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Re: Quaaflac post# 51217

Tuesday, 02/13/2007 3:51:50 PM

Tuesday, February 13, 2007 3:51:50 PM

Post# of 76867
Posted by: Phisherman
In reply to: None Date:11/22/2006 2:54:26 PM
Post #of 51219

This is a copy of the E-mail I sent to Don, it is pretty long, we will see if I get a response. He may have just said "screw this".LOL

Hi Don,
I hope you have a great T-Day and that you recover from your recent surgery with flying colors. Obviously I am an investor, I have only sent you one E-mail in the past expressing my encouragement for what you are doing to combat shorts, but feel I may have something to offer in relation to the dividends you are planning. I have recently been through a similiar situation with a company that did a reverse merger (JPHC to PAIV). They had a rather large short position against them as well, and part of what they did during their corporate action was to send their newly formed restricted shares directly from the T/A to shareholders. As shareholders, we just needed to place a call directly to our brokers authorizing them to release our personal info to the T/A. I have included a PR from that action to further clarify what I am talking about. You may already be planning this course of action, but in case you weren't I feel it would further increase the effectiveness of the dividend to exclude the parties that are obviously in cahoots with helping these shorts decieve investor's of HVLN. These are quit lengthy, but very informative posts from RB and IHUB explaining a bit more about what I am taling about. Ther is also a link to that specific PR that PAIV put out. Some of this doesn't apply because it was a reverse-merger and not a dividend, but the important thing I am trying to get across is that I feel sneding the dividends directly from the T/A to shareholders might be something you might want to consider.
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By: dallas66tx
03 Jul 2006, 05:40 PM EDT

I spent about an hour and a half with both the TA and ATD trying to get things clarified concerning the certs. To make this as simple as possible I will do a Q&A type post.

Q. Do they know who the owners of record are?

A. PER THE TA...(Sandra) She has FINALLY received a verified listing of shareholders of record for both JPHC and APOA shareholders.

Q. What is the date of record for the restricted shares?

A. May 11, 2006 is the date of record for the start of the restriction.

Q. When will my broker account reflect my new PAIV RESTRICTED shares?

A. Your broker account WILL NOT REFLECT RESTRICTED PAIV SHARES.

Per the TA, the merger agreement dictated that all restricted shares were to be mailed directly to the shareholder of record and not the shareholders broker. The TA is currently in the process of contacting each broker for the official mailing address of each shareholder of record. Once the TA receives your personal mailing address from your broker, AND the cert they hold for YOUR JPHC shares, they will mail YOU a cert for your RESTRICTED PAIV shares. Per the TA, she said she hopes to have all PAIV RESTRICTED certs mailed out by end of July....pending cooporation of the brokers in forwarding your JPHC certs and personal mailing address. She also indicated she was receiving some resistance from ATD on this....imagine that.

Q. What is the cost for receiving my cert from the TA and what is the cost when I choose to sell the shares?

A. There is no cost to you to RECEIVE your certs for RESTRICTED PAIV shares. However, since these shares are governed under SEC rule 144, in order to sell shares between year one and year two, you will need to fill out a form requesting the restriction be removed. You will also be charged the following amount by the TA.

Total cost of $61 per the TA
$40 to remove the restriction
$20 to produce/mail new cert
$1 to cancel old cert

If this is done between year one and two, the restriction removal is good for 90 DAYS ONLY. YOU MUST SUBMIT AN EXTENSION REQUEST BEFORE THE END OF THE 90 DAYS OR PAY AN ADITIONAL $61 TO HAVE THE RESTRICTION REMOVED AGAIN. Keep in mind between year one and two there are still some restrictions on selling shares.

After year two...a one time fee of $61 per the TA.

You then must deal with your broker on how to handle selling your shares. They will require your cert, and you MAY incur an additional cost to have your cert put in street name. My understanding is that once YOU possess your cert, the requirement that the TA mail it to you has been satisfied, and you are free to do as you wish with your cert within SEC guidelines...if you choose to have your broker hold your shares in street name, then you can do that per their requirments/cost structure. Then I would assume your normal broker fees to sell would come in to play.

Q. What if I chose to wait 5 years to sell?

A. The TA requires a fee of $61 to remove the restriction legend and reissue a new cert. So no matter how long you choose to wait, it's gonna cost $61...or more by then...depending on if they raise their rates.

Q. What about the "restricted" PAIV shares that were sold as free trade shares through TDAmeritrade? How will those shares be accounted for?

A. You must contact TDAmeritrade or the SEC. The TA has no involvement or opinion concerning that investigation.

Q. I bought "free trade" PAIV shares on the open market the first day PAIV started trading, and I'm sure shares I purchased were "restricted" shares from the ATD fiasco. How do I verify those shares are real and not restricted?

A. As an individual that purchased "free trade" shares on the open market, you can request a securities certification certificate from your broker. Your broker is required by law to surrender in your name any securities certificates they may hold for you. You will be responsible for the cost of having your broker deliver the certificates to you. In the event they are unable to do so, or refuse to deliver your certificates, your recourse is through the legal system.

Q. Will ATD be required to buy back at "market price" all the restricted shares they allowed to be sold? How long do they have to remove these shares from the open market?

A. The TA has no comment or opinion concerning ATD's involvment with the sale of restricted securities. You must contact the SEC or ATD for information.
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Posted by: same53
Date:7/14/2006 8:49:21 PM

Very Important about Brokers and Paiv Shares

I talked three hours today to the Paiv Transfer Agent at Phone #1- 303-783-9055 and to Scottrade Compliance Dept Phone # 1-800-888-1980 EXT 1900. This is what I found out.

I would first suggest that you find out the phone number of your broker’s Compliance Dept as I did and call them to request your Paiv Restricted Shares be sent to you in your name to your home address.

You must do this otherwise the Brokerages will not do anything to help you. They are out to help themselves... The Transfer Agent and the Company Paiv have done everything they can do, it’s the Brokerages that are not cooperating because they shorted JPHC and Paiv., they got greedy and are now caught in that greed, it is up to the Shereholders of JPHC to start complaining to their Brokerage Compliance Dept. that serves him or her. You as a client signed an agreement with your Brokerage Firm and have every right to do this. The Brokerages have been telling everyone different stories to buy time because they are making huge money from shorting JPHC and PAIV.

This is what I found out today July 14, 2006 about Scottrade who is my broker about my JPHC Shares. Now remember other Brokerages are doing the same thing .This is in three Parts A, B and C.

Part A

All of our JPHC Shares were held in CEDE&CO. All of out JPHC Shares were sent to the PAIV Transfer Agent by CEDE&CO.

The Transfer Agent has all the names and share totals for all JPHC shareholders that were sent to them by CEDE&CO.

This was done two months ago. The Transfer Agent faxed all Brokerages two months ago with detailed instructions for the Brokerages to follow.so that the JPHC shares could be converted to PAIV restricted Shares and sent to the owners of those Paiv Restricted Shares at their home address.

The Transfer Agent asked for the Name, Address, Social Securtity number and the amount of JPHC Shares held in the clients account.

Now how hard is this to do, it is all done electronically.

The Transfer Agent right now has all the PAIV Restricted Shares ready to be mailed out to us at our home addresses.

So why would the Brokerages not do what the Transfer Asked them to do. This is why.

Part B

I found this out while talking to the Transfer Agent, The Transfer Agent added up all the JPHC Shares that CEDE&CO sent them.

There was a HUGE Discrepency in the total JPHC share count that CEDE&CO sent to the Transfer Agent compared to what the Brokerage Participents Share Count.stated.

Why? Because a large number of brokers loaned out JPHC Shares to other participants to cover short sales which caused the huge share price drop in Paiv which caused the huge share number difference in what CEDE&CO sent the Transfer Agent compared to the Brokerage Participants JPHC totals.

For Scottrade my Broker they loaned JPHC Shares to Merill Lynch.

Other Brokerages did the same thing with many different brokerage Firms.

For Scottrade to correct this situation they have to demand the return of all the JPHC Shares from Merill Lynch or Scottrade has to buy in Merill Lynch based on the original transaction with merill Lynch.

This is what Scottrade is trying to get out of and why they along with other brokerage firms are not cooperating with the Transfer Agentfor PAIV.

The Brokerages also want to keep your PAIV Restricted Shares in their own Vault. Why? So when the restriction is lifted they can short the shares and start this process all over again.

They can not do this if you have the Shares in your name held by you. Here is the PAIV Press release for June29, 2006 stating the procedure for the Brokers to follow. I called my Broker Scottrade on June 30, 2006 and was told everything would be taken care of by Scottade and they knew of the Press release issued by Paiv. I called again on July 13, 2006 and was told that my JPHC shares were sent to the T/A and that within 5 days i should have my Paiv shares.
I called again on july 14, 2006 and was told by numerous parties that Compliance was aware of the situation and working on it. I asked for the Compliance Dept number and received another story. I then called the Transfer Agent along with Loyola. The Transfer Agent talked to Scottrade and gave them specific Instrutions for the second time.
These conversations took 3 hours.
Press Release June 29, 2006 Paiv.
http://biz.yahoo.com/iw/060629/0140620.html

PartC

This is what I was advised to do after tallking to the Transfer Agent of Paiv phone # 1-303-783-9055 and the Investor Relation firm Loyola used for Paiv phone # 1-702-317-2300.

I also found out there will be a fee of $25.00 per Cert. If you have two accounts it is $50.00.

By all means call numbers I listed above and ask your own Questions. Use my post for a reference and remember the Broker is out for themselves and making money, expect to be told stories by all the Brokerage firms involved in this fiascal and remember demand your Paiv Restricted Shares sent to your address in your name.

So with this information I found out today and on the advice I was given I called Scottrade Compliance Dept and left a message that I as a Scottrade Clinent and shareholder of JPHC shares will file an SEC Compaint against Scottrade for their refusal in cooperating with the above parties mentioned in giving me my Paiv Restricted Shares that I am entitled to mailed to my home address in my name.. I stated that if I did not have my Restricted Paiv shares within 10 days from today July 14, 2006 I would begin my SEC Complaint. against Scottrade, I will also file a Complaint with

NASD phone # 1-203-375-9609 which is in Connecticut.
http://www.nasd.com/index.htm

SEC Complaint Link
http://www.sec.gov/complaint/selectconduct.shtml

Expect a song and dance from your Brokers saying that Latimere and DTC are involved. Do not fall for this and verify what I am posting here with the Paiv Transfer Agent..

Also I found out that the only way to stop Firms from Shorting Stock is for you the client to ask and sign an agreement with your Broker that they are not to loan your shares out. They will not tell you about this agreement you have to ask them for it. If they do loan your shares out you can sue them.
Putting a Sell order above the price of a stock does not tie your shares up as some think it stops the firms from shorting.

I hope this helps and call your Compliance Dept right away.
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Paivis, Corp. Provides Information Regarding the Exchange and Delivery of Shares as per the Recently Completed Merger With Jupiter Global Holdings, Corp.
Thursday June 29, 6:13 pm ET

ATLANTA, GA--(MARKET WIRE)--Jun 29, 2006 -- Paivis, Corp. ("PAIVIS" or the "Company") (OTC BB:PAIV.OB - News) provides additional information regarding the procedures that Jupiter Shareholders should follow in order to efficiently exchange their Jupiter common shares (the "Jupiter Shares") for their new PAIVIS shares ("Merger Shares") under the terms of the recently completed Merger Agreement with Jupiter Global Holdings, Corp. Specific details regarding the Merger Agreement and the Merger Shares can be found in the Company's Form 8-K filings made on April 25, 2006 and May 17, 2006 with the U.S. Securities and Exchange Commission.

The Merger Shares to be received by the Jupiter Shareholders are "restricted securities" as defined by Rule 144 promulgated under the Securities Act of 1933. The Merger Agreement provides that the Merger Shares will not be registered under the Securities Act, or the securities laws of any state, and absent an exemption from registration contained in such laws, cannot be transferred, hypothecated, sold or otherwise disposed of until; (i) a registration statement with respect to such securities is declared effective under the Securities Act, or (ii) PAIVIS receives an opinion of counsel for PAIVIS that an exemption from the registration requirements of the Securities Act is available.

Due to the effectiveness of the Merger, the former Jupiter Shareholders have now been registered on the transfer books of the Company but certificates representing the Merger Shares can only be issued in accordance with the Merger Agreement, particularly the Exchange of Certificates Section 1.09 (i), whereby the Jupiter Shareholders must surrender their Jupiter common share certificate(s) to the transfer agent of PAIVIS, in order to receive their Merger Shares certificate.

PAIVIS provides its new shareholders from Jupiter Global Holdings, Corp. the following instructions to complete the receipt of their Merger Shares:

A. If you owned shares in Jupiter as of May 23, 2006 that were held in
certificate form, please forward your Jupiter common stock
certificate(s) to PAIVIS' Transfer Agent to be exchanged for your
Merger Shares. PAIVIS recommends that you retain a copy of your
certificate(s) before mailing the original to the PAIVIS Transfer
Agent ("Executive Transfer"). You do not need to endorse the
certificate for transfer or include any stock power transferring
the certificate.

B. If you owned shares in Jupiter as of May 23, 2006 that were held in
a brokerage account, your broker is your key contact that can help
you receive your Merger Shares. All Jupiter shares that were held
in a brokerage account are beneficially held for you and are
considered "street name" shares and therefore you are the
beneficial owner of those street name shares. These street name
shares for Jupiter shareholders are represented on the stock books
of Jupiter by CEDE and Company (CEDE and Company is the nominee
name for Depository Trust Company). Therefore your broker through
its relationship with CEDE and Company holds your Jupiter shares
for you beneficially. Executive Transfer is currently working with
CEDE and Company, and indirectly with your broker, to process the
issuance of your Merger Shares and the cancellation of your Jupiter
Shares. You must contact your broker to have them help you in
surrendering your Jupiter Shares so you can receive your
certificate representing your Merger Shares. The most practical way
of accomplishing this is for Jupiter shareholders that have their
Jupiter Shares in a brokerage account, to have your broker
surrender your shares to Executive Transfer for you. Specifically,
ask your broker to surrender on your behalf to Executive Transfer
your Jupiter shares that they and CEDE and Company beneficially
hold for you. Since you must surrender your Jupiter Shares as per
the Merger Agreement, and your broker holds your street name shares
for you, your broker must assist you in the exchange and surrender
of your Jupiter Shares to Executive Transfer. If your broker has
questions, have them contact Executive Transfer at the phone number
given below for specific details on the exchange process by
brokers.

C. Lastly, because of the terms of the Merger Agreement, specifically
section 1.09 (i), it is imperative that you undertake the exchange
of your Jupiter Shares as soon as possible, as you will not be able
to effect any transactions in your PAIVIS shares, such as receiving
dividends if declared, until the exchange of your shares is
properly completed.

D. The transfer agent for Paivis is Executive Registrar & Transfer,
Inc. 3615 South Huron Street, Suite 104 Englewood, CO 80110
Jack Donnelly Ph. 303-783-9055 ("Executive Transfer").
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

The Private Securities Litigation Reform Act of 1995 (the "PSLRA") provides a "safe harbor" for forward-looking statements so long as those statements are identified as forward looking and are accompanied by meaningful cautionary statements identifying important factors that could cause actual results to differ materially from those projected in such statements.

Statements contained herein that are not based on historical fact, as well as other statements including words such as "anticipate," "believe," "plan," "estimate," "expect," "intend," "will," "could" and other similar expressions, constitute forward-looking statements under the PSLRA. PAIVIS intends that such forward-looking statements be subject to the safe harbor created thereby. Such forward-looking statements are based on current assumptions but involve known and unknown risks and uncertainties that may cause PAIVIS actual results, performance or achievements to differ materially from current expectations. These risks include economic, competitive, governmental, technological and other factors discussed in PAIVIS annual, quarterly and other periodic public filings on record with the Securities and Exchange Commission which can be viewed free of charge on its website at http://www.sec.gov.

Contact:
For more PAIVIS information please contact:
Paivis Shareholder Services
Phone: 800-963-6471
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Again, sorry this is so long, but it is definitely something to consider.
Happy Thanksgiving,
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