Beruflich Dokumente
Kultur Dokumente
EXHIBITS
Selected press releases issued by Spongetech between April 2007 and August
2008
Selected invoices and bills of lading for SA Trading Dubai New Century Media
US Asia and Fesco bates-stamped ST001516-lSl7 036757-36758 001584-
October 2009 letter from Regus Management LLC and documents bates-
October 23 2009 letter from Regus Management LLC and documents bates-
AA October 22 2009 letter from DaVinci Virtual Office Solutions and documents
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
30 2009
Case 1:10-cv-02031-DLI -JMA Document 47-1 Filed 06/18/10 Page 1 of 10
Plaintiff
CV-lO-2031
Defendants
EXHIBIT
Case 1:10-cv-02031-DLI -JMA Document 47-1 Filed 06/18/10 Page 2 of 10
NewsRoom
Business Wire
April 30 2007
Spongetech Signs Letter of Intent to Sell 1500000 Biodegradable Car Wash and Car Wax Sponges to South
America
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
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
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
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
INDEX REFERENCES
NEWS SUBJECT Business Management 1BU42 Sales Marketing IMA5I Contracts Orders
REGION Americas 1AM92 North America lNO39 Latin America 1LAI5 USA 1U573 New York
Language EN
Steven Moskowitz
PR Newswire
March 2008
SpongeTech Delivery Systems inc Gets $2750000 Re-order from its U.S Asia Distribution Company Inc First
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
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
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
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
CONTACT Investors Bill Young SpongeTech Delivery Systems Inc 1-877-776-6438 wayoung55aoI.com or
info@spongetech.com
INDEX REFERENCES
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
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
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
lor more information please contact Investor Relations at 77-SPONUE-T and/or visit the Companys website at
www.spongetech.com
line of reusable cleaning products for the automotive aftermarket parts industry These sponge-based products utilize
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
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
NewsRoom
PR Newswire
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
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
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
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
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
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
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
Plaintiff
CV-1O-2031
Defendants
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
TRANSITION REPORT UNDER SFCTIONI3 OR 15d OF THE SECURITIES EXCHANGE ACT OF 1934
Delaware 54-207723
Copies to
12 months or for such shorter period that the registrant was required to file such reports and has been subject to such
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
Indicate by check mark whether the registrant is shell company as defined in Rule l2b-2 of the Exchange Act Yes
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
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
Between June 2004 and the fiscal year ended May 31 2006 we had minimal sales an aggregate of $15768 and instead
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
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
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
Sales Representatives
We utilize the services of sales representative organizations to assist with our product sales efforts summary of each of
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
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
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
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
http//www.sec.gov/Archives/edgar/data/120125 14420408050704/v125324_l0ksb.htm
Case 1:10-cv-02031-DLI -JMA Document 47-2 Filed 06/18/10 Page 6 of 46
22 of 64
Page
Results of Operations
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
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 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
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
Net income for the fiscal year ended May 31 2008 was $1244455 as compared to net loss of $817217 for the fiscal year
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
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
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
BALANCE SHEETS
May3l2008 May3I2007
ASSETS
CURRENT ASSETS
Cash and cash equivalents 208709 387
OTHER ASSETS
Intangible assets net 369243 90000
CURRENT LIABILITIES
LONG-TERM LIABILITIES
STOCKHOLDERS EQUITY
Preferred stock $ftOOI par value 50000000 shares authorized shares issued and
Common stock $0.00 par value 750000000 shares authorized 365473214 and
46842406 shares issued and outstanding at May 31 2008 and 2007 respectively 365473 46843
F-3
STATEMENTS OF OPERATIONS
May3l2008 May3l2007
Operating Expenses
F-4
Additional Total
Issuance of common stock for consulting fees 2830000 2830 538170 541000
Net loss for the year ended May 31 2007 817217 817217
_________
Balance at May 31 2007 46842406 46843 3447356 3652718 158519
F-S
May3l2008 May3I2007
OPERATING ACTIVITIES
INVESTING ACTIVITIES
FINANCIAL ACTIVITIES
Supplemental Disclosures
Interest 544
Taxes 0$
Non-cash Transactions
F-6
EX-31.2 v125324ex31-2.htm
Exhibit .2
CERTIFICATION
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
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
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
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
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
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
any fraud whether or not material that involves management or other employees who have significant role
August 29 2008
Is Steven Moskowitz
Steven Moskowitz
Chief Financial Officer
EX-31.1 v125324ex31-1.htm
Exhibit 31.1
CERTIFICATION
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
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
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
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
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
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
any fraud whether or not material that involves management or other employees who have significant role
August 29 2008
Michael Metter
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
Delaware 54-2077231
id
43 West 33 Street Suite 600
212 695-7850
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
smaller reporting company See the definitions of large accelerated filer accelerated filer and smaller reporting
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
lit cit It
Gross 50510
profit 3876067
Operating Expenses
Other expenses-interest
F3
INVESTING ACTIVITIES
Intangible assets
3450 26577
Cash used 26577
by investing activities
5582
FINANCING ACTIVITIES
Supplemental Disclosures
Interest
Taxes
F4
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
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
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-
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
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
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
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 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 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
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
Net income for the three months ended August 31 2008 was $1076053 as compared to net loss of $10261 for the three
EXHIBIT 31.1
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
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
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
our conclusions about the effectiveness of the disclosure controls and as of the end of the
procedures period
during the registrants most recent fiscal quarter the registrants fourth fiscal quarter in the case of an annual
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
any fraud whether or not material that involves management or other employees who have significant role
Michael Metter
EXHIBIT 31.2
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
present in all material respects the financial condition results of operations and cash flows of the registrant as of and for the
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
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
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
our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period
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
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
financial reporting which are reasonably likely to adversely affect the registrants ability to record process
any fraud whether or not material that involves management or other employees who have significant role
Iv
Date October 14 2008
/1/ Steve
Steven Moskowitz
Operating Officer
FORM 1O-Q
IXI
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15D OF THE SECURITIES EXCHANGE ACT OF
1934
Delaware 54-2077231
rd
43 West 33 Street Suite 600
212 695-7850
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
smaller reporting company See the definitions of large accelerated filer accelerated filer and smaller reporting
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
BALANCE SHEETS
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
OTHER ASSETS
Intangible assets net 309169 369243
Sccurity deposit 8000 8000
CURRENT LIABILITIES
Accounts payable 357872 202562
Accrued expenses 78975 78975
Loan payable-related party 7021
Income taxes payable 510370 1000
_______________
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
F-2
STATEMENTS OF OPERATIONS
Unaudited
Operating Expenses
Ad ertising and promotion 6483892 192540
Selling general and administrative 733655 95108
Research and development 148465
Depreciation and amortization 66375 8321
Otherinterest
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
STATEMENTS OF OPERATIONS
Unaudited
Operating Expenses
Income from operations and before provision for income taxes 2830355 8668
F-4
INVESTING ACTIVITIES
Capital expenditures 4122
Intangible assets 213271
FINANCING ACTIVITIES
____________
Supplemental Disclosures
Interest
Taxes 509370
F-S
November 30 2008
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 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
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
EX-31.l 22v137081ex31-1.htm
Exhibit 31.1
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
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-
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
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
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
any fraud whethcr or not material that involves management or other employees who have significant role
Michael Metter
Exhibit 31.2
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
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-
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
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
our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period
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
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
any fraud whether or not material that involves management or other employees who have significant role
Steven Moskowitz
Chief Financial Officer Chief
Operating Officer
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
Delaware 54-2077231
rd
43 West 33 Street Suite 600
212 695-7850
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
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
BALANCE SHEETS
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
OTHFR ASSETS
Intangible assets net 277263 369243
Security deposit 8000 8000
CURRENT LIABILITIES
Accounts payable 456929 202562
Accrued expenses 78975 78975
Loan payable-related party 7021
Income taxes payable 1290011 1000
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
F-2
STATEMENTS OF OPERATIONS
Unaudited
Operating Expenses
Other-interest
F-3
STATEMENTS OF OPERATIONS
Unaudited
Operating Expenses
Income from operations and before provision for income taxes 2293063 188482
F-4
INVESTING ACTIVITIES
FINANCING ACTIVITIES
Supplemental Disclosures
Interest
Taxes 1289011
F-S
February 28 2009
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
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
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
Februaiy 28 2009
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
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
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
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
F- 16
EX-31.1 v146656ex3l-l.htrn
Exhibit 31.1
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
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 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
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
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
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
any fraud whether or not material that involves management or other employees who have significant role
Michael Metter
EX-31.2 v146656ex31-2.htm
Exhibit 31.2
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
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
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
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
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
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
Steven Moskowitz
Chief Financial Officer Chief
Operating Officer
Plaintiff
CV-lO-2031
Defendants
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
Facsimile 202-7729233
September 2009
Suite 600
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
Producing Documents
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
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
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
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
The subpoena requires you to send all the documents described in it If for any reason --
subpoena should submit list of what you are not producing The list should describe each
you
item separately noting
its authors
its date
the names of everyone who ever had the item or copy of it and the names of
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
Testifying
While date certain is marked on the enclosed subpoena the actual date will be
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
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
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
Uta von
Senior Counsel
SUBPOENA
Suite 600
NewYorkNY 10001
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
100 Street N.E Washington D.C 20549 Friday September 25 2009 at 1000 a.m
By _______ Date
Uta von Eck erg
U.S Securities xchange Commission
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
As used in this request the term document or documents means all records
telephone logs checks front and back drafts for money wire transfer receipts
document or copy thereof if the original is not available and all copies that
general and limited partners thereof and any aliases code names or trade or
As used in this request the term RM means RM Enterprises Inc and all
partners thereof and any aliases code names or trade or business names used
As used in this request the terms and and or shall be construed as both
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
above information please identify the attorney and the client involved
Documents To Be Produced
corporations duly organized and existing under the laws of New York from
business activities
describe all of Spongetech
Documents sufficient to
Vanity Events Holding Inc Sears Canada and CVS from October 2002 to
the present
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
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
Michael Metter Steven Moskowitz Frank Lazauskas and any other officer or
Metter Steven Moskowitz Frank Lazauskas and any other officer or director
13 All documents relating to any liens imposed against the property of Michael
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
investors
including the name address and last known telephone number ii the
interest purchased and purchase price iii all documents concerning
placements
brokerage bank or other accounts in which the funds were held or are
currently held
Bulletin No
Case 1:10-cv-02031-DLI -JMA Document 47-3 Filed 06/18/10 Page 11 of 18
normally provided in
prospectus and all investors agreed not to
16 All documents sufficient to identify all bank trust and/or brokerage accounts in
Lazauskas and the Rubin Family Inevocable Stock Trust whether such
17 All federal state and local income tax returns filed by Spongetech Michael
October 2002 through the date of this request including but not limited to
the following
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
Steven Moskowitz during the period from January 2006 through the date of
this request
compensation agreements
Michael Metter during the period from January 2006 through the date of
this request
Lazauskas during the period from January 2006 through the date of this
request
U.S Securities and Exchange Commission from April 13 2006 to the present
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
message slips
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
of its officers and directors and Joel Pensley from January 2006 to the
message slips
Pensley during the period from January 2006 through the date of this
request
Trockman during the period from January 2006 through the date of this
request
Trockman and Spongetech and any of its officers and directors from January
2006 through the present including but not limited to electronic mail
message slips
Case 1:10-cv-02031-DLI -JMA Document 47-3 Filed 06/18/10 Page 15 of 18
48 All documents relating to the issuance transfer or sale of the securities of RIvI
David Bomart Esquire during the period from January 2006 to the present
conducted business
Monmouth Stock Transfer Co Inc during the period from January 2006
to the present
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
58 All public statements issued by Spongetech or any of its officers and directors
officers and directors and Drakeford Drakeford LLC from January 2006
new orders placed with Spongetech from May 2009 to May 15 2009
July 14 2009
date
Investors LLC
Case 1:10-cv-02031-DLI -JMA Document 47-3 Filed 06/18/10 Page 17 of 18
September 2009
72 All documents relating to the relationship between Spongetech and Neil Cox
73 All documents relating to the relationship between Spongetech and Ken Heng
Weinberg Inc
Trockman
Young
Casesa
Klein
Moscati
Surdis
Case 1:10-cv-02031-DLI -JMA Document 47-3 Filed 06/18/10 Page 18 of 18
Penner
Merdinger
Newman
message slips
Simon
Maremmano Corporation
Maremmano Corporation
including but not limited to any court order or any corporate policy
destruction of documents
Case 1:10-cv-02031-DLI -JMA Document 47-4 Filed 06/18/10 Page 1 of 8
Plaintiff
CV-1O-2031
Defendants
EXHIBIT
Case 1:10-cv-02031-DLI -JMA Document 47-4 Filed 06/18/10 Page 2 of 8
To steven moskowitz
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
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
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
from its use rnceivud this transmission in error ploase immediately contact the sender and dostroy the material entirety
anyway If
in in its
you
Subject RE Trip to NY
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
Tom Monahan will be doing the confirmation work His phone number is 973-768-4181 Toms email is listed in the cc to this
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
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
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
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
Thank you
Brent NI Davies CPA
Robison Hill Co
1366 Murray-Holladas Rd
Salt Lake Cits UT 84117
80127-SO-IS Ptonc
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
ST07882
Case 1:10-cv-02031-DLI -JMA Document 47-4 Filed 06/18/10 Page 4 of 8
September 2009
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
To Robison Hill Cu
The balance due Spongetech Delivery Systems Inc of 34069929 56 as of May 31 2009 is
Signature
Title
Date
ST078822
Case 1:10-cv-02031-DLI -JMA Document 47-4 Filed 06/18/10 Page 5 of 8
September 2009
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
To Robison Hill Co
The balance due Spongetech Delivery Systems Inc of 37210554.00 as of May31 2009 is
Signature
Title
Date
ST078823
Case 1:10-cv-02031-DLI -JMA Document 47-4 Filed 06/18/10 Page 6 of 8
September 2009
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
To Robison Hill Co
The balance due Spongetech Delivery Systems lnc.of 58421 80000 as of May 31 2009 is
Signature
Title
Date
STO7 8824
Case 1:10-cv-02031-DLI -JMA Document 47-4 Filed 06/18/10 Page 7 of 8
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
To Robison Hill Co
The balance due Spongetech Delivery Systems Inc of 34464060.65 as of May 31 2009 is
Signature
Title
Date
ST078825
Case 1:10-cv-02031-DLI -JMA Document 47-4 Filed 06/18/10 Page 8 of 8
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
To Robison Hill Co
The balance due Spongetech Delivery Systems lnc.of 32127163.73 as of May 31 2009 is
Signature
Title
Date
ST078826
Case 1:10-cv-02031-DLI -JMA Document 47-5 Filed 06/18/10 Page 1 of 9
Plaintiff
CV-1O-2031
Defendants
EXHIBIT
Case 1:10-cv-02031-DLI -JMA Document 47-5 Filed 06/18/10 Page 2 of 9
UNITED STATES
October 21 2009
Brent Davies
Chief Executive Officer
Dear Mr Davies
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
Producing Documents
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
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
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
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
The subpoena requires you to send all the documents described in it If for any reason --
subpoena you should submit list of what you are not producing The list should describe each
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
Brent Davies
October 21 2009
Page
work product protection should also identify the attorney and client involved
you
Christine Neal
Branch Chief
Testifying
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
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
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
Chnstine Neal
Branch Chief
SUBPOENA
To Brent Davies
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
100 Street N.E Washington D.C 20549 Thursday November 2009 at 1000 a.m
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
October 21 2009
As used in this request the term document or documents means all records
computer tapes disks compact disks CD5 diskettes disk packs and other
storage devices The term documents includes finished versions and drafts
original is not available and all copies that differ in any respect from the
original
Systems Inc and all present and former subsidiaries affiliates predecessors
general and limited partners thereof and any aliases code names or trade or
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
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
As used in this request the terms and and or shall be construed as both
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
above information please identify the attorney and the client involved
Documents To Be Produced
destruction of documents
Fed Cc
Fectx liSA/mi/I Tracking 8684 8593 3440
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10/21/2009 AccssTtNumber
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Plaintiff
CV-1O-2031
Defendants
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
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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
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
Plaintiff
CV-1O-2031
Defendants
EXHIBIT
Case 1:10-cv-02031-DLI -JMA Document 47-7 Filed 06/18/10 Page 2 of Page
3 of2
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
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
Boston MA 02109
Jim Rogers
Fesco Corp
845 Third Avenue
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
5/11/2010
Case 1:10-cv-02031-DLI -JMA Document 47-8 Filed 06/18/10 Page 1 of 4
Plaintiff
CV-1O-2031
Defendants
EXHIBIT
Case 1:10-cv-02031-DLI -JMA Document 47-8 Filed 06/18/10 Page 2 of Page
4 of
Cc Siegel Martin
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
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
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
5/11/2010
Case 1:10-cv-02031-DLI -JMA Document 47-8 Filed 06/18/10 Page 3 of Page
4 of
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
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
Ahmad Elsayeci
Boston MA 02109
Jim Rogers
Fesco Corp
845 Third Avenue
New York NY 10022
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
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
5/11/2010
Case 1:10-cv-02031-DLI -JMA Document 47-9 Filed 06/18/10 Page 1 of 3
Plaintiff
CV-1O-2031
Defendants
EXHIBIT
Case 1:10-cv-02031-DLI -JMA Document 47-9 Filed 06/18/10 Page 2 of Page
3 of2
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
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
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
Boston MA 02109
Jim Rogers
Fesco Corp
845 Third Avenue
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
5/11/2010
Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 1 of 45
Plaintiff
CV-lO-2031
Defendants
EXHIBIT
Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 2 of 45
OF
DIVISION Christine Neal
September 28 2009
Custodian of Records
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 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
Producing Documents
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
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
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
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
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
The subpoena requires you to send all the documents described in it If for any reason --
subpoena you should submit list of what you are not producing The list should describe each
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
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
September 28 2009
Page
Christine Neal
Branch Chief
Division of Enforcement
Testifying
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
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
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
whether there have been any violations of the federal securities laws The investigation and the
security
Case 1:10-cv-02031-DLI -JMA Document 47-10 Filed 06/18/10 Page 5 of 45
Custodian of Records
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
Christine Neal
Branch Chief
SUBPOENA
To Custodian of Records
New Century Media
do Helen Sims
140 East Ridgewood Avenue
Paramus NJ 07652
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
100 Street N.E Washington D.C 20549 Tuesday September 29 2009 at 500 p.m
By Date
/zr/z
______________
Christine Neal
Division of Enforcement
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
September 28 2009
As used in this request the term document or documents means all records
back drafts for money wire transfer receipts and requests confirmations of
computer tapes disks compact disks CDs diskettes disk packs and other
storage devices The term documents includes finished versions and drafts
original
Systems Inc and all present and former subsidiaries affiliates predecessors
general and limited partners thereof and any aliases code names or trade or
As used in this request the term New Century Media means New Century
Media and all
present and former subsidiaries affiliates predecessors
general and limited partners thereof and any aliases code names or trade or
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 terms and and or shall be construed as both
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
the reason the document is not produced If any document called for is
above information please identify the attorney and the client involved
Documents To Be Produced
copies of checks wire transfers account statements sales materials draft and
final press releases records of stock transfers stock certificates and attorney
opinion letters
The nature of New Century Medias business including but not limited to
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
including but not limited to any court order or any corporate policy
destruction of documents
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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
Printable Versior
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Tracking no 862407651996 En
Delivered
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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
UNITED STATES
OF
DIVISION Christine Neal
ENFORCEMENT Branch Chief
Direct dial 202-551-4920
Facsimile 202-772-9233
September 28 2009
Custodian of Records
do Stephen Chin
14785 Preston Road Suite 550
Dallas TX 75254
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
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
Producine Documents
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
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
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
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
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
The subpoena requires you to send 41 the documents described in it If for any reason --
subpoena you should submit list of what you are not producing The list should describe each
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
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
September 28 2009
Page
Christine Neal
Branch Chief
Division of Enforcement
Testifying
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
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
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
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
Christine Neal
Branch Chief
SUBPOENA
To Custodian of Records
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
100 Street N.E Washington D.C 20549 Tuesday September 29 2009 at 500 p.m
By
Christine Neal
Date
_________
U.S Securities and Exchange Commission
Division of Enforcement
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
September 28 2009
As used in this request the term document or documents means all records
back drafts for money wire transfer receipts and requests confirmations of
wire or cash transfers deposit slips invoices summaries of interviews
computer tapes disks compact disks CD5 diskettes disk packs and other
storage devices The term documents includes finished versions and drafts
original
Systems Inc and all present and former subsidiaries affiliates predecessors
general and limited partners thereof and any aliases code names or trade or
As used in this request the term United Asia Trading means United Asia
general and limited partners thereof and any aliases code names or trade or
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
As used in this
request the terms and and or shall be construed as both
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
the reason the document is not produced If any document called for is
above information please identify the attorney and the client involved
Documents To Be Produced
copies of checks wire transfers account statements sales materials draft and
final press releases records of stock transfers stock certificates and attorney
opinion letters
The nature of United Asia Tradings business including but not limited to
All revenues and expenses of United Asia Trading for the period January
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
All current and former officers directors and employees of United Asia
destruction of documents
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De ilve red
Initiated Picked In transit Delivered
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Delivered
Shipment Facts
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
September 28 2009
Custodian of Records
Boston MA 02109
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
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
Producing Documents
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
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
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
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
The subpoena requires you to send all the documents described in it If for any reason --
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
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
Page
Christine Neal
Branch Chief
Division of Enforcement
100 Street N.E
Washington DC 20549-4631
Testifying
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
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
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
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
Christine Neal
Branch Chief
SUBPOENA
To Custodian of Records
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
100 Street N.E Washington D.C 20549 Tuesday September 29 2009 at 500 p.m
By
1ta Christine Neal
4L0/ Date __________
U.S Securities and Exchange Commission
Division of Enforcement
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
September 28 2009
As used in this request the term document or documents means all records
back drafts for money wire transfer receipts and requests confirmations of
computer tapes disks compact disks CD5 diskettes disk packs and other
electronic media including electronic-mail microfilm microfiche and other
original is not available and all copies that differ in any respect from the
original
Systems Inc and all present and former subsidiaries affiliates predecessors
general and limited partners thereof and any aliases code names or trade or
As used in this request the term Dubai Export Import Company means
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
As used in this
request the terms and and or shall be construed as both
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
the reason the document is not produced If any document called for is
above information please identify the attorney and the client involved
Documents To Be Produced
copies of checks wire transfers account statements sales materials draft and
final press releases records of stock transfers stock certificates and attorney
opinion letters
The nature of Dubai Export Import Companys business including but not
licenses
All revenues and expenses of Dubai Export Import Company for the
period January 2008 through the present including but not limited to
All bank trust and/or brokerage accounts held in the name of Dubai
exercised control
All current and former officers directors and employees of Dubai Export
number
destruction of documents
FecEx USA/rN/I B624 0765 2000
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Delivered a_____
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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
UNITED STATES
September 28 2009
Custodian of Records
Trading
do Carlos Vega
201 Biscayne Boulevard
Suite 2800
Miami FL 33131
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
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
Producing Documents
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
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
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
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
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
What if Ido not send everything described in the attachment to the subpoena
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
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
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
Christine Neal
Branch Chief
U.S Securities and Exchange Conmssion
Division of Enforcement
Testifying
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
later date
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
whether there have been any violations of the federal securities laws The investigation and the
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
Christine Neal
Branch Chief
SUBPOENA
To Custodian of Records
Trading
do Carlos Vega
201 Biscayne Boulevard Suite 2800
Miami FL 33131
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
100 Street N.E Washington D.C 20549 Tuesday September 29 2009 at 500 p.m
By
Christine Neal
Date ________
U.S Securities and Exchange Commission
Division of Enforcement
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
September 28 2009
As used in this request the term document or documents means all records
back drafts for money wire transfer receipts and requests confirmations of
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
original is not available and all copies that differ in any respect from the
original
Systems Inc and all present and former subsidiaries affiliates predecessors
general and limited partners thereof and any aliases code names or trade or
As used in this request the term Trading means Trading and all
partners thereof and any aliases code names or trade or business names used
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
As used in this request the terms and and or shall be construed as both
its scope
As used in this request the singular form of any word includes its plural and
vice versa
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
above information please identify the attorney and the client involved
Documents To Be Produced
copies of checks wire transfers account statements sales materials draft and
final press releases records of stock transfers stock certificates and attorney
opinion letters
All revenues and expenses of Trading for the period January 2008
through the present including but not limited to financial statements and
destruction of documents
OQ1
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jIO 1:10-cv-02031-DLI
rflA -JMA Document 47-10 Filed 06/18/10 Page 42 of 45
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U.S SECURITIES
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100 Street N.E
Washington DC4 20549-4010
DIVISION OV ENFORCEMENT
FACSIMILE TRANSMISSION
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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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DESTINATION TEL 13059131301
DESTINATION ID
RESULT OK
U.S SECURITIES
EXCHANGE COMMISSION
100 Street N.E
Washington D.C 20549-4010
DiVISION or ENFORCEMENT
FACSIMILE TRANsMISSION
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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
Plaintiff
CV-1O-2031
Defendants
EXHIBIT
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airb
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Phone
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Company
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
To
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Address
Ta request paebaga be bald eta epaate Padtx lecatrer prirt FadEe address hare
sWV43
Filed 06/18/10 Page 2 of 2
Total Total
-y\ State ZiP LI2-J 09 Weight
City
Pecloa7
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tOurliehily3ahmtadjotImunleaeyuudealera cuaaentFatttervitetuidafcrduoaiIa
0364896576
Residential Delivery Signature Options Ilbaeseqdraeaigneeireclraekniraetarlrrdract
No Indirect
Signature Direct Signature
Sinature
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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
Plaintiff
CV-1O-2031
Defendants
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
Waigreen Co
200 Wilmot Road
Deerfield IL 60015
Dear Mr Azar
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
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
Waigreen Co
September 29 2009
As used in this request the term document or documents means all records
back drafts for money wire transfer receipts and requests confirmations of
computer tapes disks compact disks CD5 diskettes disk packs and other
storage devices The term documents includes finished versions and drafts
original is not available and all copies that differ in any respect from the
original
Systems Inc and all present and former subsidiaries affiliates predecessors
general and limited partners thereof and any aliases code names or trade or
As used in this
request the term Walgreen means Walgreen Co and all
partners thereof and any aliases code names or trade or business names used
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
As used in this
request the terms and and or shall be construed as both
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
above information please identif\j the attorney and the client involved
Documents To Be Produced
releases and
modification or destruction of
any document responsive to Item above
including but not limited court order or
to any any corporate policy
destruction of documents
Case 1:10-cv-02031-DLI -JMA Document 47-13 Filed 06/18/10 Page 1 of 30
Plaintiff
CV-1O-2031
Defendants
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
To Neal Christine
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
Marketing materials regarding SpongeTech cleaning products dated November 2008 divided into two PDF files
Thanks
Oren
Oren Azar
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
bcc
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
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
We remain confident that given our increased spending on TV and with the warmer weather that our
Regards
Barry Kolevzon
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
Michael
Thanks
AE
WHSC
Subject GRA
Please return to
Ship-right Solutions
Mordy Goldstein
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
andyeckmindspring.com cMichael.Koenitz-HudacWalgreens.com
CC Barry Kolevzon cbarryspongetech.com
03/17/2009 0114 PM
eimarkaoLcom
bcc
hope all is wellAs you indicated last week you wanted me to get back to you with the following
regarding SpongeTech
New Item TagCost $7500 for the entire Chain-SpongeTech endorses this programPlease have the
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
In addition at the end of the 60-day cycle SpongeTech will take back any unsold productfreight
As importantly to agreeing to these two conditions SpongeTech wants to know how they can help drive
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
Sincerely
Andrew Eckstein
516-236-7471
Case 1:10-cv-02031-DLI -JMA Document 47-13 Filed 06/18/10 Page 8 of 30
Dustin Sullivan
Wa lgreens
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
MSRP $9.99
Freight collect
Pay on scan for Spongetechb for the 2009 with option to review and potentially
Advertising 5%
Must include proof of performance
Media Plan Advertising began in M1th2008 and continues currently and in the future in
Sincerely
Steven Moskowftz
COO
Cleaning Products
Case 1:10-cv-02031-DLI -JMA Document 47-13
November 2008
Spongetech DeUvery Systems Inc Publicly Traded Company symbol OTC SPNG.O3 212-695-7850
Filed 06/18/10 Page 9 of 30
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
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
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
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
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
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
Steve Crowleys American Scene Radio Show on BusinessTalkRadio Network and LifestyleTalkRadio interviews with
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
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
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
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
Donated to Helen Woodward Animal Center for the Spooktacular pet Halloween parade held on October 25 2008
Donating $100 for each hockey goat scored by the New York islanders hockey team ith 50% to the Islanders Childrens
Coupon inserts for Auto Wash Wax System for mail order magazines
Green Month promotion by Spongetech with special sale on the Spongetech Green Sponge in AM-NY
Fathers Day Promotion for special sale of Car Sponge for Dad in AM-NY on Spongetech website
Yankee Promotion Day- July 28 2008 at Yankee Stadium NY with Ad-Ride bicycles with Spongetech Banners
4th of July 2008 giveaway of Car Wash Wax Sponge in AM-NY newspaper on Spongetech website
Other
Investor Relations has been retained to serve as its investor relations and relations firm in order to
Group IRG public
Spong3$
--
120 Budget SD 50 50 50 50 50 25 SD 50 50 SD 75 75 50 50 50 25 25 25 25 25
20DB $t25000
30 13 20 27 29 13 14 27 31 14 21
Week 11 lB 25 15 22 10 17 24
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
2009 -$3475000
Holiday Dates 11/27- Thanksgiving 12/25 Christmaa i/i New years 4/12 Easter 5/25 Memorial Day 7/4 md Day 9/7 Labor Day
Sample Networka
Case 1:10-cv-02031-DLI -JMA Document 47-13
fl8 AI TNT
ID
lZflEsTiGAtIePi
ac
Me4
SuPeRSTATION ITh as2465WEKOWDaAMA
DIREC
yj
Fi
chiller
______
cnn Discovery tH
SCIENCE
NATIONAL
GEOGRAPHICTM
THATS MY COUNTRr
Filed 06/18/10 Page 14 of 30
eawStrn
Spong
Case 1:10-cv-02031-DLI -JMA Document 47-13 Filed 06/18/10 Page 15 of 30
Sponaeith
AWtl411/1MG
/M/
..aaaaaaaaanaaaacaa
41$U V\
Case 1:10-cv-02031-DLI -JMA Document 47-13
Filed 06/18/10 Page 17 of 30
Spongeli2h
LKIflCAj CEJJFC CC$PA$
IS
Case 1:10-cv-02031-DLI -JMA Document 47-13
to
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Case 1:10-cv-02031-DLI -JMA Document 47-13
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
by Spongelech
Pack Sponge Kit
Packed iKit
Kit Dimensions
13 1/4x8 3/4x1 7/8
24 24 10
Pallet Load
Master Boxes 20
Case 1:10-cv-02031-DLI -JMA Document 47-13
Item Number
Kit 681062-S04004
Inc 212-695-7850
ongeTKt1 De4NerySytems
43 west
st St Ste 600 212-695-9342
V4
Filed 06/18/10 Page 22 of 30
14 Nt
Spongesech 4WflIC4 CCEARrG CGnT
MN fl
Pre-packed
Display Shipper
Packed 24 of Pack Sponge Kit
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@
Carton Dimensions
5/8 5/8
Vt
Filed 06/18/10 Page 24 of 30
SpongsTdh 16
JYEIICA CLIJXIIS CCMJ.VT
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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
SpongIEi
.Z.W TV
rj
Filed 06/18/10 Page 27 of 30
18
EliminatorTM Chamois
Packed
Weight Per Package 0.1 pounds
vi
Filed 06/18/10 Page 28 of 30
19
SpongfijRh
fl
Display Shipper
Pre-Packed 36 of the Car Wash System-3 pack Combo cartons
20
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
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
shampoo Conditioner and Odor Inhibitor Built-In Just Add Water Paraben Free
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
Spongeli4Ethi
CWT CrniI 4iWI1$
Vt
26
SpongeWihANFRICAS CLA RI/IF CO/IF/RI
Case 1:10-cv-02031-DLI -JMA Document 47-14
Product Line
Filed 06/18/10 Page 6 of 34
27
Spongeiith
AMERICAS CICAMI1IS COMPARE
Gold bar Tub Tile Cleaner
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
Eliminator7M Chamois
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
i1
November 2008
Spongetech Delivery Systems Inc Publicly Traded Company symbol OTC SPNG.OB 212-695-7850
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
To Neal Christine
Christine
Please find attached two PDFs that together contain the various individual purchase orders relating to the Walgreens order of auto
Thanks
Oren
Oren Azar
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
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
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
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
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
ORDER UNITS
bX POP CT CARTON LA PIANO CR
TOTAL CODE TOTAL WEIGHT TOTAL PRICE
PAIR
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
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
WHSC ALLOWANCE ROUTING SCHEDULE APPI FOR NON NCS OR PREFERRED CARRIERS ON
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
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
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
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
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
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
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
HUGE ALLOWANCE ROUTING SCHDDULE APPT POlO NON NCS OR PREFERRED CARRIERS ON
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
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
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-
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
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
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
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-
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
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
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
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
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
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
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
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
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
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
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
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
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
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
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
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
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-
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
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
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
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
MINIMUM ORDER NONE ND MIN ORDER QTY FREIGHT ALLOWNONE NO ERT ALLOWANCE
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
ALLOWANCE ROUTING
INSTRUCTIONS
1UPC 2NOC HALO CASE CASE PALLET HARMONIC %RX PRLEE flX1R
CASEJ
ITEN DESCRIPTION iTEM CUBE WEIGHT TI/MI COOE 5rCDNT txDr
RTBNFG_NUMBER PACK1
Plaintiff
CV-1O-2031
Defendants
EXHIBIT
Page of2
Case 1:10-cv-02031-DLI -JMA Document 47-15 Filed 06/18/10 Page 2 of 3
Neal Christine
To Oren.AzarWalgreens.com
Oren
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
Regards
Christine
Christine Neal
Branch Chief
Division of Enforcement
Washington DC 20549-4631
202.551-4920
202.772-9233 fax
Christine
Please find attached two PDF5 that together contain the various individual purchase orders relating to the Walgreens order of auto
Thanks
Oren
Oren Azar
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
Plaintiff
CV-1O-2031
Defendants
EXHIBIT
Case 1:10-cv-02031-DLI -JMA Document 47-16 Filed 06/18/10 Page 2 of 2
Dustin Sullivan
Walgreens
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 collect
Pay on scan for Spongetech for the 2009 with option to review and potentially
Advertising 5%
Must include proof of performance
Media Plan Advertising began in Mid-2008 and continues currently and in the future In
Sincerely
/7
Steven Moskow
COO
Plaintiff
CV-1O-2031
Defendants
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
To Ms Christine Neal
Branch Chief
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
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
Snseno
September 29 2009
Ms Christine Neal
Branch Chief
United States Securities and Exchange Commission
100 Street N.E
Washington D.C 20549-4631
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
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
Domino Wang
Case 1:10-cv-02031-DLI -JMA Document 47-18 Filed 06/18/10 Page 1 of 12
Plaintiff
CV-1O-2031
Defendants
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
September 29 2009
Custodian of Records
Fesco Corp
Brooklyn NY 11219
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
Producing Documents
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
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
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
The subpoena requires you to send the documents described in it If for any reason --
subpoena you should submit list of what you are not producing The list should describe each
item separately noting
its authors
its date
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
work product protection you should also identify the attorney and client involved
Christine Neal
Branch Chief
Division of Enforcement
100 Street N.E
Washington DC 20549-4631
Testifying
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
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
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
Cbnstine Neal
Branch Chief
SUBPOENA
To Custodian of Records
Fesco Corp
Brooklyn NY 11219
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
100 Street N.E Washington D.C 20549 Wednesday September 30 2009 at 500 p.m
__
Failure to to fine andlor imprisonment
comply may subject
Ca
you
By
Christine Neal
42 Date
Division of Enforcement
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
September 29 2009
As used in this request the term document or documents means all records
computer tapes disks compact disks CDs diskettes disk packs and other
storage devices The term documents includes finished versions and drafts
original
Systems Inc and all present and former subsidiaries affiliates predecessors
general and limited partners thereof and any aliases code names or trade or
As used in this request the term Fesco Corp means Fesco Corp and all
partners thereof and any aliases code names or trade or business names used
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
As used in this request the terms and and or shall be construed as both
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
above information please identify the attorney and the client involved
Documents To Be Produced
copies of checks wire transfers account statements sales materials draft and
final press releases records of stock transfers stock certificates and attorney
opinion letters
All revenues and expenses of Fesco Corp for the period January 2008
through the present including but not limited to financial statements and
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
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
destruction of documents
FecEXW USAirbil
rSe 8684 8593 3185
Express
-- -- --
SECURITIES EXCHANGE COMM 4b Express Freight Service Packages over 150 lbs
Company
FedEx tOay Freight FedEx 2Day Freight FedExsOav Freight
Packaging
WASHINGTON State
DC ze 205492001 FedEx FedEx Pak FedEx FedEig Other
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Reoprenfa FedEs2tanderd SuemLght NOTAnailaitle fee Asailalele ONLYfee
Fedus nest ouemrght FedEsErpreet Fedue Eerie Ouemight FedEs red
Custodian of Records phnne FedEe
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deiruergu epphas neighboring mey
wriheut chaining _____________
orgnesedeiruery
sigeerure ten deiruergu Fneepplbew
October 12009
Dear Customer
Delivery Information
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
Recipient Shipper
US US
Printable Versior
Detailed Results
tracking number
Tracking no 868485933185
Defivered
Initiated Picked up In transit Delivered
Delivered
Shipment Facts
delivered to recil
release authoriz
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
Plaintiff
CV-1O-2031
Defendants
EXHIBIT
Case 1:10-cv-02031-DLI -JMA Document 47-19 Filed 06/18/10 Page 2 of 12
DE
UNITED STATES
OF
DIVISION Christine Neal
ENFORCEMENT Branch Chief
Dlrectdlal 202-551-4920
Facsimile 202-772-9233
September 29 2009
Custodian of Records
Fesco Corp
do Jim Rogers
845 Third Avenue
New York NY 10022
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
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
Producing Documents
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
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
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
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
The subpoena requires you to send the documents described in it If for any reason --
subpoena you should submit list of what you are not producing The list should describe each
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
work product protection you should also identify the attorney and client involved
Christine Neal
Branch Chief
Division of Enforcement
Testifying
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
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
Custodian of Records
Fesco Corp
September 29 2009
Page
Has the Commission determined that anyone has done anything wrong
whether there have been any violations of the federal securities laws The investigation and the
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
Christine Neal
Branch Chief
SUBPOENA
To Custodian of Records
Fesco Corp
do Jim Rogers
845 Third Avenue
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
100 Street N.E Washington D.C 20549 Wednesday September 30 2009 at 500 p.m
By ___________Christine Neal
Date
_______
U.S Securities and Exchange Commission
Division of Enforcement
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
As used in this request the term document or documents means all records
back drafts for money wire transfer receipts and requests confirmations of
computer tapes disks compact disks CD5 diskettes disk packs and other
storage devices The term documents includes finished versions and drafts
original
As used in this
request the term Spongetech means Spongetech Delivery
Systems Inc and all present and former subsidiaries affiliates predecessors
general and limited partners thereof and any aliases code names or trade or
As used in this request the term Fesco Corp means Fesco Corp and all
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
As used in this
request the terms and and or shall be construed as both
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
above information please identify the attorney and the client involved
Documents To Be Produced
copies of checks wire transfers account statements sales materials draft and
final press releases records of stock transfers stock certificates and attorney
opinion letters
through the present including but not limited to financial statements and
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
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
including but not limited to any court order or any corporate policy
destruction of documents
FecEx Fed En
USA irbil Tracking 8L84 8593 3152
Dumber
Express
___
From P/acne end bard 4a
penn press Upress...iageSen.ce Packages lit 154 lbs
up
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FedEx Prisrity Oyeniiht FedEx Standard Oversight
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Date 29 AccssntNumber .esebueiefreurrernirgFrbnay Decnbueineeenteomenn.e be ieee ease vein ace meet ing
09 fl
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Monday Deevrdayteliuery ollveoy
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SE1flXIRIO dNI
_______________________________________________________________________________
4b Express Freight Service Packages ever 150 lbs
Packaging
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City State ZIP FedEx FedgxPsk FedEx FedEx Other
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dry chipped pecbegirg L__J
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Printable Versior
Detailed Results
Tracking no 868485933152 En
Delivered
Shipment Facts
All
shipment travel activity is
displayed in local time for the location
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
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
Plaintiff
CV-1O-2031
Defendants
EXHIBIT
Case 1:10-cv-02031-DLI -JMA Document 47-20 Filed 06/18/10 Page 2 of 21
Fax212-594-4175
TEL.E21 2-594-4175
BILL TO
Trading company
Port of Miami
Dock 37 Hold for
Miami Fl s84765
934250.00
TOTAL DUE
SUITE 2204
NEWYORK NEWYORK 10018
ST001516
Case 1:10-cv-02031-DLI -JMA Document 47-20 Filed 06/18/10 Page 3 of 21
SHIP FROM
Name SPONGETECI-l DELIVERY SYSTEMS Bill of Lading Number__________________
Address 43 33RD ST
Bills of Lading
dieck box Underlying
AtlI Jj biLh
CUSTOMER ORDER NUMBER PKGS WEIGHT PALLET/SLIP ADDITIONAL SHIPPER INFO
or Pd
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
..r
ro. rV CCc
trj1lP ACE
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
Driver/Piecas
STOOl 517
Case 1:10-cv-02031-DLI -JMA Document 47-20 Filed 06/18/10 Page 4 of 21
TELE212-594-41 75
BILL TO
SA Trading company
Port of Miami
Dock 37 Hold for
Miami Fl s84765
SUITE 2204
ST036757
Case 1:10-cv-02031-DLI -JMA Document 47-20 Filed 06/18/10 Page 5 of 21
Shtppers No ______________________
or on within rho reiymi000 oihreaioo dolscrr another sorrior no room raid aneisorros as so roth of an of said
corns or irs
hmgria-ay oporori000 Ic lire so rr is
msaoairy torsos canner on
aoy piojrrniy 050 art
so any pcaiaii
ofsamdiaanr imidoonmrnsiroiiaod as cananin masioai asrr 5050
srmrnrrind in air or aopofraidpnoponno hon nanoscaro ho pnrrcnorodhorcmordcrrhalr honabjosi roorrrhnrrrrosondeordmnroso ofrbe Uorfneis Daeiosnrouinargtni
ennoy
Oil of Lading on baa ri or nbc annfornro Fretunir craooruoammor rr erleci on irma done hooenf if minis is roil or norranoer chrteoennT ore
21 re rho aoplicahto rnooin tinner oroasierarioo on iarrri if his is rrraroo oannior nhiirnrrroi
enmities han he faiodrae with hr norms sod ooodinrnro of Soot or hr hank sm faoh rho darrificormon radii ohich rho of
Ohirpor horaby us sri ira birr
lading icaraiiog stmnamr
on rhoonof in or
moron rmaospoaa000 nlnio
rhrpornnr
nra Ire raid error srrdcoadirronirar.n hroohy sgnad roby rhr rhipproind anospiod for hanoraif and hisasogrsr
On Coltoor on Ltntnmony Shrtensaro tow totters tOO roast sor hotore osndaraae nsa or as othe so preanded in rinser d30 Set iSo camaro shalt nor mahe dotosny of rho
27
aQ nf wahoor or and oil
ntrqnonanr payment fraighi
aS Pt it whnntaafalarwngao
-Destination Street City
County
ft
Deltvery
State 7c Zip
Route______________________________________________________ Address
laTe he tiled an naiy when stopper dneret and aaarrorroa tardtn provide for dehoooy thereat fhsgoasaoe etoorsa000t
Paid toy
If be neriro
chansn aen me poopaid or
fo_-P__ofm.7_2-0o7
oncaotanr
.hhnrO
Per
rile imono
nngnnarama eolrainnsindgco andy
rhcsraeaniperrn.odt
Llroraossdn000rd
of Rota It ot
neqoimosrarers rho tinifarin frrigtrr
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
Shipper Per
thia Shipping Order and must sign
address of sfoppof
ST036758
Case 1:10-cv-02031-DLI -JMA Document 47-20 Filed 06/18/10 Page 6 of 21
Bill To Ship To
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
04202008
GRANDTOTAL
HANDLING UNIT PACKAGE COMMODITY DESCRIPTION LTL ONLY
QTY TYPE QY TYPE WEIGHT MM
tine notion o orNMFc net 350
itr NMFC CLASS
jr GRAND TOTAL
the niute in wnrtirrg toe
on value roquied agreed
mou
Yctrere rate is deperrdont sflrppers are to epacdtcaiy or
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
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
Fax212-594-4175
TELE212-594--41 75
BILL TO
New Century Media
Port of Elizabeth
Dock 122
Elizabeth NJ 08473
Shipment to Europe
to at
Ship copy invoice John
Sales group Inc
Suite 600
NEWYORK NEWYORK 10018
51001584
Case 1:10-cv-02031-DLI -JMA Document 47-20 Filed 06/18/10 Page 9 of 21
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
4202003
GRAND TOTAL
HANDLING
QTY TYPE
UNIT
QTY
PACKAGE
TYPE
WEIGHT H.M
PQ
COMMODITY
antrt
So Soar/as 2e
DESCRIPTION
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
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
Drtver/Pteraa
ST001585
Case 1:10-cv-02031-DLI -JMA Document 47-20 Filed 06/18/10 Page 10 of 21
Fax212-594-4175
TELE212-594-41 75
BILL TO
Asia Trading
Port of Elizabeth
Dock 45
Elizabeth NJ 08473
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
--
SHIP FROM
Name SPONGETECH DELIVERY SYSTEMS Bill of Lading Number_________________
Address 43W 33RD ST
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
MIMthM 1.tlltlIT U1 %l
CUSTOMER ORDER NUMBER PKGS WEIGHT PALLET/SLIP ADDITIONAL SHIPPER INFO
Yr
5252007 725 7571 LBS
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
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
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
42050 68 1062-700123 Spongetech Medical Sponge for Home Office and School 19.77 83 1328-50
Cleaning English
$11289
Total $831328.50
STOOl 552
Case 1:10-cv-02031-DLI -JMA Document 47-20 Filed 06/18/10 Page 13 of 21
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
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
out
yo bonn
dsnno
City
huh nthodubwrh
Paid by
Shopper Consignee
Collect on Delivery And Remit to
If
nhongos Sm to ho ynopnooi 000000 00
Pd
Wenet tSotbent Crest Chtnlo
Pochogno
tend at Poohago Ooowoiytooo ol dniotns Synwal Marho end Loonybboon Crtot on Pen Column
on
lie ooroono_ponpoid
000w Adooooootl
oonrooirooo
ho tihno ned hon ho oloiymonr
eoilo
onqonmnnoon0000 nil 41 of ole biollonon lroitiho
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
eddresn ut shipper
ST001551
Case 1:10-cv-02031-DLI -JMA Document 47-20 Filed 06/18/10 Page 14 of 21
Bill To Ship To
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
$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
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
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
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
rhonanilrod horoon
yrnyorny
Aanaiocohko
hnor
Thonigoaow orhnowlnt0on offly
rho n0000rroi
prrjrerd
Adonnond
Chergor
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
Shipper Per
this
Shipping Order and must sign
address at shipper
ST001636
Case 1:10-cv-02031-DLI -JMA Document 47-20 Filed 06/18/10 Page 16 of 21
Bill To Ship To
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
$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
cc
TYPE QTY TYPE H.M coweodeoe eddtoreel me rarene
WEIGHT
to
requto epocieler me leeolog CT treeing enjet be
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
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
Dnver/Pleens
STOOl 618
Case 1:10-cv-02031-DLI -JMA Document 47-20 Filed 06/18/10 Page 18 of 21
Fax212-594-4175
TEL E212-594-4175
BILL TO
Fesco sales Corp
Pert of Elizabeth
Dock 38
Elizabeth NJ 08473
to
IShipment Europe
$1800000.00
TOTAL DUE
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
SID ____
FOBE
SHIP TO
______ _________ F.tt4llICnlW1.1lIlaJtl
Name FESCO SALES CORP Location __4 Trailer number
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
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 $__________________________
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
hr seserso
L.J
By
By
Stripper
Driver
By
By
Shipper
flpe
krfsrnsarter
sustssostr
aria
er
rred
squfreiser
sosteSe end/or
ssccrrsrorerr
easter
LI tSr
has
sells/s
tea OCT
STOOl 600
Case 1:10-cv-02031-DLI -JMA Document 47-20 Filed 06/18/10 Page 20 of 21
Fax212-594-4175
TELE212-594-4 175
BILL TO
Fesco sales Corp
Port of Elizabeth
Dock 38
Elizabeth NJ 08473
Shipment to Europe
__ __ __ 1176000.00
DUE
Suite 600
ST001602
Case 1:10-cv-02031-DLI -JMA Document 47-20 Filed 06/18/10 Page 21 of 21
St-lIP FROM
Name SPONGETECH DELIVERY SYSTEMS Bill of Lading Number__________________
Address 43 33RD ST
SID FOB
iittai CARRIER NAME SCHNIEDER
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
cI
ti GRAND TOTAL
Ydrere the rotate dependent on value shippers eta roqut-od to store spoditcaly he wriang tie agreed eq
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.
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
Plaintiff
CV-1O-2031
Defendants
EXHIBIT
Case 1:10-cv-02031-DLI -JMA Document 47-21 Filed 06/18/10 Page 2 of 13
UNITED STATES
Facsimile 202-772-9233
September 30 2009
Legal Department
Addison TX 75001
Dear Ms Hargis
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
Christine Neal
Branch Chief
Enclosures
Case 1:10-cv-02031-DLI -JMA Document 47-21 Filed 06/18/10 Page 3 of 13
September 30 2009
Custodian of Records
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
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
Producing Documents
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
subpoena defines certain terms such as documents before listing what you must provide to
us
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
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
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
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
The subpoena requires you to send 411 the documents described in it If for any reason --
subpoena you should submit list of what you are not producing The list should describe each
its authors
its date
Custodian of Records
the names of everyone who ever had the item or copy of it and the names of
work product protection you should also identify the attorney and client involved
Christine Neal
Branch Chief
Division of Enforcement
Testifying
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
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
Has the Commission determined that anyone has done anything wrong
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
Christine Neal
Branch Chief
SUBPOENA
To Custodian of Records
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
100 Street N.E Washington D.C 20549 Friday October 2009 at 500 p.m
By
CItLVLP
Christine Neal
49 Date __________
U.S Securities and Exchange Commission
Division of Enforcement
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
As used in this request the term document or documents means all records
computer tapes disks compact disks CDs diskettes disk packs and other
storage devices The term documents includes finished versions and drafts
original is not available and all copies that differ in any respect from the
original
Systems Inc and all present and former subsidiaries affiliates predecessors
general and limited partners thereof and any aliases code names or trade or
As used in this request the term Regus means Regus Management Group
LLC and all present and former subsidiaries affiliates predecessors
general and limited partners thereof and any aliases code names or trade or
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
As used in this request the terms and and or shall be construed as both
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
the reason the document is not produced If any document called for is
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
Fesco Corp
845 Avenue
New York NY 10022
Boston MA 02109
Dallas TX 75254
destruction of documents
Case 1:10-cv-02031-DLI -JMA Document 47-21 Filed 06/18/10 Page 10 of 13
Neal
FROM Christine
Branch Chief
Division of Enforcement
202 772-9233
Telecopier Number
Cover Sheet 14
of Pages including
Total Number
NO 1111 33 Id
1N33 S3OVd
8VO 3311 3IlI1
01 NOIIVNIJ.330
VS88VG9VL3L 131 NOIIVNIIS3O
L3L ON XId/X1
NO NOI33IN3NVIdI
lI10d3Id XI
Express
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
LnleeATltfbAv0dhitnv1elted ..........J
xenrneotesentens
Enforcement Stop 5553-B ssuunsmmcsiupeisremmuioneueuisieuoinuin unenge unepomnunere
Packaging
Company
Regus Management Group LLC No fl fl Otylce
Xetseenhed tIN 845
tesOeclenedsn Dry ice ........._......_...kg
twill be billed
Address
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
No Direct
Signdture Sigvsture Indirect Siqoatnre
Someone ttne
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Required
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fl Pc cbs be 1ev fl
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address
delivery F000vvtion etoneighbndng they
wdtsot obtaining
Printable Versior
Detailed Results
Enflcking number
Detailed Results
fications
Tracking no 866536624130
De ve red
Initiated Picked up In transit Delivered
Delivered
Shipment Facts
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
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
Plaintiff
CV-1O-2031
Defendants
EXHIBIT
Case 1:10-cv-02031-DLI -JMA Document 47-22
i.e Filed 06/18/10 Page 2 of 24
Regus
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
Re Subpoena
In the Mailer of Spongetech Delivery Systems Inc
Dear Ms Neal
Fesco Corp
Online order details for Virtual Office Agreement with start date of September
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
Michelle Hargis
Corporate Paralegal
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
qrnttu iQt
NEW RENEWAL
518 VO vO ONLY
TERM 42 ntt
_________ FROM _________ TO__________
20
MONTHLY FEE___________
____________ RETAINER ________REGISTRATION FEES
El $199.00 Telecom/IT Bundle El $239 Full Package Telecom/IT Bundle includes FreeTalk
Specials
ADDRESS _________________
a49
City Zip Code
EMAIL ADDRESS
TELEPHONE
CELL
MOVEIN QUESTIONAIRE
Date Sent/Spoke w/ client
El Add to
REGUS 00001
Case 1:10-cv-02031-DLI -JMA Document 47-22 Filed 06/18/10 Page 4 of 24
Regus Page of2
J.
Online Virtual Office Agreement
Texas
75254
United States of America
Client Details
Address
Phone
Email nohypenobuHaol.com
Initial Payment
REGUS 00002
https//www.regus.comlServiceAgreementlServiceAgreementaspxidtjpeOup8wwo2fs%3.. 9/251200
Case 1:10-cv-02031-DLI -JMA Document 47-22 Filed 06/18/10 Page 5 of 24
Regus Page2of2
Monthly Payment
Length of Agreement
Start Date Monday September 28 2009 End Date Thursday September 30 2010
REGUS 00003
Order Details
Order ID 4744
Title Mr
Address
Address
City
Postcode
Phone
Email tharwat.eskander@regus.com
Contact Email
Card Type
Number
Expiry
Card Details
Start
Issue
Terms True
Monthly
Package Center Currency Setup Retainer Term Start
Rate
Virtual Texas
Office Dallas
US$ 169.00 99.00 338.00 28/09/2009
12 Signature
month Place
REGUS 00004
Order ID
Order Details
Order ID 4744
Title Mr
LastNarne
Company
Chin
Address
City
Country
Postcode
Phone
Email tharwat.eskander@regus.com
Contact Email
Number
Card Details
____________
Issue
Terms True
Montifly
Package Center Currency Setup Retainer Term Sta
Rate
REGUS 00005
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 Details
Order ID 4747
Title Mr
Address
ii
Address
City
Postcode
Phone
Email tharwat.eskander@regus.com
Contact Email
Card Type
Number
Expiry
Card Details
Sta
Issue
Terms True
Monthly
Package Center Currency Setup Retainer Term Start
Rate
REGUS 00007
Case 1:10-cv-02031-DLI -JMA Document 47-22 Filed 06/18/10 Page 10 of 24
described
hereby autho7ZeS
below for the
Yxkplaces
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
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
Copy of the Invoice shouki be mailed to the following address Email or Physical Address
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
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
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
Ask me how you can get FREE access to more than 1000 business lounges around the world
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
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
Thank You
Kushana.Rivers@Requs.com
REGUS 00012
10/1/2009
Case 1:10-cv-02031-DLI -JMA Document 47-22 Filed 06/18/10 Page 15 of 24
i1I_ -it
-es cw as
yytp1aces
fully-authorized representative
Inc to charge the credit card
of Client
described
hereby authorizes
below for the
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
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
Ct
Cbcrd hereby rvlezrs HQ frrmi hability if
any krl5flarNe made to the credit card by third
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 Detafls
Order ID 4746
I-
Title Mr Et
flrst Name Ahmad
Last Name Elsayed
Address
Address
CIty
Postcode
Phone
Email tharwat.eskander@regus.com
Contact Email
Number___________________
Explry12 Dec/2013
Card Details
Start01 Jan/2000
Issue
Terms True
Monthly
Package Center Currency Setup Retainer Term Start
Rate
REGUS 00016
Regus Page of
tJ
Online Virtual Office Agreement
3rd Floor
Boston
Address
Massachusetts
02109
United States of America
Phone
Email nohypenobull@aol.com
Case 1:10-cv-02031-DLI -JMA Document 47-22
Service Retainer
of Start Date Monday September28 2009 End Date Thursday September30 2010
Length Agreement
-s
co
HQ
Credit Card Processing Home Pdd Another Charge Force/Report
Archive Reports
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
REGUS 00019
Case 1:10-cv-02031-DLI -JMA Document 47-22 Filed 06/18/10 Page 22 of 24
Jo
Regus HQ
Account Information
Tax 0.00
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
Please return the remittance stub below with check payable to Regus Mansgernenl LLC
Group
Invoice
I-IQ
3rd Floor
REGUS 00020
Case 1:10-cv-02031-DLI -JMA Document 47-22 Filed 06/18/10 Page 23 of 24
Regus SHQ
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
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 Fee Reg Fee VO Sep 28 2009 1.0000 99.0000 99.00 0.00 99.00
Page
REGUS 00021
Case 1:10-cv-02031-DLI -JMA Document 47-22 Filed 06/18/10 Page 24 of 24
Reus FHQ
One-Off Charges Start Date Aug 11 2009 One-Off Charges End Date Sep 10 2009
Payment Information
Total
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
Plaintiff
CV-1O-2031
Defendants
EXHIBIT
Case 1:10-cv-02031-DLI -JMA Document 47-23 Filed 06/18/10 Page 2 of 12
UNITED STATES
OF
DIViSION Christine Neal
October 16 2009
Michelle Hargis
Legal Department
Addison TX 75001
Dear Ms Hargis
hereby serve you with the enclosed subpoena and SEC Form 1662 for Regus
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
OF
DIVISION Christine Neal
ENFORCEMENT Branch Chief
Direct dial 202-551-4920
Facsimile 202-772-9233
October 16 2009
Custodian of Records
Legal Department
15305 Dallas Parkway
Addison TX 75001
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
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
Producing Documents
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
to the subpoena defines certain terms such as documents before listing what you must
provide to us
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
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
The subpoena requires you to send 4i the documents described in it If for any reason --
subpoena you should submit list of what you are not producing The list should describe each
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
the names of everyone who ever had the item or copy of it and the names of
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
Christine Neal
Branch Chief
U.S Securities and Exchange Commission
Division of Enforcement
Testifying
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
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
Page
Has the Commission determined that anyone has done anything wrong
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
Christine Neal
Branch Chief
SUBPOENA
To Custodian of Records
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
100 Street N.E Washington D.C 20549 Thursday October 22 2009 at 1000 a.m
By ______________ DatedC4tL/20D9
Christine Neal
U.S Securities and Exchange Commission
Division of Enforcement
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
As used in this request the term document or documents means all records
back drafts for money wire transfer receipts and requests confirmations of
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
original
As used in this
request the term Spongetech means Spongetech Delivery
Systems Inc and all present and former subsidiaries affiliates predecessors
general and limited partners thereof and any aliases code names or trade or
As used in this request the term Regus means Regus Management Group
LLC and all
present and former subsidiaries affiliates predecessors
general and limited partners thereof and any aliases code names or trade or
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
As used in this
request the term relating means concerning referring to
As used in this request the terms and and or shall be construed as both
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
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
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
Trading
201 Biscayne Boulevard Suite 2800
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
RESULT OK
JO UQSAIG
sqo qouCJa
jN
$9-p6g tiz ieqWfl .wdozJaIeJ
doo/osptosolaotlsoedsns
unloos
1tOY
bhllin5AYsoliuoryisooloctod usc ndoy so sde ny
NOT ouoilsblo
eelectod
1_nloesSAflJODAP5elruooyis 9umoselooobosa
route commune
unvsiupnnsi005ununiiuuio 005ngo000puununosn
4h Service
Company
wcn SQA kin Express
Fadtx
Freight
FadEs
Packages
FedEx
ever 150 lbs
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
Name
Hargis Phone Peditxvnotsveminht FadEs Eupneou Fednsnnonuomignit PedWPuinnupZuunoi0htood
Snuan snrsdEuosoy Freight EsdEs2ssysusslousPuaosnu
Go
Ice
No Yes Yen Dry .2
Company fl o.k tens ..._.._.......bg
Regiis MFtntgerpent Group LLC Pu con ottauhed Shipporoseclososon so
Ooularsbcn
Shippers susrequirud
Aircraft
fl Cargo Only
iuel uoicnxt bs in lodEn
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
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
ourcnoeuondi550550ase/auhulthiuacnbillondinthorutmnsrodlasurdteouidcieuludnotettnsdtotlonouunOabilty
Case 1:10-cv-02031-DLI -JMA Document 47-23
Plaintiff
CV-1O-2031
Defendants
EXHIBIT
Case 1:10-cv-02031-DLI -JMA Document 47-24 Filed 06/18/10 Page 2 of 32
i.e
Regus
Facsimile 214-594-9964
E-mail michel1e.hargisregus.com
October 23 2009
OCT 27 2919
Re Subpoena
In the Matter of Spongetech Delivery Systems Inc
Dear Ms Neal
SA Trading Company
Online Virtual Office Agreement dated September 24 2009 at the business center
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
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
28th Floor
Miami
Florida
33131
Client Details
Address
Phone
Email nohypenobull@aoLcom
Initial Payment
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
Length of Agreement
Start Date Friday September 25 2009 End Date Thursday September 30 2010
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
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
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
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
Please state the name of your company or how you would like your calls to be answered
YEi trnrAwti C01v2n\j
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
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
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
______________________
________________
________________
_______________
_________________
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
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
What is your preferred method for handling and forwarding your mall
convenient
OR
LI would like my mail forwarded LI Daily Weekly LI Monthly
LI would like
my fi forwarded LI Daily LII Weekly Monthly
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
Please let us know if we can help you with the following services
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
REGUS 00027
Case 1:10-cv-02031-DLI -JMA Document 47-24 Filed 06/18/10 Page 8 of 32
ire
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
discounts offering you 15% savings on the purchase of 2-4 programs and 25% savings on or more
locations
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
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 ______
Before we can activate your service we must have copy of the following
El Copy of recent utility bill that is no more than months old 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
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
To nohypenobullaol.com
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
Upon completion of the Move In Questionnaire please return it to us and we will configure your Virtual Office
to
according your requirements
Kind Regards
Lilianne Planas
Regus
member of the Regus Group Network
28th Floor
Miami FL 33131
0305-913-1300 F305-913-1301
Lilianne.Planas@jgj
www.regus.com
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
It is our sincere pleasure to welcome you as new member of the Regus Virtual
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
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
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
Nelly Gomez
Client Service Representative
Lilianne Planas
Client Service Representative
REGUS 00031
Case 1:10-cv-02031-DLI -JMA Document 47-24 Filed 06/18/10 Page 12 of 32
Order Details
Order ID 4742
Title Ms
Address
Address
City
Country --
Postcode
Phone
Email tharwat.eskander@regus.com
Contact Email
Card Type
Number
Card Details
Terms True
Monthly
Package Center Currency Setup RetaIner Term Start
Rate
if
Confirmation No 8192-134604
Client Details
Address
Phone
Email nohypenobullaol.com
REGUS 00033
Case 1:10-cv-02031-DLI -JMA Document 47-24 Filed 06/18/10 Page 14 of 32
Monthly Payment
Length of Agreement
Start Date Monday September 28 2009 End Date Thursday September 30 2010
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
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
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
Client Details
Address ___________________
Phone
Email nohypenobuliaoi.com
Initial Payment
Total Initial
Payment 117.62
Monthly Payment
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
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
Order ID 4742
Address
-.
Address2
City
....
Country United States
Postcode
Pon
Email tharwat.eskander@regus.com
Contact Email
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
Agreement
Two
Send
Received
retainer
original
credit
signed
card
payment
agreements
authorization
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
.r ___________
Set up client file
Billing
on centralized
if billing fax agreement and servIce order form to
bluing coordinator
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
new vo instructions
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
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
Attachments 20090925174933171.pdf
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
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
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
Thank You
KushanaJUvsRqgQg
Page of
To Cathy Fisher
the Card holder for the different Virtual Offices set up today under different company
George Speranza is
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
bFaxCorporate
9726928265-8
Please visit
Page of3
corporatesupport@mall.efax.com
jhFaxCorporate
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
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
Ask me how you can get FREE access to more than 11000 business lounges around the world
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
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
Ask me how can get FREE access to more than 1000 business lounges around the world
you
ncrl IC AAAAA
Case 1:10-cv-02031-DLI -JMA Document 47-24 Filed 06/18/10 Page 25 of 32
Id
Request
Mar20090930i24904
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
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
Note Regus standard Firewall Security Policies lit most client needs This section is for exceptions to the standard
protections
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
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
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
Protection
RUE
Fee applies
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
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
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
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
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
Common-area phones such as the Lobby or Business Lounge phone and fax machines require access codes to
place
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
it is possible to park call on an internal extension retrieve that call from another telephone by dialing
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
Call Handling
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
Note Oniy complete this section it the client has Main number Voicemail Menu Tree
Main greeting
Type in the which can he recorded by the Client or Center team
appropriate greeting
Action
Replay Greeting
Fee applie
voicemail_sub Menu_Choices
Action
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
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
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
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
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 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
Cberit hen3by reie HO from liability if any tbrrlare made to the credit card by third
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
Plaintiff
CV-lO-2031
Defendants
EXHIBIT
Case 1:10-cv-02031-DLI -JMA Document 47-25 Filed 06/18/10 Page 2 of 2
Or ginal Message
From steven moskowicz symoskowitz@msn.com
Date Tuc 0t 70fl9 124716
To symoskoitz@msn.com
Subject Fa Info
Orignal Messege
From stevn moskowitz symoskowitz@msn.com
Date Tue Ot 2009 113137
To syoioskowitz@msn.com
Subject Fw Info
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
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
Plaintiff
CV-1O-2031
Defendants
EXHIBIT
Case 1:10-cv-02031-DLI -JMA Document 47-26 Filed 06/18/10 Page 2 of 2
Thomas Martin
7026641190
SA Trading Co
AttnCarlos Vega
Miami FL 33 132
Helen Siinins
Bndgewater NJ 08807
Steven Chin
LosAngeles CA 90045
3106843615
Dubai Exporulmport Co
Ahrned Elsayed
Atlanta IA 30303
4048292670
Fesco Corp
Jim Rogers
116 West 23rd Street 5th Floor
6462245920
ST036794
Case 1:10-cv-02031-DLI -JMA Document 47-27 Filed 06/18/10 Page 1 of 12
Plaintiff
CV-1O-2031
Defendants
EXHIBIT
Case 1:10-cv-02031-DLI -JMA Document 47-27 Filed 06/18/10 Page 2 of 12
UNITED STATES
FacsImile 202-772-9233
October 21 2009
Ms Coco Souvall
Director of Operations
DaVinci Virtual Office Solutions
Suite 500
Dear Ms Souvall
If you have any questions regarding this matter please call me at 202 551-4920
pz4
Branch
stine
Chief
Neal
Enclosures
Case 1:10-cv-02031-DLI -JMA Document 47-27 Filed 06/18/10 Page 3 of 12
4J SECURITIES
N.E
AND EXCHANGE COMMISSION
100 Street
Washington D.C 20549-4631
October 21 2009
Custodian of Records
do Coco Souvall
Director of Operations
Suite 500
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
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
Producing Documents
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
October21 2009
Page
the subpoena defines certain terms such as documents before listing what you must provide
to us
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
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
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
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 --
subpoena you should submit list of what you are not producing The list should describe each
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
October 21 2009
Page
the names of everyone who ever had the item or copy of it and the names of
work product protection you should also identify the attorney and client involved
Christine Neal
Branch Chief
Testifying
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
date
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
October 21 2009
Page
Has the Commission determined that anyone has done anything wrong
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
Christine Neal
Branch Chief
SUBPOENA
To Custodian of Records
do Coco Souvall
Director of Operations
Suite 500
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
100 Street N.E Washington D.C 20549 Tuesday October 27 2009 at 1000 a.m
By CLLth
Christine
4tJ
Neal
Date %tt2aob7
U.S Securities and Exchange Commission
Division of Enforcement
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
October 2i 2009
As used in this request the term document or documents means all records
computer tapes disks compact disks CDs diskettes disk packs and other
storage devices The term documents includes finished versions and drafts
original is not available and all copies that differ in any respect from the
original
Systems Inc and all present and former subsidiaries affiliates predecessors
general and limited partners thereof and any aliases code names or trade or
As used in this request the term DaVinci means DaVinci Virtual Office
general and limited partners thereof and any aliases code names or trade or
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
As used in this
request the term relating means concerning referring to
As used in this request the terms and and or shall be construed as both
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
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
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
authorizations
Atlanta GA 30303
Fesco Corp
Thomas Martin
Ahmed Elsayed
George Speranza
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
RESULT OK
no/C
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To and
Special Handling Delivery Signature Options
Recipients
Ms Coco Souvall
SATURDAY Delisery
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___________ 4_.._
Filed 06/18/10 Page 12 of 12