1. Confidential Information: Under Non-Disclosure Agreement 1 The Net2Phone VoiceLine Service

2. Confidential Information: Under Non-Disclosure Agreement 2 Net2Phone Product Line Overview Perfect for corporate or home users, the Max IP10 and VoIP Phone allow users to make low-cost calls from a full- featured telephone. Our Max Gateways enable 4 to 30 simultaneous calls per unit. The Net2Phone Dialer 2.0 software allows users to make voice or fax calls from their PC and is available in English, Spanish and French. VoiceAccess is a business trunking solution that can drastically reduce outbound and inbound calling costs. Our VoiceLine service provides savings on both inbound and outbound calls with a variety of flexible plans. Users can benefit from having a phone number from the U.S. or another country, no matter where they are located. Broadband Solutions Dialocal provides you with a telephone number from another country, enabling your overseas friends, family and business contacts to call you for the price of a local call. Dial-Up Solution The Samsung SMT- W6100 Wi-Fi phone enables users to place and receive low-cost calls over a Wi-Fi network.

3. Confidential Information: Under Non-Disclosure Agreement 3 The Net2Phone VoiceLine Service VoiceLine enables broadband users to save on both inbound and outbound calls with a variety of flexible plans and includes a host of popular calling features.

4. Confidential Information: Under Non-Disclosure Agreement 4 The VoiceLine Opportunity Who can benefit from VoiceLine? Anyone who receives calls from one of the many countries from where VoiceLine customers can choose phone numbers, including: —Argentina, Australia, Austria, Bahrain, Belgium, Bulgaria, Canada, Chile, Cyprus, Denmark, El Salvador, Estonia, Finland, France, Hungary, Ireland, Israel, Latvia, Lithuania, Luxembourg, Mexico, Netherlands, New Zealand, Norway, Pakistan, Romania, Slovakia, Slovenia, Spain, Sweden, Switzerland, U.S., U.K. Those who call internationally Both residential and small business users Who can benefit from VoiceLine? Anyone who receives calls from one of the many countries from where VoiceLine customers can choose phone numbers, including: —Argentina, Australia, Austria, Bahrain, Belgium, Bulgaria, Canada, Chile, Cyprus, Denmark, El Salvador, Estonia, Finland, France, Hungary, Ireland, Israel, Latvia, Lithuania, Luxembourg, Mexico, Netherlands, New Zealand, Norway, Pakistan, Romania, Slovakia, Slovenia, Spain, Sweden, Switzerland, U.S., U.K. Those who call internationally Both residential and small business users

5. Confidential Information: Under Non-Disclosure Agreement 5 Cost-Saving Benefits VoiceLine provides savings on both inbound and outbound calling: By acquiring a phone number from another country, you can enable your family, friends and/or business associates to save when calling you. For example, if you reside in India and choose a U.S. phone number, those in the U.S. would be able to call you without incurring long distance charges. You can also use VoiceLine to place low-cost outbound calls all over the world. In addition, you can even save on faxing VoiceLine provides savings on both inbound and outbound calling: By acquiring a phone number from another country, you can enable your family, friends and/or business associates to save when calling you. For example, if you reside in India and choose a U.S. phone number, those in the U.S. would be able to call you without incurring long distance charges. You can also use VoiceLine to place low-cost outbound calls all over the world. In addition, you can even save on faxing

6. Confidential Information: Under Non-Disclosure Agreement 6 Global Savings VoiceLine provides you with the benefits of having a phone number from another country, no matter where you reside globally. For example: Residential broadband users can drastically reduce their communication costs with family, friends and business contacts around the world Companies can utilize VoiceLine to establish a virtual presence. For example, a company with customers inside the U.S. could obtain a U.S. phone number for service and support. Those calling the company will have the same experience as they would calling any number in the U.S. VoiceLine provides you with the benefits of having a phone number from another country, no matter where you reside globally. For example: Residential broadband users can drastically reduce their communication costs with family, friends and business contacts around the world Companies can utilize VoiceLine to establish a virtual presence. For example, a company with customers inside the U.S. could obtain a U.S. phone number for service and support. Those calling the company will have the same experience as they would calling any number in the U.S.

7. Confidential Information: Under Non-Disclosure Agreement 7 VoiceLine Overview VoiceLine provides you with: A phone number from a variety of countries all over the world A variety of calling plan options, including monthly unlimited calling plans, bucket of minutes plans and pay as you go pricing A wide-range of popular calling features including VoiceMail, reach me, call waiting, 3-way calling and more VoiceLine provides you with: A phone number from a variety of countries all over the world A variety of calling plan options, including monthly unlimited calling plans, bucket of minutes plans and pay as you go pricing A wide-range of popular calling features including VoiceMail, reach me, call waiting, 3-way calling and more

8. Confidential Information: Under Non-Disclosure Agreement 8 Available Telephone Numbers VoiceLine can provide you with phone numbers from a variety of countries, including: Argentina Estonia New Zealand Australia Finland Norway Austria France Pakistan Bahrain Hungary Romania Belgium Ireland Slovakia Bulgaria Israel Slovenia Canada Latvia Spain Chile Lithuania Sweden Cyprus LuxembourgSwitzerland Denmark MexicoU.K. El Salvador NorwayU.S. VoiceLine can provide you with phone numbers from a variety of countries, including: Argentina Estonia New Zealand Australia Finland Norway Austria France Pakistan Bahrain Hungary Romania Belgium Ireland Slovakia Bulgaria Israel Slovenia Canada Latvia Spain Chile Lithuania Sweden Cyprus LuxembourgSwitzerland Denmark MexicoU.K. El Salvador NorwayU.S.

9. Confidential Information: Under Non-Disclosure Agreement 9 Calling Plans VoiceLine is a pre-paid service that offers a wide range of calling plans to meet your inbound and outbound calling needs. You can choose from: Unlimited monthly calling —Allows you to make unlimited calls to: –U.S./Canada or –U.S./Canada/U.K./France or –A number of European countries (plus U.S./Canada) (You can also call any other destination worldwide at Net2Phone’s low rates.) “Bucket of Minutes” monthly calling —Provides you with a specific number of monthly minutes for calls to a particular region (for example, U.S./Canada, Europe, Asia, India or Israel) You can also call any destination worldwide at Net2Phone’s low rates. Pay As You Go calling —Features low per-minute calling rates to destinations all over the world VoiceLine is a pre-paid service that offers a wide range of calling plans to meet your inbound and outbound calling needs. You can choose from: Unlimited monthly calling —Allows you to make unlimited calls to: –U.S./Canada or –U.S./Canada/U.K./France or –A number of European countries (plus U.S./Canada) (You can also call any other destination worldwide at Net2Phone’s low rates.) “Bucket of Minutes” monthly calling —Provides you with a specific number of monthly minutes for calls to a particular region (for example, U.S./Canada, Europe, Asia, India or Israel) You can also call any destination worldwide at Net2Phone’s low rates. Pay As You Go calling —Features low per-minute calling rates to destinations all over the world

10. Confidential Information: Under Non-Disclosure Agreement 10 Calling Plan Overview Plan TypeTelephone Number Outbound CallingInbound Calling (Subscriber Charge) Pay As You Go Local number from one of a variety of countries Per minute rates apply 2.9¢/minute or $8.99/month for unlimited Pay As You Go U.S. or U.K. Toll-Free Per minute rates apply 7¢ /minute Monthly Plans Local number from one of a variety of countries Either unlimited or a “bucket of minutes” to a specific region Unlimited Monthly Plans U.S. or U.K. Toll-Free Either unlimited or a “bucket of minutes” to a specific region First 100 minutes included in plan, 4.9¢/minute thereafter

11. Confidential Information: Under Non-Disclosure Agreement 11 Pay As You Go Summary Phone #Outbound ChargeInbound Charge Local number from from one of a variety of countries Billed at per minute rates 2.9¢/minute OR $8.99/month for unlimited inbound calls U.S. or U.K. Toll-Free Billed at per minute rates 7.0¢/minute In the Pay As You Go model, outbound rates are the same, no matter what type of number you choose. However, inbound rates vary for local and toll-free numbers. *There is an additional $5 (Austria, Estonia, Luxembourg, Norway, Slovakia, Sweden, Switzerland, U.K.), $8 (Argentina, Australia, Belgium, Bulgaria, Chile, Cyprus, Denmark, El Salvador, Finland, France, Ireland, Lithuania, Mexico, Netherlands, New Zealand, Romania, Slovenia, Spain), $10 (Bahrain, Hungary, Israel, Latvia) or $25 (Pakistan) monthly charge for local telephone numbers from various countries

12. Confidential Information: Under Non-Disclosure Agreement 12 Unlimited Plan Summary PlanMonthly Cost* Includes US/CA Unlimited$29.99 Unlimited outbound calls to U.S. & Canada Unlimited inbound calls (with local number from one of a variety of countries) OR 100 minutes of inbound calling (with U.S. or U.K. toll-free number, additional minutes billed at 4.9¢/minute) US/CA/UK/FR Unlimited $34.99 Unlimited outbound calls to U.S., Canada, U.K.** & France** Unlimited inbound calls (with local number from one of a variety of countries) OR 100 minutes of inbound calling (with U.S. or U.K. toll-free number, additional minutes billed at 4.9¢/minute) Europe Unlimited$39.99 Unlimited outbound calls to Austria, Belgium, Czech Republic, Denmark, France, Germany, Greece, Ireland, Israel, Italy, Netherlands, Norway, Portugal, Russia (Moscow, St. Petersburg), Spain, Sweden, Switzerland, U.K., Vatican City, U.S. & Canada (only cell calls to U.S./Canada are “in plan”) Unlimited inbound calls (with local number from one of a variety of countries) OR 100 minutes of inbound calling (with U.S. or U.K. toll-free number, additional minutes billed at 4.9¢/minute) **Not including cellular calls *With U.S. or Canadian local number. Add $5/mo. for a U.S./U.K. toll-free or local Austria, Canada, Estonia, Luxembourg, Norway, Slovakia, Sweden, Switzerland or U.K. phone number. Customers with a local number from Argentina, Australia, Belgium, Bulgaria, Chile, Cyprus, Denmark, El Salvador, Finland, France, Ireland, Lithuania, Mexico, Netherlands, New Zealand, Romania, Slovenia or Spain are charged an additional $8 per number per month. Customers with a local number from Bahrain, Hungary, Israel and Latvia are charged an additional $10 per number per month and local numbers from Pakistan cost $25 per month.

13. Confidential Information: Under Non-Disclosure Agreement 13 Bucket of Minutes Plan Summary PlanMonthly Plan Cost*Includes U.S./Canada $9.99 (300 outbound minutes) $14.99 (500 outbound minutes) Monthly bucket of outbound minutes to U.S./Canada, 100 inbound minutes with toll- free, unlimited inbound with local number from one of a variety of countries Europe $14.99 (350 outbound minutes) $19.99 (500 outbound minutes) Monthly bucket of outbound minutes to Europe, 100 inbound minutes with toll-free, unlimited inbound with local number from one of a variety of countries Asia $19.99 (350 outbound minutes) $24.99 (500 outbound minutes) Monthly bucket of outbound minutes to Asia, 100 inbound minutes with toll-free, unlimited inbound with local number from one of a variety of countries Israel $14.99 (350 outbound minutes) $19.99 (500 outbound minutes) Monthly bucket of outbound minutes to Israel, 100 inbound minutes with toll-free, unlimited inbound with local number from one of a variety of countries India $29.99 (150 outbound minutes) $44.99 (250 outbound minutes) $84.99 (500 outbound minutes) Monthly bucket of outbound minutes to India, 100 inbound minutes with toll-free, unlimited inbound with local number from one of a variety of countries *With U.S. or Canadian local number. Add $5/mo. for a U.S./U.K. toll-free or local Austria, Canada, Estonia, Luxembourg, Norway, Slovakia, Sweden, Switzerland or U.K. phone number. Customers with a local number from Argentina, Australia, Belgium, Bulgaria, Chile, Cyprus, Denmark, El Salvador, Finland, France, Ireland, Lithuania, Mexico, Netherlands, New Zealand, Romania, Slovenia or Spain are charged an additional $8 per number per month. Customers with a local number from Bahrain, Hungary, Israel and Latvia are charged an additional $10 per number per month and local numbers from Pakistan cost $25 per month.

14. Confidential Information: Under Non-Disclosure Agreement 14 Bucket of Minutes “In Plan” Calls PlanOutbound “In Plan” Calling Destinations U.S./CanadaU.S. and Canada (including cellular destinations) EuropeAustria, Belgium, Czech Republic, Denmark, France, Germany, Ireland, Italy, Netherlands, Norway, Russia (Moscow, St. Petersburg), Sweden, Switzerland, U.K. and Vatican City Also: U.S. and Canada Cellular destinations are not included except for U.S. and Canada AsiaAustralia, China, Hong Kong, Indonesia (Jakarta), Japan, Malaysia, New Zealand, Singapore, South Korea and Taiwan. Also: Austria, Belgium, Canada, Czech Republic, Denmark, France, Germany, Ireland, Italy, Netherlands, Norway, Russia (Moscow, St. Petersburg), Sweden, Switzerland, U.K., U.S. and Vatican City Cellular destinations are not included except for China, Hong Kong, U.S. and Canada. IsraelAll of Israel, except cellular calls Also: U.S. and Canada (including cellular destinations) IndiaAll of India, including cellular calls Outbound calls to the following countries are considered “in plan” and are deducted from the monthly bucket of minutes:

15. Confidential Information: Under Non-Disclosure Agreement 15 Bucket of Minutes “Out of Plan” Calls Bucket of minutes customers have the flexibility to use their monthly allotment of minutes on calls to anywhere in the world: For example, if a U.S./Canada plan customer calls Spain for one minute, VoiceLine simply deducts two minutes from the customer’s monthly allotment of minutes —The amount deducted varies based on the country called Many other companies charge costly overage fees Bucket of minutes customers have the flexibility to use their monthly allotment of minutes on calls to anywhere in the world: For example, if a U.S./Canada plan customer calls Spain for one minute, VoiceLine simply deducts two minutes from the customer’s monthly allotment of minutes —The amount deducted varies based on the country called Many other companies charge costly overage fees

16. Confidential Information: Under Non-Disclosure Agreement 16 Inbound/Outbound Charge Summary Plan TypePhone #Outbound Calling Charge (for subscriber) Inbound Calling Charge (for subscriber) Inbound Calling Charge (for party calling subscriber) Pay As You Go Local number from a variety of countries Per minute rates apply2.9¢/minute or $8.99 unlimited Cost of call to that particular area code Pay As You Go U.S. Toll-FreePer minute rates apply7.0¢/minuteFree if calling from U.S. Pay As You Go U.K. Toll-FreePer minute rates apply7.0¢/minuteFree if calling from U.K. UnlimitedLocal number from a variety of countries Monthly charge for unlimited calls to certain areas. Out of plan calls charged separately. No chargeCost of call to that particular area code UnlimitedU.S. Toll-FreeMonthly charge for unlimited calls to certain areas. Out of plan calls charged separately. Includes first 100 minutes, 4.9¢/minute thereafter Free if calling from U.S. UnlimitedU.K. Toll-FreeMonthly charge for unlimited calls to certain areas. Out of plan calls charged separately. Includes first 100 minutes, 4.9¢/minute thereafter Free if calling from U.K. Bucket of Minutes Local number from a variety of countries Monthly charge for a certain number of minutes to a specific region No chargeCost of call to that particular area code Bucket of Minutes U.S. Toll-FreeMonthly charge for a certain number of minutes to a specific region Includes first 100 minutes, 4.9¢/minute thereafter Free if calling from U.S. Bucket of Minutes U.K. Toll-FreeMonthly charge for a certain number of minutes to a specific region Includes first 100 minutes, 4.9¢/minute thereafter Free if calling from U.K.

17. Confidential Information: Under Non-Disclosure Agreement 17 Calling Features VoiceLine’s popular calling features are included with all of the monthly plans. (For Pay As You Go customers, VoiceMail can be added for just $0.99/month.) These calling features include: VoiceMail —Records your messages and allows you to access them from any touch-tone telephone or via the Internet Caller ID —Displays the phone number of incoming calls 3-Way Calling —Enables you to speak with two people simultaneously Call Waiting —Alerts you when a second call comes in and allows you to alternate between calls Reach Me —Routes incoming calls to multiple phone numbers VoiceLine’s popular calling features are included with all of the monthly plans. (For Pay As You Go customers, VoiceMail can be added for just $0.99/month.) These calling features include: VoiceMail —Records your messages and allows you to access them from any touch-tone telephone or via the Internet Caller ID —Displays the phone number of incoming calls 3-Way Calling —Enables you to speak with two people simultaneously Call Waiting —Alerts you when a second call comes in and allows you to alternate between calls Reach Me —Routes incoming calls to multiple phone numbers

18. Confidential Information: Under Non-Disclosure Agreement 18 Calling Features (continued) Speed Dial —Enables you to store and quickly dial up to 100 telephone numbers Redial —Allows you to call the last telephone number you dialed automatically Call Return —Allows you to call the number of your last incoming call automatically Anonymous Call Blocking —Allows you to restrict incoming calls when the caller is anonymous Do Not Disturb —Enables you to block unwanted calls during a specified time period while allowing important calls to go through Speed Dial —Enables you to store and quickly dial up to 100 telephone numbers Redial —Allows you to call the last telephone number you dialed automatically Call Return —Allows you to call the number of your last incoming call automatically Anonymous Call Blocking —Allows you to restrict incoming calls when the caller is anonymous Do Not Disturb —Enables you to block unwanted calls during a specified time period while allowing important calls to go through

19. Confidential Information: Under Non-Disclosure Agreement 19 RequirementsRequirements In order to use VoiceLine, you will need a: Net2Phone VoiceLine calling account Broadband Internet connection InnoMedia MTA 3328-2, 3328-2R or XT 6328- 2Re VoIP telephone adapter, Samsung SMT- W6100 Wi-Fi phone or Linksys SPA941 IP Phone Standard telephone (for InnoMedia MTA devices) Router (for use with InnoMedia 3328-2 only) PC with Microsoft Internet Explorer Web browser version 5.0 or higher (used for account management only; not used for calling) In order to use VoiceLine, you will need a: Net2Phone VoiceLine calling account Broadband Internet connection InnoMedia MTA 3328-2, 3328-2R or XT 6328- 2Re VoIP telephone adapter, Samsung SMT- W6100 Wi-Fi phone or Linksys SPA941 IP Phone Standard telephone (for InnoMedia MTA devices) Router (for use with InnoMedia 3328-2 only) PC with Microsoft Internet Explorer Web browser version 5.0 or higher (used for account management only; not used for calling)

20. Confidential Information: Under Non-Disclosure Agreement 20 Hardware Options You can choose the calling device that best fits your application: The InnoMedia MTA XT 6328-2Re features a built-in router to allow you to share your broadband connection throughout your network and also enables low-cost faxing The Samsung SMT-W6100 Wi-Fi phone enables you to place and receive low-cost phone calls over Wi-Fi networks The Linksys SPA941 IP Phone provides home office and business users with a multiple line VoIP calling solution You can choose the calling device that best fits your application: The InnoMedia MTA XT 6328-2Re features a built-in router to allow you to share your broadband connection throughout your network and also enables low-cost faxing The Samsung SMT-W6100 Wi-Fi phone enables you to place and receive low-cost phone calls over Wi-Fi networks The Linksys SPA941 IP Phone provides home office and business users with a multiple line VoIP calling solution

21. Confidential Information: Under Non-Disclosure Agreement 21 InnoMedia MTA XT 6328-2Re The InnoMedia MTA XT 6328-2Re allows you to plug standard telephone(s) or fax machine(s) into the adapter, and features a built-in router: Broadband/ DSL/Cable Modem

22. Confidential Information: Under Non-Disclosure Agreement 22 Samsung SMT-W6100 Wi-Fi Phone Provides savings to VoiceLine customers in Wi-Fi environments Supports a wide range of popular calling features Complies with both the 802.11b and 802.11g standards for Wi-Fi networks Provides savings to VoiceLine customers in Wi-Fi environments Supports a wide range of popular calling features Complies with both the 802.11b and 802.11g standards for Wi-Fi networks

23. Confidential Information: Under Non-Disclosure Agreement 23 Linksys SPA941 IP Phone Provides home office and business users with a multiple line VoIP calling solution Features two active lines (upgradeable to four with a simple software update) Includes a rich complement of business class features Provides home office and business users with a multiple line VoIP calling solution Features two active lines (upgradeable to four with a simple software update) Includes a rich complement of business class features

24. Confidential Information: Under Non-Disclosure Agreement 24 VoiceLine Travels With You You can take your VoiceLine device with you when you travel. When someone calls your VoiceLine number, your phone rings wherever your telephone and adapter are plugged into a broadband Internet connection. If you are unable to take your VoiceLine device with you or don’t have access to a broadband Internet connection, you can still save. You can use your VoiceLine account as a calling card account and save on calls from any phone, anywhere, any time. You can take your VoiceLine device with you when you travel. When someone calls your VoiceLine number, your phone rings wherever your telephone and adapter are plugged into a broadband Internet connection. If you are unable to take your VoiceLine device with you or don’t have access to a broadband Internet connection, you can still save. You can use your VoiceLine account as a calling card account and save on calls from any phone, anywhere, any time.

25. Confidential Information: Under Non-Disclosure Agreement 25 Competitive Advantages Net2Phone Advantage Benefit ExperienceNet2Phone has more than ten years of VoIP telephony experience, backed by a privately-managed, highly scalable network Flexible Calling PlansVoiceLine features a pay as you go model as well as unlimited and bucket of minute monthly calling plans. Instead of charging overage fees, VoiceLine allows bucket of minute customers to deduct out of plan calls from their monthly allotment of minutes. Unlimited Calling to a Number of European Countries VoiceLine offers unlimited plans for outbound calling to U.S./Canada, U.S./Canada/U.K./France or a number of other European countries (+ U.S./Canada) Payment in Local Currency You do not need a credit card and can make payments to their reseller in local currency Wide Range of Numbers VoiceLine users can select numbers from the U.S., U.K., Argentina, Australia, Belgium, Brazil, Bulgaria, Canada, Chile, Cyprus, Czech Republic, Denmark, Estonia, Finland, Guatemala, France, Hungary, Israel, Latvia, Luxembourg, Mexico, Netherlands, Norway, Peru, Poland, Spain, Sweden, Switzerland and Turkey (+ U.S. & U.K. toll-free numbers)

26. Confidential Information: Under Non-Disclosure Agreement 26 Competitive Advantages (continued) Net2Phone Advantage Benefit International Shipping Net2Phone will ship its VoIP telephone adapter worldwide Web/Account Management VoiceLine features a convenient on-line account management center Simplified DialingIf you are located outside of the U.S., you can dial as you normally would instead of having to dial as if you were in the U.S. Calling Card Functionality You can use your VoiceLine account to make low-cost calling card calls from any phone, anywhere, any time No Extra FeesVoiceLine does not charge any activation, cancellation or regulatory recovery fees