Master Distributor Agreement
This AGREEMENT is signed between PVI and Master Distributor as designated below:
THIS MASTER DISTRIBUTOR AGREEMENT (hereinafter the "Agreement"), is made and entered into as of
the 30TH day of December, 1998 by and between PVI, a corporation organized and existing under the laws of
the State of Delaware authorized to do business in Texas, and Master Distributor, a corporation organized and
existing under the laws of the State of Texas.
PVI is in the business of providing certain voice recognition products and services having multiple applications in
the telecommunication industry (collectively referred to hereinafter, as the "Services").
Master Distributor is a member of an affiliated group of companies based in Texas which, through a network of
agents and distributors, provide various telecommunication related services including Personal Communication
Services (PCS), Telephone Answering Services (TAS), long distance, voice mail and paging services. In order to
increase its sales of the Services, PVI is establishing a national distribution network through the creation of
multiple distributorships (the "Distributorships"). The Master Distributor desires to establish a Distributorship and
PVI has agreed to grant the Distributor the distribution rights set forth herein. Accordingly in consideration of the
mutual covenants and agreements set forth below, PVI and Master Distributor agree as follows:
1 DEFINITIONS: (as used in this Agreement)
1.1 Master Distributor means the company as noted herein that has purchased the right to market PVI products
and Services within but not limited to certain Market Areas as shall be further defined in the territory referred to
in Exhibit I A and Exhibit 1 B hereinafter this area shall be defined for further references as the Market Area
throughout this Agreement.
1.2 Distributor means a legally established corporation, entity, or individual qualified to sell and/or distribu