iTalk Inc. (fka TALK)

[beer$$money]

iTALK will pay the settlement > ITALK
assume the lease for the premises > ITALK
and operate as the sub-dealer > ITALK
ITALK
taking over as tenant on terms agreeable to > ITALK.

T-Mobile is agreeable to allowing Debtor to
operate the store under its current master dealer agreement; however, time is of the essence as
any further delay may threaten T-Mobile’s agreement to allow Debtor to continue to operate as
the master dealer at the Premises. In short, the proposed Settlement Agreement provides that
Debtor’s parent company, ITALK, will pay the settlement amount to Moin, assume the lease for
the Premises and operate as the sub-dealer at the Premises allowing Debtor to continue to
generate master dealer revenues. The Settlement Agreement is contingent upon Bankruptcy
Court approval, and consent and approval of the landlord for the Premises with respect to ITALK
taking over as tenant on terms agreeable to ITALK.


The T-Mobile Collateral additionally includes certain collateral owned by
T-Mobile pursuant to the consignment provisions of the T-Mobile Dealer Agreements. The TMobile
Collateral is additionally secured by Replacement Liens (as defined in the “Interim Order
Granting Debtor’s Motion Requesting Authorization to Use Cash Collateral” (Doc. No. 20) and
“Final Order Granting Debtor’s Motion Requesting Authorization to Use Cash Collateral” (Doc.
No. 48)). Debtor is current on its obligations pursuant to the T-Mobile Dealer Agreements and

Debtor shall remain current on said obligations. Debtor shall assume the T-Mobile Dealer
Agreements on the Effective Date. T-Mobile’s first priority lien shall continue and attach to the
same validity, priority and extent as existed on the Filing Date and all terms of the T-Mobile
Dealer Agreements shall remain in full force and effect.

6.2 Sources of Cash for Distribution.
The source of funds for the payments pursuant to the Plan is the continued operation of
Debtor as a carrier master dealer for T-Mobile and MetroPCS. Debtor is currently operating as a
master dealer for 33 stores and intends on opening additional stores over the next 2 years.
Additionally, Debtor intends to fund administrative expenses and provide operating capital to the
Reorganized Debtor from the New Value in Class 12. Debtor shall act as the Disbursing Agent
to make payments under the Plan unless Debtor appoints some other entity to do so. Debtor may
maintain bank accounts under the confirmed Plan in the ordinary course of business. Debtor
may also pay ordinary and necessary expenses of administration of the Plan in due course.

https://cdn.pacermonitor.com/pdfserver/4V2AHLA/65504500/United_Mobile_Solutions_LLC__ganbke-16-62537__0106.0.pdf