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Old 04-05-2005, 05:34 AM  
DebsDeep
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Ibills new Promisary Note I found Today

Hey guys
Check your merchant info area, I went into mine and there was a link to view firstdata amounts owed, it said I had to review them and agree to get paid out, So gladly I did, that was yesterday. Today I go in and I find this li, nk
FirstData Release Info
So I click and boom
it says this
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Over the past several months iBill and our customers have endured a difficult period. As you can see with some of the recent announcements, we are now in a position to move forward. In addition to First Data releasing, directly to iBill clients, funds it was holding for Visa reserves and transactions processed during September 16-22, 2004, iBill is offering settlement of funds that iBill owes up to March 1, 2005 for US transactions and February 15, 2005 for gkard transactions in conjunction with our overall restructuring efforts. The offer represents a more significant recovery of the funds owed than would otherwise occur without a settlement in place. The objective is to provide as much of a settlement to our customers as is economically possible and to position the company to move forward in a positive manner with our customers. The iBill settlement will provide you with a high overall payment relative to the amount owed. As part of the new direction, iBill has implemented programs to pr ovide you with secure payouts in the future. Our goal is to offer you and your customers high quality processing services while separating financial payouts to independent third parties to ensure timely and consistent payouts going forward
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Then there is another link Additional iBill Settlement amount "NOTE PAYABLE"

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Dear Clients:

Today iBill announced that it is making a payment to its clients of $41,600,000. The payment is comprised of $21,600,000 in cash and $20,000,000 in Secured Notes.

iBill Recent History

On January 21, 2005, iBill was acquired by Interactive Brand Development Inc. ("IBD"). IBD spent nearly seven months negotiating the iBill transaction. After considerable and contentious deliberations, IBD elected to complete the acquisition based on its belief that iBill, as a pioneer on the Internet, has great potential despite a historical capital deficit.

Since the acquisition, only 60 days ago, IBD has taken dramatic corrective steps. IBD engaged one of the leading turn-around advisory firms in the United States. The firm evaluated the cash, the financial statements, the operations and most all aspects of the business and delivered its findings to the IBD board of directors. Based in part on these recommendations, the management of IBD has implemented a series of measures to stabilize the business and to position it for future growth. Most importantly, IBD has successfully made critical arrangements with both former and current third party processors; including: (i) a written settlement agreement with FDMS to release certain funds held since September 16, 2004; (ii) a written agreement with its EU processor to release funds held since December 14, 2004; (iii) arrangements with M2 to process Gkard Secured payments independently and make direct payments to clients, which occurred on March 15.

The Result
Gkard Secured payments are CURRENT and on cycle.
EU credit card payments will be CURRENT by the end of April
FDMS funds are being released.
iBill is on the road to recovery and fulfilling its responsibilities again.
Note Payable

In addition to the successful implementation of the above, under IBD's direction, iBill has committed to fund the balance of the payments owed to clients in the form of a Note. The combined programs will provide significant and immediate cash payouts together with a long-term financial commitment by the company. The form of the Note Payable is below. Each Note Payable is guaranteed by iBill and will be redeemable for cash plus 3% interest in four equal installments payable on each six (6) month anniversary of issuance. After you ACCEPT the terms on the Merchant Info page, a signed note for the settlement amount will be mailed to you. Participation in the plan will be cutoff after April 14, 2005. iBill may choose to defer the issuance of the Note Payable for those clients who are currently on Do Not Pay status, or who have a credit balance.

Misconceptions

Contrary to popular myth, no one at iBill or IBD has absconded with funds. The fact is that new capital has been injected into iBill. IBD is conducting a comprehensive audit into all 2004 transactions. No one at iBill has compromised credit card data and the credit card data remains secure. Understandably, extreme frustration has lead to sometimes emotional conclusions. In some cases, business competition has inflamed inaccurate rumors.

The Alternatives and Consequences

In collaboration with its turnaround advisors, IBD evaluated all possible options, including a formal reorganization of iBill under Chapter 11 and reached the same obvious conclusion each time; anything other than a cash and Note Payable plan would likely result in iBill closing its doors. If, after nine years in the industry, iBill was forced to shut down, our analysis is that client recoveries would be severely compromised. Clients could eventually only receive pennies on the dollar; pennies recovered after several years. As a result, we arrived at this plan. IBD feels that this is the only viable alternative to the unnecessary losses and delays which would result from a formal reorganization of iBill under Chapter 11.

The plan is a structured settlement with defined terms. It is not negotiable. You do, however, have the right not to accept the plan. IBD is critically aware that one size rarely fits all; and in this circumstance it is likely even more the case. However, IBD is seeking to avoid what would otherwise be inevitable through a formal reorganization where substantial loses would occur. Under our plan, participating clients receive 100 cents on the dollar today (though not all in cash upfront).

We appreciate the support clients have shown iBill. We hope we have reciprocated by demonstrating decisive action in our first 60 days of leadership.

Interactive Brand Development, Inc.

Note Payable

FOR VALUE ACKNOWLEDGED AND RECEIVED, Internet Billing Company LLC, a Georgia limited liability company, ("Maker" or "Payor") promises to pay on or before March 29, 2007, to the order of ______________, a ________ corporation, ("the Holder" or "Payee") the sum of: _____________ THOUSAND DOLLARS ($______.00), reduced by any chargebacks or adjustments, as agreed to by the parties with interest at the rate of Three Percent (3%) paid in arrears from March 29, 2005. This Note Payable will be subject to an amortization schedule of 25% of the face amount plus accrued interest payable in two installments on March 29 2006, and March 29, 2007. After 90 days from the execution of this Note, Maker at its discretion may elect to convert the note into a Secured Convertible Note. Such Secured Convertible Note will have identical amortization provisions as the Note Payable.

Presentment, demand, notice of dishonor and protest are hereby waived, and the parties hereto assent to indulgence of the Payee without waiver by the Payee of any of his, her, or its rights hereunder.

The Maker of this note reserves the right to pre-pay whole or in part of this note prior to maturity. Should the note not be repaid at or before the due date, then the note shall accrue interest at the highest possible legal rate permitted in the State of Florida.

Internet Billing Company LLC

Acceptance:

The undersigned Holder/Payee does hereby acknowledge that they have read and understood, in its entirety, the ?Limited Release? and that said ?Limited Release? represents the full and final satisfaction of all claims due and owing from First Data Merchant Services Corporation and Internet Billing Company LLC, with respect to the particular claims described therein. The Holder/Payee further acknowledges that any and all sums due and owing to any and all affiliates will be satisfied solely by the Holder/Payee and not by First Data Merchant Services Corporation or Internet Billing Company, LLC. Finally, the Holder/Payee accepts the validity of the Note Payable enumerated herein and understands that it represents full and final settlement of a claim.

Accepted by:


_____________________________________
Signature of Note Holder/Payee
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Lemme know your thoughts please everyone
Debs
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