shall include any as needed to make the

request inclusive and not exclusive

As used in this
request the term relating means concerning referring to

pertaining to reflecting describing evidencing or constituting


Case 1:10-cv-02031-DLI -JMA Document 47-23 Filed 06/18/10 Page 9 of 12

As used in this request the terms and and or shall be construed as both

disjunctive and conjunctive so as to bring within the scope of the attachment


all responsive documents that might otherwise be construed to fall outside of
its
scope

As used in this request the singular form of any word includes its plural and
vice versa

If
any of the documents called for are not produced for whatever reason
please provide the following information as to each such document the

creators of the document the date that the document was created the

present or last known custodian of the document the subject matter of the

document all persons or entities known to have been furnished the

document or copies of the document or informed of their substance and


the reason the document is not produced If
Regus withholds any document
called for by this subpoena because of claim of attorney-client privilege in

addition to the above information please identif the attorney and the client

involved

10 Regus need not produce any document which it has previously produced as part
of this investigation so long as Regus identifies the requests in this

attachment to which the document is responsive the date when the

document was previously produced and the bates number of the document

produced

Documents To Be Produced

Produce the following documents within the possession custody or control of Regus

All documents to the entities but not limited


relating following including to
agreements contracts understandings correspondence electronic mail

reports notes memorandum invoices records of payments received receipts

copies of checks wire transfers account statements and authorizations

New Century Media


140 East Ridgewood Avenue
Paramus NJ 07652

Trading
201 Biscayne Boulevard Suite 2800

Miami FL 33131 and

SpongeTech Delivery Systems Inc

All documents relating to communications contacts understandings or

agreements between Regus and George Speranza


Case 1:10-cv-02031-DLI -JMA Document 47-23 Filed 06/18/10 Page 10 of 12

All documents relating to any actual proposed or contemplated alteration

modification or destruction of any document responsive to Items 1-2 above


including but not limited to court order or policy
any any corporate

practice or procedure related to the maintenance preservation recycling or

destruction of documents
iO/iuizowi iuiz uwt ZUZ tLU tNUKULMtNI WJVVI
Case 1:10-cv-02031-DLI -JMA Document 47-23 Filed 06/18/10 Page 11 of 12

TX REPORT

TRANSMISSION OK

TX/RX NO 1345

DESTINATION TEL 12145948964


DESTINATION ID

ST TIME 10/16 102


TIME USE 0446
PAGES SENT 15

RESULT OK

se uoos se peq eeeejd sefled eqj ye eA/9GJ JOU op flOAJ/


ejqssod jjes

49A03 Butpnioiij 9O6d JO aaqwn jews

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FecEX USAII-biII
8L84 8593 3391
Express

From PauJSxtpauu/Wud 4a Express Package Service Packs to 150 lbs


gas up

130987567 Fedtx Stat Overnight


Date 10/16/200 ccountNurnber fl lorlien noes business murning

doo/osptosolaotlsoedsns

unloos
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bhllin5AYsoliuoryisooloctod usc ndoy so sde ny
NOT ouoilsblo

endeYn Christine BC ctbsnisda.mursdoy


Neal Phnse 202 fl
be do iuoood on
shipmontsuudl Msndoy SoturdoyOohuoryNnlouoloblo

eelectod
1_nloesSAflJODAP5elruooyis 9umoselooobosa
route commune
unvsiupnnsi005ununiiuuio 005ngo000puununosn

4h Service
Company
wcn SQA kin Express
Fadtx
Freight

FadEs
Packages

FedEx
ever 150 lbs

Way Freiqht 2Oay 3Osy Freight


Fraht
Noon busin050 doy Second budoosu Tfuursdoy mind business
Wdoy dsp doy
shipinonsruillbodxlinnnndunMundoy ohipinnunusrldbodnlivnnedosMundep SxtuideynobooryNsrouuilobla
100 ST NE unloou SAT0050T Doliunep
is eoioctod unloooSuTbtNshhsaloonyiouelootad
Address
Cell or Cuotnos/un Tomaalscodosa
so ptdFluunfbu ito/Room

Packaging
WASHINGTON 205492001
Chy State ZIP Fedtx FadEs Pakt FadEs FadEs Other
Includes Pudhu smell Pelt
T_Envelspnc Box Tuba
rodEo end Pelt
large P0K Fodle sturdy

Your Internal Reference


Billing OPTIONAL
Hootsdcboooctooooppooroomuolco
Special Handling Inclodo FedEe address is Sections

3To SATURDAY Deliaory HOLD Weekday HOLD Saturday


NOTAnailabtafer stFedtxLocation atFedExLssaucn .c
Recipientn Michelle Podlssuondond Osemight NOT Aaailable far Anailabte ONLY far

Name
Hargis Phone Peditxvnotsveminht FadEs Eupneou Fednsnnonuomignit PedWPuinnupZuunoi0htood
Snuan snrsdEuosoy Freight EsdEs2ssysusslousPuaosnu

Ones thin contain


nhipmant doogornan anadu
Legal Department One box most he chocked

Go
Ice
No Yes Yen Dry .2
Company fl o.k tens ..._.._.......bg
Regiis MFtntgerpent Group LLC Pu con ottauhed Shipporoseclososon so
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Shippers susrequirud
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15305 Dallas Parkway Suite 400 Oennsrsuu guuds louludiug dry sldppod pecksng
Recipientn

Address Bulb
Payment rlodtuAce/ No on Cmdincond No below
Wa cannot doliuon to P.O boxes on P.O ZIP codeo nopt/Noorlsuitolnoom

Sender Credit Card Cash/Check


Recipient fl Third Porty fl fl
Aunt Nu it naunss
usd1
be billed

GO
Addresn
ii
to be hold ala rodEo Pedtx oddooso hone
noquoet pookego sneclhc lace/os print FodEnheotNt lap

CtedeCatdks note

Total -o
Packages Total Weight Total Declared ValaeT
Chy
Addison State TX ZIP .o
75001
.gg

tsunlinbilnnyxlimrodthttwuslossysudoctone highonuolue See bocbtssdotailo teosssno


0393993813 Oyeoitgauiohitbillgsoe

ourcnoeuondi550550ase/auhulthiuacnbillondinthorutmnsrodlasurdteouidcieuludnotettnsdtotlonouunOabilty
Case 1:10-cv-02031-DLI -JMA Document 47-23

Residential Signature lfyuunoquiso osignekneohscbsinecnonloditecl


Delivery Options .m
No Signature Oirnct Signature Indirect Sinnoture
Snmoutoonruupoiru ltuu one is auoileble on
Requited
xddnosomoyoignlsn fl nosipien/e oddness someone
Li Ponbogo mop be toN Li 519
dohuusy Foe app/ran ota nnighbonisgoddnuscmop
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eigoooJne fun dolcory

Oou Dote lOltN.PanIluutOuOtstl5t5O PodEuPOINTEO IN 51 s.u..sns


Filed 06/18/10 Page 12 of 12
Case 1:10-cv-02031-DLI -JMA Document 47-24 Filed 06/18/10 Page 1 of 32

UNITED COURT FOR THE


STATES DISTRICT
EASTERN DISTRICT OF NEW YORK

UNITED STATES SECURITIES AND


EXCHANGE COMMISSION

Plaintiff

CV-1O-2031

SPONGETECH DEL IVERY SYSTEMS INC


RM ENTERPRISES INTERNATIONAL INC
STEVEN MOSKOWITZ
MICHAEL METTER
GEORGE SPERANZA
JOEL PENSLEY and
JACK HALPERIN

Defendants

Exhibits annexed to and submitted with the

Declaration of Christine Neal

EXHIBIT
Case 1:10-cv-02031-DLI -JMA Document 47-24 Filed 06/18/10 Page 2 of 32
i.e
Regus

Direct Dial 214-295-2308

Facsimile 214-594-9964

E-mail michel1e.hargisregus.com

October 23 2009

OCT 27 2919

VIA FACSIMILE 202-772-9233 Division


AND FEDERAL EXPRESS
1Vfr
nforcq-
-411
U.S Securities and Exchange Commission StQp
Division of Enforcement

100 Street N.E


Washington DC 20549-4631

Attn Ms Christine Neal Branch Chief

Re Subpoena
In the Matter of Spongetech Delivery Systems Inc

Dear Ms Neal

We are in receipt of the captioned Subpoena dated October 16 2009

Enclosed please find the following documents responsive to the Subpoena

SA Trading Company
Online Virtual Office Agreement dated September 24 2009 at the business center

located at 201 South Biscayne Blvd 28 Floor Miami FL 33131


Copy of the Telephone Answering and Mail Forwarding Instructions

New Century Media


Online Virtual Office Agreement dated September 25 2009 at the business center

located at 140 East Ridgewood Avenue Paramus NJ 07652


Telephone Answering instructions

Credit Card Authorization Form for Visa credit card ending in

Illegible copies of New York drivers license and prepaid gift cards

No other documents exist which would be responsive to the subpoena Should you have any
questions please do not hesitate to contact me at the number listed above

Very trulyours

Michelle Hargis
efvr
Corporate Paralegal

15305 Dallas Parkway Suite 400 Addison Texas 750W

regus corn
1000 locations 450 cities 75 countries One call
Case 1:10-cv-02031-DLI -JMA Document 47-24 Filed 06/18/10 Page 3 of 32

Page of
Regus

Online Virtual Office Agreement

Date Thursday September 24 2009 Confirmation No 8192-134095


Agreement

Business Center Details

FL Miami Miami Downtown

Address 2OlSouth Biscayne Blvd

28th Floor

Miami

Florida

33131

United States of America

Client Details

Company Name SA Trading Company

Contact Name Canoe Vega

Address

United States of America

Phone

Email nohypenobull@aoLcom

Virtual Office Payment Details exc tax and exc services

Virtual Office Type Standard Virtual Office

Total per month USD 169.00

Initial Payment

First months fee 0.00

One Time Registration Fee $99.00

Service Retainer 169.00

Total Initial Payment 268.00

REGUS 00023

9/2512009
https//www.regus.comlServiceAgreenientlServiceAgreement.aspxidug3vXicgOYc%3d..
Case 1:10-cv-02031-DLI -JMA Document 47-24 Filed 06/18/10 Page 4 of 32

Regus Page2of2

Monthly Payment

Total Monthly Payment thereafter 169.00

Length of Agreement

Start Date Friday September 25 2009 End Date Thursday September 30 2010

All agreements and on the last calendar day of the month

Comments First month free for this agreement

Confirm by typing your name In the box below

Name speranza on behalf 01 SA Trading Company


Signed
Thursday Septemi
confirm these details are correct to the best of my knowledge

REGUS 00024

https//www.regus.conVServiceAgreementiServiceAgrecrnent.aspxidug3vxicgOyc%3d.. 9/2512009
Case 1:10-cv-02031-DLI -JMA Document 47-24 Filed 06/18/10 Page 5 of 32

kegus

Dear Mr Carlos Vega

On behalf of the entire team thank you for making the choice to join the Regus network

To ensure that your Virtual Office is personalized to your business needs please call us at your
convenience or let us know when to contact you so we can review your service needs prior to your
start date with us they are critical to ensure that your virtual office service is
set-up to your exact

requirements We will make the necessary arrangements in


advance so everything is set up to your

expectations from the first


day and beyond

With the information you provide us well make sure that

your telephone and technology requirements are set to your specifications

our call answering team have the information to answer and route your calls as needed

we know how you would like your mail and faxes handled
the ongoing management of your account is in line with your requirements

We are here to work for and with you to ensure your sole focus can be on your business My contact details

are provided below for reference

Please do not hesitate to contact me with convenient time for me to call


you or to arrange meeting before

your Virtual Office start date

Once again thank you and we look forward to welcoming yQu

Regards

George Vazquez
Center Manager
goerge.vazquez@regus.com
305-913-1305

cc

REGUS 00025
Case 1:10-cv-02031-DLI -JMA Document 47-24 Filed 06/18/10 Page 6 of 32

SA Trading Company ice


09/25/2009

Step Telephone Answering

Please state the name of your company or how you would like your calls to be answered
YEi trnrAwti C01v2n\j

Your package includes call


answering for up to named contacts free of charge Please detail the named

contacts you would like to add below starting with the primary contact The primary contact receives

complimentary businessworid gold card If you would lIke gold cards for your additional named contacts please

see below available upgrades

Free Named Contac

cnr\03 \IfQQ Work phone


Mob phone _____________________

Email rfh\WrflfltOU ok con


Work phone
_______________________
Mob phone
Email __________________

Work phone
_______________________
Mob phone
Email __________________

Your calls will be answered as you have Indicated above They are then transferred directly to your

vqicemaii box If
any messages are taken by hand how would you like them handled
E-mail
SMS
LI Voicemail

Below are available upgrades you can select to enhance the functionality of the phone
answering service Select the services that are of interest or that youd like more information

LI Additional Named Contacts if


you have more than colleagues that you need to associate with

your virtual office we would be happy to arrange call


handling for them

If you are Interested In this upgrade please list up the additional names below

___________________

________________
_________________
_______________

for offer Purchase businessworld gold cards for the members of your company and get
additional voicemail boxes FREE your virtual office comes with Regus voicemail box where all

are routed out of hours however many companies like the convenience of having
messages
voicemaIl box for each employee so that messages can be routed to the correct individual

If you are Interested in this upgrade please list


up your contact names below

______________________

________________
________________

_______________
_________________

Please note certain items marked with an asterisk may not be available at your location
2/5
Apr11 08 /veber

REGUS 00026
Case 1:10-cv-02031-DLI -JMA Document 47-24 Filed 06/18/10 Page 7 of 32

fl Call

wherever
Patching/Transfer
you are at home
the

traveling
receptionist

In your
wilt

car etc
put calls

which
through

allows you
to

to
you
be
iCe US
100% mobIle and productive without missing call

Gait Patching Number _____

IJ Call Screening the receptionist will answer your calls then announce them when forwarding them to

you which will allow you to decide whether you want to take the call directly or have them go to

voicemail

End of Day messaging via email your virtual personal assist will transcribe all
messages that
were sent to your voicemail box during the day and email them to you

Step Mail Fax Handling

What is your preferred method for handling and forwarding your mall

Please hold my mail and faxes the centre as them when


at will pick up during standard business hours

convenient

OR
LI would like my mail forwarded LI Daily Weekly LI Monthly

By LI Fax enter number


LI Mail enter address

LI Couriert enter address

LI would like
my fi forwarded LI Daily LII Weekly Monthly

By LI Fax enter number


LI Mail enter address
LI Couriert enter address

Step 3Yourlmage

Would you like to advertize your company in the building directory or in the reception area
LlYes LIN0

If yes please print how you would like your company name to appear

Step Additional Services

Please let us know if we can help you with the following services

LI Additional storage spacet

LI Company stationery personalized business cards envelopes letterhead note pads _____
LI Office supplies pens ruler paper calculator files
etc _____
LI Conference call account set up

Please note certain items marked wit/i an asterisk


may not be available at your local/on
3/5
April08 iveber

REGUS 00027
Case 1:10-cv-02031-DLI -JMA Document 47-24 Filed 06/18/10 Page 8 of 32

ire

Step 5- Addition Mobility Options


tegus
Please tick the box if
you are interested in hearing about the following additional

services

Virtual Office Plus Days Private Office usage at my Virtual Office location

El Businessworid Platinum programs Offers customers the flexIbIlIty to use private or shared offices

in any Regus location worldwide Platinum membership is available for 10 or unlimited days usage

El Multiple Location Discounts If


you need multiple locations Regus provides excellent volume

discounts offering you 15% savings on the purchase of 2-4 programs and 25% savings on or more
locations

Step Account Management

Please select your preferred payment option El Check El Credit Card LIII Wire transfer

Depending on your choice we will give you the necessary paperwork to complete for billing set-up

b- Please provide us with the address to If you want your invoicing address to be the

appear on your invoices it should be same as the center address please provide an

different than the center address alternative address for our records

Company Name Company Name


Contact Name Contact Name
Address Address

Fax Fax

Phone Phone
Email Email

Deliver my invoices
El to the centre will pick it up El via email El via standard mail

To aid in payment processing1 please supply us with information to include on your invoices
Reference numbers ______

Send Additional copies to to whom name denartment


Address ______

Fax Phone ______


Email ______

Before we can activate your service we must have copy of the following

El Photo ID i.e Passport Drivers Ucense etc where applicable

El Copy of recent utility bill that is no more than months old where applicable

El Credit Card front and back where applicable

P/ease note certain items marked with an asterick may not be available at your location

Apr/I PS /veter

REGUS 00028
Case 1:10-cv-02031-DLI -JMA Document 47-24 Filed 06/18/10 Page 9 of 32

tj
Please use the space below for particular items needed or special requirements for
1tgt_is
your company We will review and contact you to discuss in further detail as

needed

Thank you for your information and we look forward to supporting your business We will be in

contact with you shortly to confirm all details

P/ease note certain items niaed with an astefisk may not be available at your location
5/5
Api OS Iveber

REGUS 00029
Case 1:10-cv-02031-DLI -JMA Document 47-24 Filed 06/18/10 Page 10 of 32

Page of

AR hIIn
i.ic U.rrnc

From Lilianne Planas

Sent Friday September 25 2009 1148 AM

To nohypenobullaol.com

Cc George Vazquez Nelly Gomez

Follow Up Flag Follow up

Flag Status Completed

Attachments SA Trading Company WelcomeVO.doc SA Trading Company Virtual Office MIQ.doc SA


Trading Company Voicemail Instructions doc

Greetings Carlos Vegas my team and would like to welcome SA Trading Company to Regus

Attached please find Welcome Letter which includes your telephone number and voicemail access code Also

attached you will find Move In Questionnaire for you to out which will allow us to better serve you and
fill

instructions on how to remotely access your Voicemail box

Upon completion of the Move In Questionnaire please return it to us and we will configure your Virtual Office

to
according your requirements

Please feel free to contact me if


you have any questions

Kind Regards

Lilianne Planas

Customer Service Representative

Miami Downtown Center 408

Regus
member of the Regus Group Network

201 Biscayne Blvd

28th Floor

Miami FL 33131
0305-913-1300 F305-913-1301

Lilianne.Planas@jgj
www.regus.com

1000 Locations 450 Cities 75 Countries One Call

Ask me how you can get FREE access to more than 1000 business lounges around the world

REGUS 00030
Case 1:10-cv-02031-DLI -JMA Document 47-24 Filed 06/18/10 Page 11 of 32

Regus omcs
Inttant WorIdwdc

Septmember 25 2009

Dear Mr Carlos Vega

It is our sincere pleasure to welcome you as new member of the Regus Virtual

Program As valued member of the Regus Miami-Downtown Centre Location we


look forward to providing with the highest level of quality services and
you
professional support available

Presently your current Virtual Office Agreement extends for 12 months starting

09/25/ 2009 Below you can find your very own personal Regus telephone number
and facsimile number if applicable Your personal Client Service Representatives

are Nelly Oomez and Lilianne Planas and are there to assist you

Business Address 201 Biscayne Blvd 28th Fl Miami Florida 33131


Please advise if you will be picking up your mail or would like for us to forward
it weekly

As new Virtual Office client member you are entitled to variety of Regus
business services Please note that payment for any services used at the center
such as conference room and office usage will be charged to your monthly invoice

May also draw your attention to Clause of the Terms and Conditions which
states that should you wish to terminate the agreement we would require three

months notice in writing

would once again like to WELCOME our newest VO member to Regus-Miami


Downtown All of us at the Regus Centre would like to wish you and your business
much success

For Your Information

Company Name SA Trading Company


Main Line 305-913-7538
Voicemail password 227538

Regus Fax Line 305-913-1301

We would like to provide you the best service possible therefore please feel free to

contact us at any time via phone or e-mail We look forward to working with you

Gerge Vazquez
Center Manager
305-913-1305

george .vazguebregus .com

Nelly Gomez
Client Service Representative

nelly gomezregus com


305-913 1303

Lilianne Planas
Client Service Representative

Lilianne .planasi5b-egus .com


305-913-1300

REGUS 00031
Case 1:10-cv-02031-DLI -JMA Document 47-24 Filed 06/18/10 Page 12 of 32

Order Details Page of

Order ID 14742 Load Order

Order Details
Order ID 4742

Title Ms

First Name Helen

Last Name Simms

Company New Centruy Media

Address

Address

City

Country --

Postcode

Phone

Email tharwat.eskander@regus.com

Contact Email

Name on Card George Spereaza

Card Type

Number

Card Details

Source Existing customer

Terms True

Monthly
Package Center Currency Setup RetaIner Term Start
Rate

Virtual orace 12 New Jersey Paramus Mack


05$ 21900 9900 438.00 28/09/2009
month Call Center

http//www.ie gus.corn/zsys/ncm s/en 9/25/2009


-us/virtualoffices/adniin/order.aspx
Case 1:10-cv-02031-DLI -JMA Document 47-24 Filed 06/18/10 Page 13 of 32

if

Online Virtual Office Agreement


32481

Agreement Date Frida September 25 2009

Confirmation No 8192-134604

Business Center Details

NJ Paramus Mack Call Center

140 Ridgewood Avenue


Paramus

Address NEW JBRSEY


07652

United States of America

Client Details

Company Name New Century Media

Contact Name Helen Simms

Address

United States of America

Phone

Email nohypenobullaol.com

Virtual Office Payment Details exc tax and exc services

Virtual Office Type Standard Virtual Office

Total per month 219.00

Discounted total per month USD


Initial Payment

First months fee 1S.62

One Time Registration Fee 99.00

Service Retainer 0.00

REGUS 00033
Case 1:10-cv-02031-DLI -JMA Document 47-24 Filed 06/18/10 Page 14 of 32

Total Initial Payment 117.62

Monthly Payment

Total Monthly Payment thereafter $186.15

Length of Agreement

Start Date Monday September 28 2009 End Date Thursday September 30 2010

All agreements end on the last calendar day of the month

Comments 15% Off the price and No retainer fee

Terms and Conditions


We are HQ Global Workplaces LLC ERegus please click the link below for terms and

conditions accept the terms and conditions ownload Regus terms and conditions

We would like to keep you informed of the latest product news special offers and other

marketing information from Regus and its preferfed partners If


you would like to receive this

information then select this box

Confirm by typing your name in the box below

george speral
Name Ion behalf of New Century Media Signed onFriday September
25 2009
confirm these details are correct to the best of my knowledge

Print Agreement

Site Map Privacy Policy Terms and Conditions Locations

Copyright 02009 Regus plc All rights reserved

Reproduction in whole or in part in any form or medium without express written permission of

Regus plc is
prohibited

11w

REGuS nnnta
Case 1:10-cv-02031-DLI -JMA Document 47-24 Filed 06/18/10 Page 15 of 32

Regus Page of2

4. Online Virtual Office Agreement

Agreement Date Friday September 25 2009 ConfIrmation No 8192-134604

Business Center Details

NJ Paramus Mack Call Center

Address l4oERidgewood Avenue


Peremus
NEW JERSEY
07652
United States of America

Client Details

Company Name New Century Media

Contact Name Helen Simrns

Address ___________________

United States of America

Phone

Email nohypenobuliaoi.com

Virtual Office Payment Details axc tax and exc services

Virtual Office Typo Standard Virtual Office

Total per month 219.00

Discounted total per month tJSD $186.15

Initial Payment

First months fee $18.62

One Time Registration Fee 99.00

Service Retainer $0.00

Total Initial
Payment 117.62

Monthly Payment

Total Monthly Payment thereafter $186.15

REGUS 00035
Case 1:10-cv-02031-DLI -JMA Document 47-24 Filed 06/18/10 Page 16 of 32

Regus Page2of2

of
Length Agreement

Start Date Monday September28 2009 End Date Thursday September 30 2010

All agreements end on the last calender day of the month

Comments 15% Off the price and No retainer fee

Confirm by typing your name in the box below

Name r9.i LziKiii...._.._...Jon behalf of New Century Media

Friday Septe

confirm of
these details are correct to the best my knowledge

PFflIIS 00036
Case 1:10-cv-02031-DLI -JMA Document 47-24 Filed 06/18/10 Page 17 of 32

Order Details Page of

Order ID 742 Orderj


-_____________________

Order Details

Order ID 4742

irst Name Helen


Last Name Simms
-- --

Company New Centruy Media

Address
-.
Address2

City
....
Country United States

Postcode

Pon
Email tharwat.eskander@regus.com

Contact Email

Name on Card George Speranza


Card Type
Number rr
Expiry
Card Details
Start
Issue

Source Existing customer

Terms True

Monthly
Package Center Currency Setup Retainer Term Start
Rate

New
Virtual
Jersey
Office
Paramus US$ 219.00 99.00 438.00 28/09/2009
12
iMackCali
month
Center

REGUS 00037
Case 1:10-cv-02031-DLI -JMA Document 47-24 Filed 06/18/10 Page 18 of 32

C4ientfuWOfflc Move-In Checklist

Agreement

Two

Send
Received

retainer
original

credit
signed

card

payment
agreements

authorization

for 1st month


form
complete

fixed
if
indicate

service

applicable

fees month
N/A

order
Par tasks

form

service
that am

kZ tcyi
not

r24Q
app/table

Assigned to Date

___________
aZVC fit
Completed

Update prospect status in Pivotal

Set up customer in Titan

Book the office in Titan

Return one executed Agreement to client

Notify client of muve-in


any building specifications regarding

.r ___________
Set up client file

inform team of new client Information


________________

Billing

If live on Titan Bluing enter services

Enter new client into PeopieSoft If not on centraiiiAed billing

on centralized
if billing fax agreement and servIce order form to

bluing coordinator

Enter recurring fixed charges if not on centrallized billing

Enter opening charges refundable and monthly


retainer prorated

charges if applicable into Peopiesoft and process direct invoice

if not on centraliized
billing

flr-r.
Case 1:10-cv-02031-DLI -JMA Document 47-24 Filed 06/18/10 Page 19 of 32
Case 1:10-cv-02031-DLI -JMA Document 47-24 Filed 06/18/10 Page 20 of 32

Page of

Marilyn Boyars

From Claude Wells

Sent Monday September 281 2009 215 PM


rJ-Qw Ce4/kvt ketto
To Marilyn Boyars Candace Tarabocchla

Subject FW Ply 8192-134604

new vo instructions

From Tharwat Eskander


i--
Sent FrIday September 25 2009 543 PM
To Claude Wells

Hi Claude
For New Century Media have some bask information for the MlQ
The Client is
Very BIG on privacy He wants us to set up his VM as You have reached
III New Century Media
Were out of the Office now Please Leave Msg please make his password 1986

Answering the phone with


New Century Medial Make sure not to release any other information what so ever
Thanks

Tharwat Eskander
Regus Regional Account Manager
TheAmericas SSC
15305 DaLLas Parkway
Suite 1400

Addison TX 75001
Office 972-361-8251 Fax 214-295-3102

thanvat.eskan4cregus.com
1000 Locations 450 CIties 75 CountrIes One Call

w.regus.com
Case 1:10-cv-02031-DLI -JMA Document 47-24 Filed 06/18/10 Page 21 of 32

Page of3

Marilyn Boyars

From Claude Wells

Sent Monday September 28 2009 223 PM

To Marilyn Boyars Candace Tarabocchla

Subject FW Docs for George Speranza

Attachments 20090925174933171.pdf

Looks like ours is New Century Media Helen Simms

From Kushana Rivers

Sent FrIday September 25 2009 711 P14

To Tharwat Eskander Cathy Fisher

Cc Jerome Grant Claude Wells Deeandra Hardy Sarah Martel

Subject RE Docs for George Speranza

Hello All

In addition have attached the order details for you to retrieve the cc as they are not very visible Please

note that these cards are gift cards and should ONLY be used for opening charges All recurring fees should

card The how he would ph6nes answiiThnd


becred to the clients crdit client has advised like his

requested that voice ails-be-s up for him by the receptionist The greeting is below Another major
concern him is ts PRIVA He has deeply stressed the importance of this He would like all calls to go
directly into the voice at No questions asked He has asked that absolutely no information be given to

media reporters ect... He has experienced issues in the past with another company and would not like to

repeat that with us

The greeting for every site will be exactly the same and it is as follows

Company Name ex Fesco Corp state that the contact is not available and send to voicemail

Voice.phould state You have reached the office of contact name he/she is unable to take your call at

this time/Please leave message


All voicemail access codes should 1986

If you have additional questions please reach out to Tharwat or myself

Thank You

Mrs Kushana Rivers


Virtual Office Admin- SSC Americas
The Regus Group
15305 Dallas Parkway Suite 400 Addison TX 75001
Direct 214 295-3124
Fax 972 692-8265
Sales and Service Center 877 734-8787

KushanaJUvsRqgQg

1000 Locations 450 CIties 75 Countries One Call

Please consider the environment before prinling

From Tharwat Eskander


crIA conIrnhnr 7c 7nflQ 77 PM nrrI IC flflflAl
Case 1:10-cv-02031-DLI -JMA Document 47-24 Filed 06/18/10 Page 22 of 32

Page of

To Cathy Fisher

Cc Jerome Grant Claude Wells Deeandra Hardy Sarah Mattel

Subject FW Docs for George Speranza

Dear Center Managers

the Card holder for the different Virtual Offices set up today under different company
George Speranza is

names and contact names


Please Find the DOCS to complete the sale

Please make sure to charge the firstpayment only with the payment information In Pivotal then the

recurrent payment afterwards will be charged on the Credit card number hes written on the Credit Card

Authorization form

hope thats not confusing this Client is Huge on privacy and want to make sure that were not passing any
information over the phone to the people calling in

Thanksl

From Kushana Rivers

Sent FrIday September 25 2009 149 PM


To Tharwat Eskander

Subject Docs for George Asia Trading

Mrs Kushana Rivers


Virtual Office Admln- SSC Americas
The Regus Group
15305 Dallas Parkway Suite 400 AddIson TX 75001

DIrect 214 295-3124


Fax 972 692-8265
Sates and Service Center 877 731-8787
Kushana.RiverseRegus.com

1000 Locations 450 CitIes 75 Countries One Call

Please consider the environment beFore printing

From eFax Corporate malltomessage@Inbound.efax.com


Sent FrIday September 25 2009 408 PM
To Kushana Rivers

Subject Corporate eFax message from unknown pages

bFaxCorporate

You have received page fax at 2009-09-25 160759 COT

The reference number for this fax is minl_dIdl2 1253912733-

9726928265-8

Please visit

www.efaxcorporate.com/corp/twa/ page/ customerSupport ocr io nnr .n


Case 1:10-cv-02031-DLI -JMA Document 47-24 Filed 06/18/10 Page 23 of 32

Page of3

if you have any questions regarding this message or your service

You may also e-mail our corporate support department at

corporatesupport@mall.efax.com

Thank you for using the eFax Corporate servlcel

jhFaxCorporate

2008 j2 Global Communications Inc All rights reserved


eFax Corporate is registered trademark of Global Communications Inc

This account is subject to the terms listed in the eFax Corporate Customer Agreement

REGUS 00043
Case 1:10-cv-02031-DLI -JMA Document 47-24 Filed 06/18/10 Page 24 of 32

Page of

Marilyn Boyars

From Candace Tarabocchia

Sent Tuesday October 20 2009 357 PM

To Marilyn Boyars

Subject FW Hello you received FedEx package here at the Paramus Regus Location

Here is the entail sent to Nero Century Media never received any response back from them

Candace Tarabocchla
Client Service Representative

Regus
140 East Ridgewood Ave
Suite 415 South Tower
Paramus NJ 07652
201.940.7104 201.940.7101

Candace.Tarabocchiafflgus.co.rQ

www.renus.com

1000 Locations 450 Cities 75 CountrIes One Call

Ask me how you can get FREE access to more than 11000 business lounges around the world

Please consider the environment before printing

From Candace Tarabocchia

Sent FrIday October 02 2009 447 PM


To nohypenobull@aol.com
Cc Marilyn Boyars

Subject Hello you reLeived ftdEx package here at the Paramus Regus Location

Good Evening

Just wanted to let you know that you received package from Christine Neal Securities
Exchange Comm Please let know what you would like us to do with this package if
us

Thank you and have nice weekend


you want it mail fowarded to an address

Sincerely

Candace Tarabocehia
Client Service Representative

Regus
140 East Ridgewood Ave
Suite 415 South Tower
Paramus NJ 07652
201.940.7104 201.940.7101

Candace.Tarabocchlarus.com

1000 Locations 450 Cities 75 Countries One Call

Ask me how can get FREE access to more than 1000 business lounges around the world
you

Please consider the environment before printing

ncrl IC AAAAA
Case 1:10-cv-02031-DLI -JMA Document 47-24 Filed 06/18/10 Page 25 of 32

1NX Managed 8 Cs Portal Prototype Page of5

rPHJX .i.\NACEr r.nvI.Lt

Thank you for submitting the following form

Id
Request
Mar20090930i24904

Name Marilyn Boyars Phone 201 -940-7103 E-Mail marliyn.boyars@regus.com

Priority 2-High UrgentX

Center and Client Details

Center Number 983 Center Contact Marilyn Boyars


Center Name afamus
Client Company Name New tyJV1edii Is this an existing client No

Client Contact en Si1ttitis- Client IT Contact Marilyn Boyars


Mobile and Office Number 201-940-7103

Client Contact E-Mail Client ii Contact E-Mail


marilyn.boyarsregus.com marityn.boyarsregus.com

Standard Network Services

The standard intern at and Network Connect Mty serif cas will include t4F hotspot service firewall protections isolated

VLAW security and protection shared network printer/copier color and black white SMTP wait relay and shared
broadband internet connect Wily up to 512kb per client and dynamically assigned lP addresses using DHCP private

IP addresses 1O.x.x.x wtih Port Address Translation PAT for Internet access

II Addressing

Note Private iP addresses will be issued using PAT select either Static or DHCP 1O.x.x.x 1Ps
The number of iP addresses allowed per client Secure VLAN will be based on the information

provided in this section Accurqte device count and tP addressing requirements must be

provided in order to ensure sufficient iP addresses are correctly provisioned

Number of wired andlor wireless workstations


DHCP
DesktoptLaptop/MAC
Number of client-provided network printers DI-ICP

Other networked devices File Print Servers AD Servers


DHCP
etc
NAT
if IPs private mapped to public are required list how
many

I1
you require NAT IFs one to one mapping of private Ps to Public Ps an additional charge
wili al rate of $180 address
apply per per year

Internet Security Requirements

Note Regus standard Firewall Security Policies lit most client needs This section is for exceptions to the standard

protections

The default firewall


configuration rules allow all connections outbound to the internet and deny all connections inbound
1mm Iha Internet Snme commonly abused aopiicattons may also be blocked outbound
Case 1:10-cv-02031-DLI -JMA Document 47-24 Filed 06/18/10 Page 26 of 32

INX Managed es Portal Prototype Page of

Please give details of any connections that need to be allowed Inbound source IPlapplicalion destination

IP/application

Commonly allowed Inbound connections Include Remote PC support applications File Print sewers e-mail servers
etc

VPN Connectivity

Note If no VPN client is used skip to section

What VPN client software wiil be used on workstations

Cisco VPN client Nortel VPN client Microsoft PPTP

Checkpoint SecuRemote Checkpoint SeourCiient Other

List Other VPN Client software details Including PAT or NAT requlremant if known
Some VPN clients Microsoft PPTP other may require DHCP NAT in order to operate An additional charge wlii apply

because these VPN clients will require reserved NAT iP address Clients needing reserved IP address wIli be

charged at rate of $180 per address per year

Client-Provided Network and Security

Note Most clients will use Regus standard Firewall VLAN Security Only complete this section lIthe client

requires providIng their own Network Security Protection Otherwise skip to Section

Is the client Is providing their own Network Security

Protection

Client Network/Security Equipment will be installed In Clients office


Regus Equipment room

II equipment room is seleoted list


space required In Rack Units 1.75 high/tall

RUE

Type of NtwoJtietrjty equipment client will be Providirtf

Firewall/VPN hardware List


equipment Qty RU
Switch/hub hardware List equipment Qt RU
Server/Other List equipment Oty RU
Number of wired workstations wireless is not permitted in this scenario

Number of client-provided network printers ones that will require an IP address

Other networked devices File Print Servers AD Servers etc


How many public IP addresses will be required REGUS 00046

Fee applies

This configuration will


require dedicated network cabiing Additional charges for dedicated cabling may apply
The standard for public iP address service is one Public iP address at cost of $180 per address per year

Telephones Physical and Virtual

IPlease list each person or location who will have telephone and the Direct Inward Dial DID extension that they wilt

assigned Each DID extension can be reached directly from outside at the phone number XXX-XXX-YYYY where
Is the assigned DiD extension this section to be completed with the site General Manager Operations

Restriction Level

Line state monitoring allows the Regus Receptionist to see that phone is in use not In use forwarded etcetera
lPytncinn mobility tlnws user to tenon to another ohone confiourina that phone to act astheir own except lobby and
Case 1:10-cv-02031-DLI -JMA Document 47-24 Filed 06/18/10 Page 27 of 32

INX Managed es Portal Prototype Page of

common rooms

Please list each device that will usa analog phone line tax modem etc
Device description Instalied Location Analog Pert
Fax/Modem Office Number DID Assigned Wail Jack Patched

Clients Main Number

If the client is to have main number for the site please specify that number including area code201-
940-7354

Which phone DID should this main number ring on during after bus Hours Recpt/7354
How will calls to thIs main number be answered
Send to Client Ext XXXX Center receptionist automated attendant voice mail etc

Fee Applies

If send to Center receptionist is used please list call handling instructions

Screen calls to Office/Patch call to another number send to voice mail send to automated attendant etc

Fee Applies

if send to automated attendant recorded message asking the caller to press keys to choose how the call

should be routed is selected pSse provide scripts and routing information

If there is no answer for the clients main number how should the call be handled
Send to voice mail on extension XXXX forward call to an other extension XXXX etc

Telephone Features

Shared Lines

Will it be necessary to have single extension number appear on multiple telephones No


Will it be necessary to have multiple extension numbers appear on single telephone No

if yes on either please complete the table below


List the Extensions the shared line will
appear on
List Extensions to be shared separated by commas Ring Flash

Common-area phones such as the Lobby or Business Lounge phone and fax machines require access codes to
place

local long distance and/or international catls Day offices Rooms


Meeting include Local LI but require access
codes for lntematlonal Each client will be assigned an access code

List the assigned forced authorIzation code FAG for this client 150629

Special Requests

When call goes unanswered including unanswered call waiting calls the default behavior is to forward

the call to voicemail If unanswered calls should to Voicemail check this box
go

if the call should instead be forwarded to another extensIon or to an externai phone number please list the

called extension and the number to forward the call to here


Extenston no answer Number to forward to

it is possible to park call on an internal extension retrieve that call from another telephone by dialing

that extension If this feature is


required how many call park extensions are needed standard is

It is possible to pick up call from another ringing phone within the clients group of phones by pressing the

Pickup button on any phone within that group Should this feature be enabled

it is
possibie to have hunt group where several telephones can receive calls made to single numbar if

this feature is desired please list the assigned extensions and desired behavior
Hunt Group Extension Extensions in the hunt group Hun Group Behavior

Other Services

if Unique forced authorization code per clients client How many codes are required
Fee Applies

n%I .n ann 1V
Case 1:10-cv-02031-DLI -JMA Document 47-24 Filed 06/18/10 Page 28 of 32

flTS.TA -IC fl tfl 4r


inn
iTh .4

es rut UIL rage ut


tviaiiagcu OC riututype -t

Call Handling

Company Name Field

General Company Information

This could be their Company Fax Numbers Corporate_Addresses Business description etc
DID Mobile Alternate Patching Patch to call

First Name Last Name Title Extension Number Extension Required Number Screenin9

Fee applies

Voicemail

By default each persons phone will have voicemail box created and each phone assigned to location

not person will not have voicemail box created If there are to be any exceptions to this please
in detail here including the extension
Ldescribe

Please choose what behavior Is desired when caller presses zero while in voicemail box
Nothing transfer to XXXX transfer to the Center receptionist etc
Receptionist Day and 7354/Night
Fee applies

When message is left in VM Message Waiting indicator will be lit on the office phone If remote

notification of that voicemail message is


required for Virtual Office Client Mailboxes or for any client

requiring that feature please fill in this section Otherwise skip to


Fee applies
Remote Notification Phone Number Notification Hours

Extension VIM Notification mobtie/landline 24 aao 500 etc

Voice Mail Menu Template

Note Oniy complete this section it the client has Main number Voicemail Menu Tree

Main voice mail box number

Main greeting
Type in the which can he recorded by the Client or Center team
appropriate greeting

voicemail Main Menu choices

Action

Digit CL call CA call Answer Extension Name

Replay Greeting

Fee applie

voicemail_sub Menu_Choices
Action

Digit CL Call CA Call Answer Extension Name

ncnl ic 00048
Case 1:10-cv-02031-DLI -JMA Document 47-24 Filed 06/18/10 Page 29 of 32

rc
iiNJc ivianagea oer cs .rorrai rroirnype rcigc .2 UI .2

Replay Greeting

.0

No Response Action Repeat Greeting default Other specify action

Delayed Response Action Greeting default Other specify action


Repeat
Fee applies

Special Instructions

Please enter any special instructions you might have for this client

Please configure voicemail for this client on the Route Point of 7354

Usage Policy

You are not allowed to use Voice or Video conferencing services without written prior approval from Regus IT

Dept allowed these services


If may also be subject to specific type of configuration

You are not allowed to use your own WiFI solution without written prior approvat from Regus IT Dept
Mail relay server is limited to 128 recipients /32MB message
per cannot be used asIt smarthost
We may disconnect your equipment and withhold services we consider that your hardware
if or software is or

has become inappropriate for connection to our network You are responsible for virus protection on your

systems
The services are only available at Regus business centers end connection to our network is
only permitted at

those centers You must not create any link between our network and any other network or any
telecommunications service without our consent
You wIll provide as and when requested by us documentation and personnel information as we may reasonably
require to assist in the provision of the services

Upon termination or expiry of your connectivity agreement you shall immediately cease to use any

documentation and/or software products materials that have been provided to you by us as part of the services

and shall at our written request either promptly destroy or return the materials to us
Alt equipment software except your software and other items utilized by us and the copyright and all other

proprietary rights whatsoever therein and In all documentation and all other materials developed utilized or

produced by us under your connectivity agreement are and shall remain our property
In relation to the personal email extra and WAP gateway services we do not own the software products and the

use thereof is subject to certain rights and limitations of which you need to be informed Your right to use the

software products pursuant to your connectivity agreement is subject to your understanding and compliance with

the Microsoft License Notice copy of which is available on request


10 You must act with due consideration for other people who use or have access to our network We may suspend
or terminate any of the services with Immediate effect if in our opinion you are in breath of this rule

11 You will ensure that you do not utilize the services in


any way to transmit receive or store any material of

pomographic obscene or itlegal nature We may remove offending material from our network

REGUS 00049
Case 1:10-cv-02031-DLI -JMA Document 47-24 Filed 06/18/10 Page 30 of 32

I. -i- ..- Ii
g.LA-J c-en rf
cc-ty
1-5

Credit Card Payment Authorization

of Client1 hereby authorizes


as rutty-authorized representettvn
cw
below
ij-Wxkpiaces Inc to charge the credit card described for the

fo variable services performed on Vldcoconterenclng MeetIng


papnent all

and all other tharges


Business Services Validated Parking
Room/Day Cube Catering

Incurred as pert of doing business with HO Global Workplaces Irc

thargSs onthy Office Fee Telecom


Payment for flt month and reourrln9

teac1tatvS e4s anti af cAhet ces\cctxcec\ as atto\ ti %b

The undergned hareby represents and warrants to i-IC that haisha be Client or is Tutly

authorized representative of Client and that he/she is authorized by Client and by the entity

Issuing the credit cord described below to make charges to such credit card Snd to sign or

behalf of/he credit card bolder Furthermore by execution hereof and by providing the credit

card information listed below the undersigned Ml authorizes 1-12 to charge snob credit card for

the services and charges described above

Client/Card holders Company Name _____________________________________________

Client/Cardholders Name as It appears on card ____________

CtientiCardholders Bluing Address as it appears on card billing statement

Custornes TeiepNxe Number as ied erth credit card company

Cd ipe Sisa Mastercarc American Exoress

Card Number Qstae cvVa Expiration Date

The CC Is the lastS digits of the account number located on the bock ajgcofcflqjjQard
with the ewceptioqi of American Express it will be the tflcilt number above the ptnupberon
the front of the card The CVV14 will be removed after the credit lJ$s beep cflarged

understand that chargee the credit cuid when invoiced

Cberit hen3by reie HO from liability if any tbrrlare made to the credit card by third

parties which not acting as an agent or representative of HO

Copy of the Invoice sboidd be mailed to the following address Erriall or Physical Address

Jo\MDktIe cf Cc

REGUS 00050
Case 1:10-cv-02031-DLI -JMA Document 47-24 Filed 06/18/10 Page 31 of 32

ittttz.R.

REGUS 00051
Case 1:10-cv-02031-DLI -JMA Document 47-24 Filed 06/18/10 Page 32 of 32

RFIIS
Case 1:10-cv-02031-DLI -JMA Document 47-25 Filed 06/18/10 Page 1 of 2

UNITEDSTATES DISTRICT COURT FOR THE


EASTERN DISTRICT OF NEW YORK

UNITED STATES SECURITIES AND


EXCHANGE COMMISSION

Plaintiff

CV-lO-2031

SPONGETECH DEL IVERY SYSTEMS INC


RM ENTERPRISES INTERNATIONAL INC
STEVEN MOSKOWITZ
MICHAEL METTER
GEORGE SPERANZA
JOEL PENSLEY and
JACK HALPERIN

Defendants

Exhibits annexed to and submitted with the

Declaration of Christine Neal

EXHIBIT
Case 1:10-cv-02031-DLI -JMA Document 47-25 Filed 06/18/10 Page 2 of 2

From steven moskowitz

To Steven Moskow its

Sent 10/6/2009 21900 PM


Subject Fw Info

Sent from my \Terizon Wireless BlackBerry

Or ginal Message
From steven moskowicz symoskowitz@msn.com
Date Tuc 0t 70fl9 124716
To symoskoitz@msn.com
Subject Fa Info

Sent from my Verizon Wireless BlackBerry

Orignal Messege
From stevn moskowitz symoskowitz@msn.com
Date Tue Ot 2009 113137
To syoioskowitz@msn.com
Subject Fw Info

Sent rom try \rerizon Wreless BlackBerry

Original Message
From georgesoeranra@aim com
Date En Oct 2UU 220426
To symoskowitz@msn.com
Subject Into

Fesco Coro
845 Third Avenue
New york 1052
646 290 5039

Dubsi Export Import


Faneuil Hall Marketplace
3rd Floor
Boston vJA 02109
617973 5122

United Asia Trading


14785 Preston Road Suite 556
Dallas TX 75254
972 785125

New Century Media


140 Ridgeood Acenue
Pa amus NJ 07652
201 940 7354

Mulit Media Sales


2029 Century Park East
14th Fl

Los Angelb 90067


424 202 6942

SA Trading company
2OISouth Biscayne Blvd
28th oor
Miami FL 33131
305 9137538
Case 1:10-cv-02031-DLI -JMA Document 47-26 Filed 06/18/10 Page 1 of 2

UNITEDSTATES DISTRICT COURT FOR THE


EASTERN DISTRICT OF NEW YORK

UNITED STATES SECURITIES AND


EXCHANGE COMMISSION

Plaintiff

CV-1O-2031

SPONGETECH DELIVERY SYSTEMS INC


RM ENTERPRISES INTERNATIONAL INC
STEVEN MOSKOWITZ
MICHAEL METTER
GEORGE SPERANZA
JOEL PENSLEY and
JACK HALPERIN

Defendants

Exhibits annexed to and submitted with the

Declaration of Christine Neal

EXHIBIT
Case 1:10-cv-02031-DLI -JMA Document 47-26 Filed 06/18/10 Page 2 of 2

Mulit Media Sales

Thomas Martin

2300 Sahara Ave Suite 800


Las Veg4s NV 89102

7026641190

SA Trading Co
AttnCarlos Vega

111 NE IstStreet 3rd Floor

Miami FL 33 132

305 328 8550

New Century Media

Helen Siinins

991 US Highway 22 Suite 200

Bndgewater NJ 08807

201 322 3520

United Asia Trading

Steven Chin

8939 Sepulveda BIv Suite 102

LosAngeles CA 90045

3106843615

Dubai Exporulmport Co
Ahrned Elsayed

235 Peachtree Suett NE Suite 400

Atlanta IA 30303

4048292670

Fesco Corp
Jim Rogers
116 West 23rd Street 5th Floor

New York NY 00ll

6462245920

ST036794
Case 1:10-cv-02031-DLI -JMA Document 47-27 Filed 06/18/10 Page 1 of 12

COURT FOR THE


UNITED STATES DISTRICT
EASTERN DISTRICT OF NEW YORK

UNITED STATES SECURITIES AND


EXCHANGE COMMISSION

Plaintiff

CV-1O-2031

SPONGETECH DELIVERY SYSTEMS INC


RM ENTERPRISES INTERNATIONAL INC
STEVEN MOSKOWITZ
MICHAEL METTER
GEORGE SPERANZA
JOEL PENSLEY and
JACK HALPERIN

Defendants

Exhibits annexed to and submitted with the

Declaration of Christine Neal

EXHIBIT
Case 1:10-cv-02031-DLI -JMA Document 47-27 Filed 06/18/10 Page 2 of 12

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION


100 Street N.E
Washington D.C 20549-4631

DIVISIONOF Christine Neal


ENFORCEMENT Branch Chief
Direct dial 202-5514920

FacsImile 202-772-9233

October 21 2009

VIA FEDERAL EXPRESS AND FACSIMILE 801-990-4252

Ms Coco Souvall

Director of Operations
DaVinci Virtual Office Solutions

2150 South 1300 East

Suite 500

Salt Lake City UT 84106

Re In the Matter of Spongetech Delivery Systems Inc 11110-11156

Dear Ms Souvall

Pursuant to Rule of the Commissions Rules of Investigation 17 C.F.R 203.8


hereby serve you with the enclosed subpoena and SEC Form 1662 for DaVinci
Virtual Office Solutions

If you have any questions regarding this matter please call me at 202 551-4920

Thank you for your cooperation

Very truly yours

pz4
Branch
stine

Chief
Neal

Enclosures
Case 1:10-cv-02031-DLI -JMA Document 47-27 Filed 06/18/10 Page 3 of 12

flO% UNITED STATES

4J SECURITIES
N.E
AND EXCHANGE COMMISSION
100 Street
Washington D.C 20549-4631

DIVISIONOF Christine Neal

ENFORCEMENT Branch Chief


Direct dial 202-5514920
Facsimile 202-772-9233

October 21 2009

VIA FEDERAL EXPRESS AND FACSIMILE 801-990-4252

Custodian of Records

DaVinci Virtual Office Solutions

do Coco Souvall

Director of Operations

2150 South 1300 East

Suite 500

Salt Lake City UT 84106

Re In the Mailer of SpongeTech Delivery Systems Inc 11041156

Dear Sir or Madam

The staff of the Securities and Exchange Commission is conducting an investigation in

the matter identified above The enclosed subpoena has been issued to you as part of this

investigation The subpoena requires you to give us documents and provide sworn testimony
Please note that if
you comply with instructions for producing documents you will not need to

appear for testimony at the indicated time

Please read the subpoena and this letter carefully This letter answers some questions you

may have about the subpoena You should also read the enclosed SEC Form 1662 You must

comply with the subpoena You may be subject to fine and/or imprisonment if you do not

Please preserve until further notice written notice from the Commission staff all

documents and information in your possession custody or control that reflect refer relate or

pertain to the matters described in the Attachment

Producing Documents

What documents do have to produce

The subpoena requires you to give us the documents described in the attachment to the

subpoena You must provide these documents by Tuesday October 27 2009 The attachment to
Case 1:10-cv-02031-DLI -JMA Document 47-27 Filed 06/18/10 Page 4 of 12

Custodian of Records

DaVinci Virtual Office Solutions

October21 2009

Page

the subpoena defines certain terms such as documents before listing what you must provide
to us

Please note that if copies of document differ in


any way they are considered separate

documents and you must send each one For example if


you have two copies of the same letter

but only one of them has handwritten notes on it you must send both the clean copy and the one
with notes

If you prefer you may send us photocopies of the originals The Commission cannot

reimburse you for the copying costs The copies must be identical to the originals including

even faint marks or print if you choose to send copies you must keep the originals in safe

place The staff will accept the copies for now but may require you to produce the originals

later

If you do send us photocopies please put an identifying notation on each page of each

document to indicate that it was produced by you and number the pages of all the documents
submitted For example if Jane Doe sends documents to the staff she may number the
pages
JD-1 JD-2 JD-3 etc in blabk corner of the documents Please make sure the notation and

number do not conceal any writing or marking on the document If you send us originals please
4q not add any identifying notations

Do need to send anything else

You should enclose list briefly describing each item you send and where the original

document or record was located e.g Jane Smiths files The list should also state which

paragraphs in the subpoena attachment to which each item responds

You should also include cover letter stating whether you believe you have met your
obligations under the subpoena by searching carefully and thoroughly for everything called for

by the subpoena and sending it all to us

What fIdo not send everything described in the attachment to the subpoena

The subpoena requires you to send ll the documents described in it If for any reason --

including claim of attorney-client privilege --


you do not produce something called for by the

subpoena you should submit list of what you are not producing The list should describe each

item separately noting

its authors
its date
its subject matter

the name of the person who has the item now or the last person known to have it
Case 1:10-cv-02031-DLI -JMA Document 47-27 Filed 06/18/10 Page 5 of 12

Custodian of Records

DaVinci Virtual Office Solutions

October 21 2009
Page

the names of everyone who ever had the item or copy of it and the names of

everyone who was told the items contents and


the reason you did not produce the item

If you withhold anything on the basis of claim of attorney-client privilege or attorney

work product protection you should also identify the attorney and client involved

Where should Isend the documents

Please send the documents to

Christine Neal

Branch Chief

U.S Securities and Exchange Commission


Division of Enforcement

100 Street N.E


Washington DC 20549-4631
Fax 202 772-9233

Testifying

Where and when do tes4fy

The subpoena requires you to come to the Commissions offices at 100 Street N.E
Washington DC 20549 on Tuesday October 27 2009 to testify under oath in the matter identified on

the subpoena But as noted above if


you comply with all the directions for producing documents we
will not require you to testify at the indicated time We may however require your testimony at later

date

Other Important Information

May Ihave lawyer help me respond to the subpoena

Yes You have the right to consult with and be represented by your own lawyer in this

matter lawyer may also advise and accompany you when you testify We cannot give you
legal advice

What will the Commission do with the documents send and/or the testimony Iprovide

The enclosed SEC Form 1662 includes List of Routine Uses of information provided to

the Commission This form has other important information for you Please read it careflully
Case 1:10-cv-02031-DLI -JMA Document 47-27 Filed 06/18/10 Page 6 of 12

Custodian of Records

DaVinci Virtual Office Solutions

October 21 2009
Page

Has the Commission determined that anyone has done anything wrong

This investigation is non-public fact-finding inquiry We are trying to determine


whether there have been any violations of the federal securities laws The investigation and the

subpoena do not mean that we have concluded that


you or anyone else has broken the law Also
the investigation does not mean that we have negative opinion of any person entity or

security

have read this letter the subpoena and the SEC Form 1662 but still have questions What
should do

If
you have any other questions you may call me at 202 551-4920 If you are

represented by lawyer you should have your lawyer contact me

Very truly yours

Christine Neal

Branch Chief

Enclosures Subpoena and Attachment

SEC Form 1662


Case 1:10-cv-02031-DLI -JMA Document 47-27 Filed 06/18/10 Page 7 of 12

SUBPOENA

UNITED STATES OF AMERICA


SECURITIES AND EXCHANGE COMMISSION

In the Matter of Spongetech Delivery Systems Inc 110-11156

To Custodian of Records

DaVinci Virtual Office Solutions

do Coco Souvall

Director of Operations

2150 South 1300 East

Suite 500

Salt Lake City UT 84106

El YOU MUST PRODUCE everything specified in the Attachment to this subpoena to

officers of the Securities and Exchange Commission at the place date and time specified below

100 Street N.E Washington D.C 20549 Tuesday October 27 2009 at 1000 a.m

El YOU MUST TESTIFY before officers of the Securities and Exchange Commission at the

place date and time specified below

100 Street N.E Washington D.C 20549 Tuesday October 27 2009 at 1000 a.m

FEDERAL LAW REQUTRES YOU TO COMPLY WITH THIS SUBPOENA


Failure to comply may subject you to fine and/or imprisonment

By CLLth
Christine
4tJ
Neal
Date %tt2aob7
U.S Securities and Exchange Commission
Division of Enforcement

100 Street N.E


Washington D.C 20549

202 551-4920

am an officer of the Securities and Exchange Commission authorized to issue subpoenas in this matter

The Securities and Exchange Commission has issued formal order authorizing this investigation under

Section 1a of the Securities Exchange Act of 1934


Case 1:10-cv-02031-DLI -JMA Document 47-27 Filed 06/18/10 Page 8 of 12

In the Matter of Spongetech Delivery Systems Inc HO-i 1156


Attachment to Subpoena to DaViuci Virtual Office Solutions

October 2i 2009

Definitions and Rules of Construction

As used in this request the term document or documents means all records

materials and other tangible forms of expression however and by whomever

created produced or stored manually mechanically electronically or

otherwise in your possession or custody or subject to your control including

but not limited to papers reports files correspondence notes memoranda

including notes and memoranda of communications or meetings graphs


charts research analyses ledger sheets periodic account statements

confirmations telegrams telexes facsimiles telephone logs checks front and

back drafts for


money wire transfer receipts and requests confirmations of

wire or cash transfers deposit slips invoices summaries of interviews

transcripts calendars datebooks worksheets contracts agreements bank

statements videotapes audiotapes and other permanent voice and image

recordings including voice-mail magnetic tapes computer printouts

computer tapes disks compact disks CDs diskettes disk packs and other

electronic media including electronic-mail microfilm microfiche and other

storage devices The term documents includes finished versions and drafts

of documents it also includes the original document or copy thereof if the

original is not available and all copies that differ in any respect from the

original

As used in this request the term Spongetech means Spongetech Delivery

Systems Inc and all present and former subsidiaries affiliates predecessors

successors officers directors agents employees shareholders partnerships

general and limited partners thereof and any aliases code names or trade or

business names used by any of the foregoing

As used in this request the term DaVinci means DaVinci Virtual Office

Solutions and all present and former subsidiaries affiliates predecessors

successors officers directors agents employees shareholders partnerships

general and limited partners thereof and any aliases code names or trade or

business names used by any of the foregoing

Communication shall have its general meaning including oral written and
electronic communications

Any shall include all and all shall include any as needed to make the

request inclusive and not exclusive

As used in this
request the term relating means concerning referring to

pertaining to reflecting describing evidencing or constituting


Case 1:10-cv-02031-DLI -JMA Document 47-27 Filed 06/18/10 Page 9 of 12

As used in this request the terms and and or shall be construed as both

disjunctive and conjunctive so as to bring within the scope of the attachment


all responsive documents that might otherwise be construed to fall outside of

its scope

As used in this request the singular form of any word includes its plural and
vice versa

If any of the documents called for are not produced for whatever reason
please provide the following information as to each such document the

creators of the document the date that the document was created the

present or last known custodian of the document the subject matter of the

document all persons or entities known to have been furnished the

document or copies of the document or informed of their substance and


the reason the document is not produced If Regus withholds any document

called for by this subpoena because of claim of attorney-client privilege in

addition to the above information please identify the attorney and the client

involved

10 Regus need not produce any document which it has previously produced as part

of this investigation so long as Regus identifies the requests in this

attachment to which the document is responsive the date when the

document was previously produced and the bates number of the document

produced

Documents To Be Produced

Produce the following documents within the possession custody or control of DaVinci

All documents relating to the following entities and individuals including but

not limited to agreements contracts understandings correspondence


electronic mail reports notes memorandum invoices records of payments

received receipts copies of checks wire transfers account statements and

authorizations

Multi Media Sales

2300 Sahara Avenue Suite 800

Las Vegas NV 89102

Dubai Export Import Company

235 Peachtree Street NE Suite 400

Atlanta GA 30303

Fesco Corp

116 West 23rd Street 5th Floor

New York NY 10011


Case 1:10-cv-02031-DLI -JMA Document 47-27 Filed 06/18/10 Page 10 of 12

Thomas Martin

Ahmed Elsayed

Jim Rogers and

George Speranza

All documents relating to any actual proposed or contemplated alteration

modification or destruction of any document responsive to Item above


including but not limited to any court order or any corporate policy

practice or procedure related to the maintenance preservation recycling or

destruction of documents
10/21/2009 1838 FAX 202 772 9233 SEC ENFUHUEMLNI
Case 1:10-cv-02031-DLI -JMA Document 47-27 Filed 06/18/10 Page 11 of 12

TX REPORT

TRANSMISSION OK

TX/RX NO 1364

DESTINATION TEL 18019904252


DESTINATION ID

ST TIME 10/21 1833


TIME USE 0452
PAGES SENT 15

RESULT OK

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0408603557
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Case 1:10-cv-02031-DLI -JMA Document 47-27

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___________ 4_.._
Filed 06/18/10 Page 12 of 12

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