Health Care Business Single Asset Real Estate as defined

Transcription

1 }bk1{form 1. Voluntary Petition}bk{ B1 (fficial Form 1)(1/08) ame of ebtor (if individual enter Last First Middle): VizionWare nc. nited States Bankruptcy ourt Western istrict of exas ame of Joint ebtor (Spouse) (Last First Middle): Voluntary Petition All ther ames used by the ebtor in the last 8 years (include married maiden and trade names): FKA XM nc.; FKA XM nc. All ther ames used by the Joint ebtor in the last 8 years (include married maiden and trade names): Last four digits of Soc. Sec. or ndividualaxpayer.. () o./omplete (if more than one state all) Street Address of ebtor (o. and Street ity and State): Riata Vista ircle Suite A115 Austin X ZP ode ounty of Residence or of the Principal Place of Business: ravis Mailing Address of ebtor (if different from street address): Last four digits of Soc. Sec. or ndividualaxpayer.. () o./omplete (if more than one state all) Street Address of Joint ebtor (o. and Street ity and State): ounty of Residence or of the Principal Place of Business: Mailing Address of Joint ebtor (if different from street address): ZP ode ZP ode ZP ode Location of Principal Assets of Business ebtor (if different from street address above): ype of ebtor (Form of rganization) (heck one box) ndividual (includes Joint ebtors) See xhibit on page 2 of this form. orporation (includes LL and LLP) Partnership ther (f debtor is not one of the above entities check this box and state type of entity below.) Full Filing Fee attached Filing Fee (heck one box) ature of Business (heck one box) Health are Business Single Asset Real state as defined in 11.S (51B) Railroad Stockbroker ommodity Broker learing Bank ther axxempt ntity (heck box if applicable) ebtor is a taxexempt organization under itle 26 of the nited States ode (the nternal Revenue ode). Filing Fee to be paid in installments (applicable to individuals only). Must attach signed application for the court's consideration certifying that the debtor is unable to pay fee except in installments. Rule 1006(b). See fficial Form 3A. Filing Fee waiver requested (applicable to chapter 7 individuals only). Must attach signed application for the court's consideration. See fficial Form 3B. Statistical/Administrative nformation ebtor estimates that funds will be available for distribution to unsecured creditors. ebtor estimates that after any exempt property is excluded and administrative expenses paid there will be no funds available for distribution to unsecured creditors. stimated umber of reditors hapter 7 hapter 9 hapter 11 hapter 12 hapter VR stimated Assets $0 to $50001 to $ to $ $ $ $ $ $ More than $50000 $ $ to $1 to $10 to $50 to $100 to $500 to $1 billion $1 billion million million million million million stimated Liabilities $0 to $50001 to $ to $ $ $ $ $ $ More than $50000 $ $ to $1 to $10 to $50 to $100 to $500 to $1 billion $1 billion million million million million million hapter of Bankruptcy ode nder Which the Petition is Filed (heck one box) hapter 15 Petition for Recognition of a Foreign Main Proceeding hapter 15 Petition for Recognition of a Foreign onmain Proceeding ature of ebts (heck one box) ebts are primarily consumer debts defined in 11.S.. 101(8) as "incurred by an individual primarily for a personal family or household purpose." ebts are primarily business debts. heck one box: hapter 11 ebtors ebtor is a small business debtor as defined in 11.S.. 101(51). ebtor is not a small business debtor as defined in 11.S.. 101(51). heck if: ebtor s aggregate noncontingent liquidated debts (excluding debts owed to insiders or affiliates) are less than $ heck all applicable boxes: A plan is being filed with this petition. Acceptances of the plan were solicited prepetition from one or more classes of creditors in accordance with 11.S (b). HS SPA S FR R S LY

2 B1 (fficial Form 1)(1/08) Page 2 ame of ebtor(s): Voluntary Petition VizionWare nc. (his page must be completed and filed in every case) All Prior Bankruptcy ases Filed Within Last 8 Years (f more than two attach additional sheet) Location ase umber: ate Filed: Where Filed: one Location ase umber: ate Filed: Where Filed: Pending Bankruptcy ase Filed by any Spouse Partner or Affiliate of this ebtor (f more than one attach additional sheet) ame of ebtor: ase umber: ate Filed: one istrict: Relationship: Judge: xhibit A (o be completed if debtor is required to file periodic reports (e.g. forms 10K and 10Q) with the Securities and xchange ommission pursuant to Section 13 or 15(d) of the Securities xchange Act of 1934 and is requesting relief under chapter 11.) xhibit A is attached and made a part of this petition. xhibit B (o be completed if debtor is an individual whose debts are primarily consumer debts.) the attorney for the petitioner named in the foregoing petition declare that have informed the petitioner that [he or she] may proceed under chapter or 13 of title 11 nited States ode and have explained the relief available under each such chapter. further certify that delivered to the debtor the notice required by 11.S.. 342(b). X Signature of Attorney for ebtor(s) (ate) xhibit oes the debtor own or have possession of any property that poses or is alleged to pose a threat of imminent and identifiable harm to public health or safety? Yes and xhibit is attached and made a part of this petition. o. xhibit (o be completed by every individual debtor. f a joint petition is filed each spouse must complete and attach a separate xhibit.) xhibit completed and signed by the debtor is attached and made a part of this petition. f this is a joint petition: xhibit also completed and signed by the joint debtor is attached and made a part of this petition. nformation Regarding the ebtor Venue (heck any applicable box) ebtor has been domiciled or has had a residence principal place of business or principal assets in this istrict for 180 days immediately preceding the date of this petition or for a longer part of such 180 days than in any other istrict. here is a bankruptcy case concerning debtor's affiliate general partner or partnership pending in this istrict. ebtor is a debtor in a foreign proceeding and has its principal place of business or principal assets in the nited States in this istrict or has no principal place of business or assets in the nited States but is a defendant in an action or proceeding [in a federal or state court] in this istrict or the interests of the parties will be served in regard to the relief sought in this istrict. ertification by a ebtor Who Resides as a enant of Residential Property (heck all applicable boxes) Landlord has a judgment against the debtor for possession of debtor's residence. (f box checked complete the following.) (ame of landlord that obtained judgment) (Address of landlord) ebtor claims that under applicable nonbankruptcy law there are circumstances under which the debtor would be permitted to cure the entire monetary default that gave rise to the judgment for possession after the judgment for possession was entered and ebtor has included in this petition the deposit with the court of any rent that would become due during the 30day period after the filing of the petition. ebtor certifies that he/she has served the Landlord with this certification. (11.S.. 362(l)).

3 B1 (fficial Form 1)(1/08) Page 3 ame of ebtor(s): Voluntary Petition VizionWare nc. (his page must be completed and filed in every case) Signatures Signature(s) of ebtor(s) (ndividual/joint) Signature of a Foreign Representative X X declare under penalty of perjury that the information provided in this petition is true and correct. [f petitioner is an individual whose debts are primarily consumer debts and has chosen to file under chapter 7] am aware that may proceed under chapter or 13 of title 11 nited States ode understand the relief available under each such chapter and choose to proceed under chapter 7. [f no attorney represents me and no bankruptcy petition preparer signs the petition] have obtained and read the notice required by 11.S.. 342(b). request relief in accordance with the chapter of title 11 nited States ode specified in this petition. Signature of ebtor Signature of Joint ebtor elephone umber (f not represented by attorney) X declare under penalty of perjury that the information provided in this petition is true and correct that am the foreign representative of a debtor in a foreign proceeding and that am authorized to file this petition. (heck only one box.) request relief in accordance with chapter 15 of title 11. nited States ode. ertified copies of the documents required by 11.S are attached. Pursuant to 11.S request relief in accordance with the chapter of title 11 specified in this petition. A certified copy of the order granting recognition of the foreign main proceeding is attached. Signature of Foreign Representative Printed ame of Foreign Representative ate Signature of onattorney Bankruptcy Petition Preparer X X ate Signature of Attorney* /s/. Randall arr Signature of Attorney for ebtor(s). Randall arr Printed ame of Attorney for ebtor(s). Randall arr Attorney at Law Firm ame 700 Lavaca Street Suite 1020 Austin X Address mail: randy@carrlawyer.com (512) Fax: (512) elephone umber ctober ate *n a case in which 707(b)(4)() applies this signature also constitutes a certification that the attorney has no knowledge after an inquiry that the information in the schedules is incorrect. Signature of ebtor (orporation/partnership) declare under penalty of perjury that the information provided in this petition is true and correct and that have been authorized to file this petition on behalf of the debtor. he debtor requests relief in accordance with the chapter of title 11 nited States ode specified in this petition. /s/ Larry Woodson Signature of Authorized ndividual Larry Woodson Printed ame of Authorized ndividual President and hief xecutive fficer itle of Authorized ndividual ctober ate X declare under penalty of perjury that: (1) am a bankruptcy petition preparer as defined in 11.S.. 110; (2) prepared this document for compensation and have provided the debtor with a copy of this document and the notices and information required under 11.S.. 110(b) 110(h) and 342(b); and (3) if rules or guidelines have been promulgated pursuant to 11.S.. 110(h) setting a maximum fee for services chargeable by bankruptcy petition preparers have given the debtor notice of the maximum amount before preparing any document for filing for a debtor or accepting any fee from the debtor as required in that section. fficial Form 19 is attached. Printed ame and title if any of Bankruptcy Petition Preparer SocialSecurity number (f the bankrutpcy petition preparer is not an individual state the Social Security number of the officer principal responsible person or partner of the bankruptcy petition preparer.)(required by 11.S ) Address ate Signature of Bankruptcy Petition Preparer or officer principal responsible personor partner whose Social Security number is provided above. ames and SocialSecurity numbers of all other individuals who prepared or assisted in preparing this document unless the bankruptcy petition preparer is not an individual: f more than one person prepared this document attach additional sheets conforming to the appropriate official form for each person. A bankruptcy petition preparer s failure to comply with the provisions of title 11 and the Federal Rules of Bankruptcy Procedure may result in fines or imprisonment or both 11.S.. 110; 18.S

4 A BY AMS WR S F H BAR F RRS F VZWAR. Pursuant to the General orporation Law of the State of elaware the undersigned being all of the members of the Board of irectors (the Board ) of VizionWare nc. a elaware corporation (the ompany ) waiving all notice hereby unanimously consent to the following resolutions effective as of September : Bankruptcy Filing WHRAS the Board has discussed whether exigent circumstances have made it necessary or desirable for the ompany to commence voluntary proceedings for relief under hapter 7 of itle 11 of the nited States ode 11.S et seq. (as amended the Bankruptcy ode ); and WHRAS upon due deliberation in the course of such discussion the Board has unanimously determined in light of such circumstances that it is in the best interest of the ompany to file a voluntary petition under hapter 7 of the Bankruptcy ode. W HRFR B RSLV the ompany shall without any further action by the Board be authorized to file a voluntary petition for relief under hapter 7 of the Bankruptcy ode; and further RSLV that Larry Woodson (the Authorized Representative ) be and hereby is authorized and directed by the Board (consistent with the rights and powers vested in them by elaware law and the ompany s ertificate of ncorporation and Bylaws) to execute and deliver all documents necessary to perfect the filing of a voluntary bankruptcy case on behalf of the ompany; and further RSLV that the Authorized Representative be and hereby is authorized and directed to appear in all bankruptcy proceedings on behalf of the ompany and to otherwise do and perform all acts and deeds and to execute and deliver all necessary documents on behalf of the ompany in connection with such bankruptcy case; and further RSLV that the ompany shall employ. Randall arr Attorney at Law to represent the ompany as bankruptcy counsel in such case and in connection therewith to remit to such counsel a fee pursuant to his engagement with the ompany; and further

5 RSLV that the execution by the Authorized Representative of any document authorized by the foregoing resolutions or any document executed in the accomplishment of any action or actions so authorized shall become upon delivery the enforceable and binding act and obligation of the ompany; and further RSLV that all acts transactions or agreements undertaken prior to the adoption of these resolutions by the Authorized Representative in the name of the ompany and on its behalf in connection with the foregoing matters are ratified confirmed and adopted by the ompany; and further RSLV this Written onsent may be executed in one or more counterparts. WSS WHRF the undersigned have executed this Written onsent to be effective as of the date first above written. /s/ Jay ampion Jay ampion /s/ an ompkins an ompkins /s/ Larry Woodson Larry Woodson

6 }bk1{form 6. Sumary of Schedules}bk{ B6 Summary (fficial Form 6 Summary) (12/07) nited States Bankruptcy ourt Western istrict of exas n re VizionWare nc. ebtor ase o. hapter 7 SMMARY F SHLS ndicate as to each schedule whether that schedule is attached and state the number of pages in each. Report the totals from Schedules A B F and J in the boxes provided. Add the amounts from Schedules A and B to determine the total amount of the debtor s assets. Add the amounts of all claims from Schedules and F to determine the total amount of the debtor s liabilities. ndividual debtors must also complete the "Statistical Summary of ertain Liabilities and Related ata" if they file a case under chapter 7 11 or 13. AM F SHL AAH. F ASSS LABLS HR (YS/) SHS A Real Property Yes 1 B Personal Property Yes Property laimed as xempt o 0 reditors Holding Secured laims Yes reditors Holding nsecured Priority laims (otal of laims on Schedule ) Yes F reditors Holding nsecured onpriority laims Yes G xecutory ontracts and nexpired Leases Yes 1 H odebtors Yes 1 urrent ncome of ndividual ebtor(s) J urrent xpenditures of ndividual ebtor(s) otal umber of Sheets of ALL Schedules o o 0 /A 0 /A 52 otal Assets otal Liabilities opyright (c) Best ase Solutions vanston L (800)

7 }bk1{form 6. Statistical Sumary of ertain Liabilities and Related ata}bk{ Form 6 Statistical Summary (12/07) nited States Bankruptcy ourt Western istrict of exas n re VizionWare nc. ebtor ase o. hapter 7 SASAL SMMARY F RA LABLS A RLA AA (28.S.. 159) f you are an individual debtor whose debts are primarily consumer debts as defined in 101(8) of the Bankruptcy ode (11.S.. 101(8)) filing a case under chapter 7 11 or 13 you must report all information requested below. heck this box if you are an individual debtor whose debts are primarily consumer debts. You are not required to report any information here. his information is for statistical purposes only under 28.S Summarize the following types of liabilities as reported in the Schedules and total them. ype of Liability Amount omestic Support bligations (from Schedule ) axes and ertain ther ebts wed to Governmental nits (from Schedule ) laims for eath or Personal njury While ebtor Was ntoxicated (from Schedule ) (whether disputed or undisputed) Student Loan bligations (from Schedule F) omestic Support Separation Agreement and ivorce ecree bligations ot Reported on Schedule bligations to Pension or ProfitSharing and ther Similar bligations (from Schedule F) AL State the following: Average ncome (from Schedule Line 16) Average xpenses (from Schedule J Line 18) urrent Monthly ncome (from Form 22A Line 12; R Form 22B Line 11; R Form 22 Line 20 ) State the following: 1. otal from Schedule "SR PR F AY" column 2. otal from Schedule "AM L PRRY" column 3. otal from Schedule "AM L PRRY F AY" column 4. otal from Schedule F 5. otal of nonpriority unsecured debt (sum of 1 3 and 4) opyright (c) Best ase Solutions vanston L (800)

8 }bk1{schedule A Real Property}bk{ B6A (fficial Form 6A) (12/07) n re VizionWare nc. ebtor ase o. SHL A RAL PRPRY xcept as directed below list all real property in which the debtor has any legal equitable or future interest including all property owned as a cotenant community property or in which the debtor has a life estate. nclude any property in which the debtor holds rights and powers exercisable for the debtor's own benefit. f the debtor is married state whether husband wife both or the marital community own the property by placing an "H" "W" "J" or "" in the column labeled "Husband Wife Joint or ommunity." f the debtor holds no interest in real property write "one" under "escription and Location of Property." o not include interests in executory contracts and unexpired leases on this schedule. List them in Schedule G xecutory ontracts and nexpired Leases. f an entity claims to have a lien or hold a secured interest in any property state the amount of the secured claim. See Schedule. f no entity claims to hold a secured interest in the property write "one" in the column labeled "Amount of Secured laim." f the debtor is an individual or if a joint petition is filed state the amount of any exemption claimed in the property only in Schedule Property laimed as xempt. escription and Location of Property ature of ebtor's nterest in Property Husband Wife Joint or ommunity urrent Value of ebtor's nterest in Property without educting any Secured laim or xemption Amount of Secured laim one Subotal > (otal of this page) 0 continuation sheets attached to the Schedule of Real Property otal > (Report also on Summary of Schedules) opyright (c) Best ase Solutions vanston L (800)

9 }bk1{schedule B Personal Property}bk{ B6B (fficial Form 6B) (12/07) n re VizionWare nc. ebtor ase o. xcept as directed below list all personal property of the debtor of whatever kind. f the debtor has no property in one or more of the categories place an "x" in the appropriate position in the column labeled "one." f additional space is needed in any category attach a separate sheet properly identified with the case name case number and the number of the category. f the debtor is married state whether husband wife both or the marital community own the property by placing an "H" "W" "J" or "" in the column labeled "Husband Wife Joint or ommunity." f the debtor is an individual or a joint petition is filed state the amount of any exemptions claimed only in Schedule Property laimed as xempt. o not list interests in executory contracts and unexpired leases on this schedule. List them in Schedule G xecutory ontracts and nexpired Leases. f the property is being held for the debtor by someone else state that person's name and address under "escription and Location of Property." f the property is being held for a minor child simply state the child's initials and the name and address of the child's parent or guardian such as "A.B. a minor child by John oe guardian." o not disclose the child's name. See 11.S and Fed. R. Bankr. P. 1007(m). ype of Property 1. ash on hand X SHL B PRSAL PRPRY escription and Location of Property Husband Wife Joint or ommunity urrent Value of ebtor's nterest in Property without educting any Secured laim or xemption 2. hecking savings or other financial accounts certificates of deposit or shares in banks savings and loan thrift building and loan and homestead associations or credit unions brokerage houses or cooperatives. 3. Security deposits with public utilities telephone companies landlords and others. hecking Account x553 Square 1 Bank 600 ongress Ave. Ste Austin X Money Market Account x557 Square 1 Bank 600 ongress Ave. Ste Austin X redit ard ollateral hecking Acct. x541 Square 1 Bank 600 ongress Ave. Ste Austin X Landlord eposit Harvest Riata LL c/o Live akgottesman 300 West 6th St. Ste Austin X Household goods and furnishings including audio video and computer equipment. 5. Books pictures and other art objects antiques stamp coin record tape compact disc and other collections or collectibles. X X 6. Wearing apparel. X 7. Furs and jewelry. X 8. Firearms and sports photographic and other hobby equipment. X Subotal > (otal of this page) continuation sheets attached to the Schedule of Personal Property opyright (c) Best ase Solutions vanston L (800)

10 B6B (fficial Form 6B) (12/07) ont. n re VizionWare nc. ebtor ase o. SHL B PRSAL PRPRY (ontinuation Sheet) ype of Property escription and Location of Property Husband Wife Joint or ommunity urrent Value of ebtor's nterest in Property without educting any Secured laim or xemption 9. nterests in insurance policies. ame insurance company of each policy and itemize surrender or refund value of each. Management Liability nsurance ancellation Value arolina asualty nsurance o ouchton Road ast Building 100 Suite 400 Jacksonville FL Annuities. temize and name each issuer. 11. nterests in an education RA as defined in 26.S.. 530(b)(1) or under a qualified State tuition plan as defined in 26.S.. 529(b)(1). Give particulars. (File separately the record(s) of any such interest(s). 11.S.. 521(c).) 12. nterests in RA RSA Keogh or other pension or profit sharing plans. Give particulars. 13. Stock and interests in incorporated and unincorporated businesses. temize. 14. nterests in partnerships or joint ventures. temize. 15. Government and corporate bonds and other negotiable and nonnegotiable instruments. X X X X X X 16. Accounts receivable. See xhibit B Alimony maintenance support and property settlements to which the debtor is or may be entitled. Give particulars. 18. ther liquidated debts owed to debtor including tax refunds. Give particulars. X X 19. quitable or future interests life estates and rights or powers exercisable for the benefit of the debtor other than those listed in Schedule A Real Property. X Subotal > (otal of this page) Sheet 1 of 17 continuation sheets attached to the Schedule of Personal Property opyright (c) Best ase Solutions vanston L (800)

11 B6B (fficial Form 6B) (12/07) ont. n re VizionWare nc. ebtor ase o. SHL B PRSAL PRPRY (ontinuation Sheet) ype of Property escription and Location of Property Husband Wife Joint or ommunity urrent Value of ebtor's nterest in Property without educting any Secured laim or xemption 20. ontingent and noncontingent interests in estate of a decedent death benefit plan life insurance policy or trust. X 21. ther contingent and unliquidated claims of every nature including tax refunds counterclaims of the debtor and rights to setoff claims. Give estimated value of each. 22. Patents copyrights and other intellectual property. Give particulars. Litigation claims against omls nc. as set forth in ause o. 1G istrict ourt of ravis ounty exas. Patent ssued SA o. 10/ Method and system of reducing electromagnetic interference emissions. Patent Application Pending hina o Method and system of reducing electromagnetic interference emissions. Patent Application Pending urope o Method and system of reducing electromagnetic interference emissions. Patent Application Pending Japan o Method and system of reducing electromagnetic interference emissions. Patent Application Pending Korea o Method and system of reducing electromagnetic interference emissions. Patent Application Pending World Provisional o. P/S2003/ Method and system of reducing electromagnetic interference emissions. Patent Application Pending SA o. 11/ Reduced M using transmission offsets. Patent Application Pending SA o.11/ oise source synchronization for power spread signals. nknown Subotal > (otal of this page) Sheet 2 of 17 continuation sheets attached to the Schedule of Personal Property opyright (c) Best ase Solutions vanston L (800)

12 B6B (fficial Form 6B) (12/07) ont. n re VizionWare nc. ebtor ase o. SHL B PRSAL PRPRY (ontinuation Sheet) ype of Property escription and Location of Property Husband Wife Joint or ommunity urrent Value of ebtor's nterest in Property without educting any Secured laim or xemption Patent ssued SA o. 11/ Reduced M device and method thereof. Patent Application Pending SA o. 11/ Reduced M using multiple noise sources. Patent Application Pending SA o. 11/ Reduced M in parallel transmissions. Patent Application Pending World Provisional P/S2005/ echniques for reducing M. Patent Application Pending aiwan o echniques for reducing M. Patent Application Pending SA o. 60/ System and method for reduction of M cables and other interconnects. Patent Application Pending SA o. 11/ System and method for designing shielded interconnects. Patent Application Pending SA 11/ Active signal management in cables and other interconnects. Patent Application Pending aiwan Active signal management in cables and other interconnects. Patent Application Pending World Provisional o. P/S2006/60611 Active signal management in cables and other interconnects. Patent Application Pending SA. 11/ Subotal > (otal of this page) Sheet 3 of 17 continuation sheets attached to the Schedule of Personal Property opyright (c) Best ase Solutions vanston L (800)

13 B6B (fficial Form 6B) (12/07) ont. n re VizionWare nc. ebtor ase o. SHL B PRSAL PRPRY (ontinuation Sheet) ype of Property escription and Location of Property Husband Wife Joint or ommunity urrent Value of ebtor's nterest in Property without educting any Secured laim or xemption Patent Application Pending SA o. 11/ ncoding and serializationdeserialization for digital signals. Patent Application Pending SA o. 11/ Method and system for conversion between quasidifferential signaling and true differential signaling. Patent Application Pending SA o. 11/ Skew management in cables and other interconnects. Patent Application Pending SA Adaptive 2 wire bus. Patent Application Pending SA ata transaction direction detection in an adaptive 2 wire bus. Patent Application Pending SA lock mode detection in an adaptive 2 wire bus. Patent Application Pending SA lock stretching in an adaptive 2 wire bus. Patent Application Pending SA able assembly having an adaptive 2 wire bus. otal patent portfolio of issued patents and pending applications listed in Schedule B has an estimated fair market value of $250. rademark VZWAR o rademark HWRZ o rademark LARY o rademark PRFY o Subotal > (otal of this page) Sheet 4 of 17 continuation sheets attached to the Schedule of Personal Property opyright (c) Best ase Solutions vanston L (800)

14 B6B (fficial Form 6B) (12/07) ont. n re VizionWare nc. ebtor ase o. SHL B PRSAL PRPRY (ontinuation Sheet) ype of Property escription and Location of Property Husband Wife Joint or ommunity urrent Value of ebtor's nterest in Property without educting any Secured laim or xemption 23. Licenses franchises and other general intangibles. Give particulars. rademark S WHA Y'R MSSG o rademark H WRZ o rademark VZWAR (LG) o rademark VZWAR (LG) o rademark VZWAR (LG) o License Agreement for certain intellectual property with niversity of Houston nknown 24. ustomer lists or other compilations containing personally identifiable information (as defined in 11.S.. 101(41A)) provided to the debtor by individuals in connection with obtaining a product or service from the debtor primarily for personal family or household purposes. 25. Automobiles trucks trailers and other vehicles and accessories. X X 26. Boats motors and accessories. X 27. Aircraft and accessories. X 28. ffice equipment furnishings and supplies. Polycom Speaker Phone welve 6'x6' cubicles Seventeen 9'x6' cubicles Six omfortedge chairs Subotal > (otal of this page) 432 Sheet 5 of 17 continuation sheets attached to the Schedule of Personal Property opyright (c) Best ase Solutions vanston L (800)

15 B6B (fficial Form 6B) (12/07) ont. n re VizionWare nc. ebtor ase o. SHL B PRSAL PRPRY (ontinuation Sheet) ype of Property escription and Location of Property Husband Wife Joint or ommunity urrent Value of ebtor's nterest in Property without educting any Secured laim or xemption en Swingtun chairs en Hawwarsh chairs ine lab height chairs Six storage cabinets 100 linear feet of cubicle walls Fire resistant storage cabinet Five wire shelving racks Wire storage cart Small conference table and 4 chairs 7 blue side chairs wo coffee makers Microwave Subotal > (otal of this page) 133 Sheet 6 of 17 continuation sheets attached to the Schedule of Personal Property opyright (c) Best ase Solutions vanston L (800)

16 B6B (fficial Form 6B) (12/07) ont. n re VizionWare nc. ebtor ase o. SHL B PRSAL PRPRY (ontinuation Sheet) ype of Property escription and Location of Property Husband Wife Joint or ommunity urrent Value of ebtor's nterest in Property without educting any Secured laim or xemption 29. Machinery fixtures equipment and supplies used in business. Refrigerator wo 4 drawer lateral files ne 2 drawer lateral file xecutive desk redenza xecutive chair wo upholstered side chairs Miscellaneous office supplies wo Gefen V splitters 2 in 4 out Four Gefen 1:8 HM amps cables ardscan Subotal > (otal of this page) 144 Sheet 7 of 17 continuation sheets attached to the Schedule of Personal Property opyright (c) Best ase Solutions vanston L (800)

17 B6B (fficial Form 6B) (12/07) ont. n re VizionWare nc. ebtor ase o. SHL B PRSAL PRPRY (ontinuation Sheet) ype of Property escription and Location of Property Husband Wife Joint or ommunity urrent Value of ebtor's nterest in Property without educting any Secured laim or xemption Four desk lamps ne floor lamp Sharp Aquos V 32" Sony Bravia V wo Yamaha RXV861 AV receivers wo iles S 6.5 High Performance speakers Gefen 2:8 istribution amplifier Surge protector hree Gefen 1:8 istribution amplifiers wo oshiba H Vs AP Box wo folding easels in case Subotal > (otal of this page) 258 Sheet 8 of 17 continuation sheets attached to the Schedule of Personal Property opyright (c) Best ase Solutions vanston L (800)

18 B6B (fficial Form 6B) (12/07) ont. n re VizionWare nc. ebtor ase o. SHL B PRSAL PRPRY (ontinuation Sheet) ype of Property escription and Location of Property Husband Wife Joint or ommunity urrent Value of ebtor's nterest in Property without educting any Secured laim or xemption Marketing case for V Marketing case for accessories mpact Acoustics Switch 5 port H odex ML200 etworked Media Player ompusa etwork Switch etgear thernet Switch Big surge protector xtension cords Pioneer BPH1 lite LG BH100 BluRay isc ell Powerdge 2400 Server HP esignjet 755M Subotal > (otal of this page) 147 Sheet 9 of 17 continuation sheets attached to the Schedule of Personal Property opyright (c) Best ase Solutions vanston L (800)

19 B6B (fficial Form 6B) (12/07) ont. n re VizionWare nc. ebtor ase o. SHL B PRSAL PRPRY (ontinuation Sheet) ype of Property escription and Location of Property Husband Wife Joint or ommunity urrent Value of ebtor's nterest in Property without educting any Secured laim or xemption Show Booth xtra Mile nc Whispering rail r. Hoffman states L Sharp Aquos V 52" wo Westinghouse Vs 42" anon 10 Key ptima L Projector nfocus L Projector ell L Projector lectronic Scale Scale Marketing isplay (roll up) Fan Four standard V players Subotal > (otal of this page) Sheet 10 of 17 continuation sheets attached to the Schedule of Personal Property opyright (c) Best ase Solutions vanston L (800)

20 B6B (fficial Form 6B) (12/07) ont. n re VizionWare nc. ebtor ase o. SHL B PRSAL PRPRY (ontinuation Sheet) ype of Property escription and Location of Property Husband Wife Joint or ommunity urrent Value of ebtor's nterest in Property without educting any Secured laim or xemption enon amp Protec power supply Rhodes & Swartz spectrum analyzer ek scilloscope nstek Power Supply Standard Func Generator Quantum ata Video ester GwinStek power supplies GM Multimeter Fluke Multimeter nspection stations Hako solder gun Subotal > (otal of this page) 4360 Sheet 11 of 17 continuation sheets attached to the Schedule of Personal Property opyright (c) Best ase Solutions vanston L (800)

21 B6B (fficial Form 6B) (12/07) ont. n re VizionWare nc. ebtor ase o. SHL B PRSAL PRPRY (ontinuation Sheet) ype of Property escription and Location of Property Husband Wife Joint or ommunity urrent Value of ebtor's nterest in Property without educting any Secured laim or xemption 577 urve tracer Lako F lluminator nternally developed tester Austin Power supply S 6804B Storage scope BlueWave 50 AS ek G 5274 Playstation Samsung BluRay raftsman tool box and various tools Assorted switches and bridges lab supplies Subotal > (otal of this page) Sheet 12 of 17 continuation sheets attached to the Schedule of Personal Property opyright (c) Best ase Solutions vanston L (800)

22 B6B (fficial Form 6B) (12/07) ont. n re VizionWare nc. ebtor ase o. SHL B PRSAL PRPRY (ontinuation Sheet) ype of Property escription and Location of Property Husband Wife Joint or ommunity urrent Value of ebtor's nterest in Property without educting any Secured laim or xemption Rolling laptop case ell Precision M60 Laptop case wo HP docking stations XB2000 ell nspiron 6000 laptop Macbook Pro laptop hree hinkpad laptops HP ompaq nx " laptop wo HP Pavilion Z laptops ompaq Presario SR2044X laptop wo ell nspiron M600 laptops ell 19" monitor Subotal > (otal of this page) 328 Sheet 13 of 17 continuation sheets attached to the Schedule of Personal Property opyright (c) Best ase Solutions vanston L (800)

23 B6B (fficial Form 6B) (12/07) ont. n re VizionWare nc. ebtor ase o. SHL B PRSAL PRPRY (ontinuation Sheet) ype of Property escription and Location of Property Husband Wife Joint or ommunity urrent Value of ebtor's nterest in Property without educting any Secured laim or xemption Samsung 15" monitor wo ell 15" monitors wo 19" L monitors Viewsonic 20" monitor Monitor multisync 1740X ell 17" monitor wo Benq 24" monitors ell 19" monitor Samsung 19" monitor Sony 17" monitor wo HP Laserjet 8150 printers wo ell 3100 printers Subotal > (otal of this page) 138 Sheet 14 of 17 continuation sheets attached to the Schedule of Personal Property opyright (c) Best ase Solutions vanston L (800)

24 B6B (fficial Form 6B) (12/07) ont. n re VizionWare nc. ebtor ase o. SHL B PRSAL PRPRY (ontinuation Sheet) ype of Property escription and Location of Property Husband Wife Joint or ommunity urrent Value of ebtor's nterest in Property without educting any Secured laim or xemption Acer wallmount monitor Acer 15" monitor wo Samsung Syncmaster R monitors HP fficejet 7140xi printer 19 keyboards HP ScanJet 7650 scanner ompaq Presario S6100X desktop ell Power dge 2400 ell JL1B desktops (3 units) HP Pavilion desktop ell Power dge 1800 (2 units) AP Smartps (2 units) Subotal > (otal of this page) 120 Sheet 15 of 17 continuation sheets attached to the Schedule of Personal Property opyright (c) Best ase Solutions vanston L (800)

25 B6B (fficial Form 6B) (12/07) ont. n re VizionWare nc. ebtor ase o. SHL B PRSAL PRPRY (ontinuation Sheet) ype of Property escription and Location of Property Husband Wife Joint or ommunity urrent Value of ebtor's nterest in Property without educting any Secured laim or xemption ell Power Vault Super Micro desktop Barracuda desktop Bantam Game desktop ell Precision 370 desktop Altex desktops (3 units) HP Media enter desktop ell ptiplex GX 620 desktops (2 units) AM 64 desktop 30. nventory. able nventory purchased but not delivered Freeport Wusha he 6th ndustrial Area Wusha Village hangan own ongguan ity Guangdong Province hina Finished goods inventory See xhibit B30FG Located either at debtor's offices or at storage facility Subotal > (otal of this page) Sheet 16 of 17 continuation sheets attached to the Schedule of Personal Property opyright (c) Best ase Solutions vanston L (800)

26 B6B (fficial Form 6B) (12/07) ont. n re VizionWare nc. ebtor ase o. SHL B PRSAL PRPRY (ontinuation Sheet) ype of Property escription and Location of Property Husband Wife Joint or ommunity urrent Value of ebtor's nterest in Property without educting any Secured laim or xemption nventory held at ast/west Manufacturing See xhibit B30W Location: Metric Blvd. Suite 200 Austin X Raw materials inventory See xhibit B30RM Located either at debtor's offices or in storage facility WP nventory See xhibit B30WP Located either at debtor's offices or at storage facility Animals. X 32. rops growing or harvested. Give particulars. 33. Farming equipment and implements. X X 34. Farm supplies chemicals and feed. X 35. ther personal property of any kind not already listed. temize. X Sheet 17 of 17 continuation sheets attached to the Schedule of Personal Property opyright (c) Best ase Solutions vanston L (800) Subotal > 2500 (otal of this page) otal > (Report also on Summary of Schedules)

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37 }bk1{schedule reditors Holding Secured laims}bk{ B6 (fficial Form 6) (12/07) n re VizionWare nc. ebtor ase o. SHL RRS HLG SR LAMS State the name mailing address including zip code and last four digits of any account number of all entities holding claims secured by property of the debtor as of the date of filing of the petition. he complete account number of any account the debtor has with the creditor is useful to the trustee and the creditor and may be provided if the debtor chooses to do so. List creditors holding all types of secured interests such as judgment liens garnishments statutory liens mortgages deeds of trust and other security interests. List creditors in alphabetical order to the extent practicable. f a minor child is a creditor the child's initials and the name and address of the child's parent or guardian such as "A.B. a minor child by John oe guardian." o not disclose the child's name. See 11.S and Fed. R. Bankr. P. 1007(m). f all secured creditors will not fit on this page use the continuation sheet provided. f any entity other than a spouse in a joint case may be jointly liable on a claim place an "X" in the column labeled "odebtor" include the entity on the appropriate schedule of creditors and complete Schedule H odebtors. f a joint petition is filed state whether the husband wife both of them or the marital community may be liable on each claim by placing an "H" "W" "J" or "" in the column labeled "Husband Wife Joint or ommunity". f the claim is contingent place an "X" in the column labeled "ontingent". f the claim is unliquidated place an "X" in the column labeled "nliquidated". f the claim is disputed place an "X" in the column labeled "isputed". (You may need to place an "X" in more than one of these three columns.) otal the columns labeled "Amount of laim Without educting Value of ollateral" and "nsecured Portion if Any" in the boxes labeled "otal(s)" on the last sheet of the completed schedule. Report the total from the column labeled "Amount of laim" also on the Summary of Schedules and if the debtor is an individual with primarily consumer debts report the total from the column labeled "nsecured Portion" on the Statistical Summary of ertain Liabilities and Related ata. heck this box if debtor has no creditors holding secured claims to report on this Schedule. Account o. Account o. Account o. RR'S AM A MALG ARSS LG ZP A A MBR (See instructions above.) Access Venture Partners L.P urnpike rive Suite 260 Westminster Ken gan 7907 owning Street Round Rock X Larry Woodson 3952 Spinnaker Run Pointe Little lm X Account o. Lary vans 508 ewhall ove Austin X continuation sheets attached B R Husband Wife Joint or ommunity H W J A LAM WAS RR AR F L A SRP A VAL F PRPRY SBJ L 6/16/08 Security Agreement and ntellectual Property Security Agreement Blanket lien in all accounts contracts documents inventory intellectual property etc. Value $ 6/12/08 Value $ Value $ Value $ nknown Security Agreement and ntellectual Property Security Agreement Blanket lien in all accounts contracts documents inventory intellectual property etc. 6/12/08 nknown Security Agreement and ntellectual Property Security Agreement Blanket lien in all accounts contracts documents inventory intellectual property etc. 6/12/08 nknown Security Agreement and ntellectual Property Security Agreement Blanket lien in all accounts contracts documents inventory intellectual property etc. nknown G L Q A Subtotal S P (otal of this page) AM F LAM WH G VAL F LLARAL SR PR F AY nknown nknown nknown nknown opyright (c) Best ase Solutions vanston L (800)

38 B6 (fficial Form 6) (12/07) ont. n re VizionWare nc. ebtor ase o. SHL RRS HLG SR LAMS (ontinuation Sheet) Account o. RR'S AM A MALG ARSS LG ZP A A MBR (See instructions.) MarkPoint Strategic Venture Fund JV Attn: ex Sekhon allas Pkwy. Ste. 800 allas X B R Husband Wife Joint or ommunity H W J 6/20/08 A LAM WAS RR AR F L A SRP A VAL F PRPRY SBJ L Security Agreement and ntellectual Property Security Agreement Blanket lien in all accounts contracts documents inventory intellectual property etc. G L Q A S P AM F LAM WH G VAL F LLARAL SR PR F AY Account o. Value $ 6/20/08 nknown nknown MVP Vizionware LP Attn: ex Sekhon allas Pkwy. Ste. 800 allas X Security Agreement and ntellectual Property Security Agreement Blanket lien in all accounts contracts documents inventory intellectual property etc. Account o. Value $ 7/14/08 nknown nknown ovus Ventures L.P Stevens reek Blvd. Suite 130 upertino A Security Agreement and ntellectual Property Security Agreement Blanket lien in all accounts contracts documents inventory intellectual property etc. Account o. Value $ 6/12/08 nknown nknown Randy Holman S.W. Lakeway ircle Sun Lakes AZ Security Agreement and ntellectual Property Security Agreement Blanket lien in all accounts contracts documents inventory intellectual property etc. Account o. xx8541 Value $ onpurchase Money Security nknown nknown Square 1 Bank 406 Blackwell Street Suite 240 rowe Building urham Sheet 1 of 2 continuation sheets attached to Schedule of reditors Holding Secured laims Blanket lien in accounts deposits equipment general intangibles and all proceeds thereof. Principally secured by cash collateral account at Square 1 Bank in the amount of $ Value $ 1500 Subtotal (otal of this page) opyright (c) Best ase Solutions vanston L (800)

39 B6 (fficial Form 6) (12/07) ont. n re VizionWare nc. ebtor ase o. SHL RRS HLG SR LAMS (ontinuation Sheet) Account o. RR'S AM A MALG ARSS LG ZP A A MBR (See instructions.) Steve Sheafor 132 Wildcat Lane Boulder B R Husband Wife Joint or ommunity H W J 6/20/08 A LAM WAS RR AR F L A SRP A VAL F PRPRY SBJ L Security Agreement and ntellectual Property Security Agreement Blanket lien in all accounts contracts documents inventory intellectual property etc. G L Q A S P AM F LAM WH G VAL F LLARAL SR PR F AY Account o. Value $ 6/18/08 nknown nknown he ndividuals' Venture Fund (2002) LP Attn: ino Marakovic 87 rescent rive Palo Alto A Account o. Security Agreement and ntellectual Property Security Agreement Blanket lien in all accounts contracts documents inventory intellectual property etc. Value $ nknown nknown Value $ Account o. Value $ Account o. Value $ Sheet 2 of 2 continuation sheets attached to Schedule of reditors Holding Secured laims Subtotal (otal of this page) otal (Report on Summary of Schedules) opyright (c) Best ase Solutions vanston L (800)

40 }bk1{schedule reditors Holding nsecured Priority laims}bk{ B6 (fficial Form 6) (12/07) n re VizionWare nc. ebtor ase o. SHL RRS HLG SR PRRY LAMS A complete list of claims entitled to priority listed separately by type of priority is to be set forth on the sheets provided. nly holders of unsecured claims entitled to priority should be listed in this schedule. n the boxes provided on the attached sheets state the name mailing address including zip code and last four digits of the account number if any of all entities holding priority claims against the debtor or the property of the debtor as of the date of the filing of the petition. se a separate continuation sheet for each type of priority and label each with the type of priority. he complete account number of any account the debtor has with the creditor is useful to the trustee and the creditor and may be provided if the debtor chooses to do so. f a minor child is a creditor state the child's initials and the name and address of the child's parent or guardian such as "A.B. a minor child by John oe guardian." o not disclose the child's name. See 11.S and Fed. R. Bankr. P. 1007(m). f any entity other than a spouse in a joint case may be jointly liable on a claim place an "X" in the column labeled "odebtor" include the entity on the appropriate schedule of creditors and complete Schedule Hodebtors. f a joint petition is filed state whether the husband wife both of them or the marital community may be liable on each claim by placing an "H" "W" "J" or "" in the column labeled "Husband Wife Joint or ommunity." f the claim is contingent place an "X" in the column labeled "ontingent." f the claim is unliquidated place an "X" in the column labeled "nliquidated." f the claim is disputed place an "X" in the column labeled "isputed." (You may need to place an "X" in more than one of these three columns.) Report the total of claims listed on each sheet in the box labeled "Subtotals" on each sheet. Report the total of all claims listed on this Schedule in the box labeled "otal" on the last sheet of the completed schedule. Report this total also on the Summary of Schedules. Report the total of amounts entitled to priority listed on each sheet in the box labeled "Subtotals" on each sheet. Report the total of all amounts entitled to priority listed on this Schedule in the box labeled "otals" on the last sheet of the completed schedule. ndividual debtors with primarily consumer debts report this total also on the Statistical Summary of ertain Liabilities and Related ata. Report the total of amounts not entitled to priority listed on each sheet in the box labeled "Subtotals" on each sheet. Report the total of all amounts not entitled to priority listed on this Schedule in the box labeled "otals" on the last sheet of the completed schedule. ndividual debtors with primarily consumer debts report this total also on the Statistical Summary of ertain Liabilities and Related ata. heck this box if debtor has no creditors holding unsecured priority claims to report on this Schedule. YPS F PRRY LAMS (heck the appropriate box(es) below if claims in that category are listed on the attached sheets) omestic support obligations laims for domestic support that are owed to or recoverable by a spouse former spouse or child of the debtor or the parent legal guardian or responsible relative of such a child or a governmental unit to whom such a domestic support claim has been assigned to the extent provided in 11.S.. 507(a)(1). xtensions of credit in an involuntary case laims arising in the ordinary course of the debtor's business or financial affairs after the commencement of the case but before the earlier of the appointment of a trustee or the order for relief. 11.S.. 507(a)(3). Wages salaries and commissions Wages salaries and commissions including vacation severance and sick leave pay owing to employees and commissions owing to qualifying independent sales representatives up to $10950* per person earned within 180 days immediately preceding the filing of the original petition or the cessation of business whichever occurred first to the extent provided in 11.S.. 507(a)(4). ontributions to employee benefit plans Money owed to employee benefit plans for services rendered within 180 days immediately preceding the filing of the original petition or the cessation of business whichever occurred first to the extent provided in 11.S.. 507(a)(5). ertain farmers and fishermen laims of certain farmers and fishermen up to $5400* per farmer or fisherman against the debtor as provided in 11.S.. 507(a)(6). eposits by individuals laims of individuals up to $2425* for deposits for the purchase lease or rental of property or services for personal family or household use that were not delivered or provided. 11.S.. 507(a)(7). axes and certain other debts owed to governmental units axes customs duties and penalties owing to federal state and local governmental units as set forth in 11.S.. 507(a)(8). ommitments to maintain the capital of an insured depository institution laims based on commitments to the F R irector of the ffice of hrift Supervision omptroller of the urrency or Board of Governors of the Federal Reserve System or their predecessors or successors to maintain the capital of an insured depository institution. 11.S (a)(9). laims for death or personal injury while debtor was intoxicated laims for death or personal injury resulting from the operation of a motor vehicle or vessel while the debtor was intoxicated from using alcohol a drug or another substance. 11.S.. 507(a)(10). * Amounts are subject to adjustment on April and every three years thereafter with respect to cases commenced on or after the date of adjustment. 2 continuation sheets attached opyright (c) Best ase Solutions vanston L (800)