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Exhibit 10.25 (ROCK LOGO)
    
    PURCHASE AGREEMENT
 PA LICENSED BROKER
    
    PA LICENSED BROKERLISTING BROKER (Company): CB Richard Ellis  Harrisburg
    
    SELLING BROKER (Company): ROCK Commercial Real Estate, LLC
 Acting as;
    
    ( XX ) Sellers
Agent             (      ) Dual Agent
    
    Acting as:
    
    ( XX ) Buyers
Agent               (      ) Dual Agent(      ) Transaction Licensee
    
    
    
    (       ) Transaction Licensee(      ) Designated Agent for Seller
    
    
    
    (       ) Designated Agent for Buyer
  THIS DOCUMENT IS INTENDED TO BE A LEGALLY BINDING AGREEMENT, READ IT CAREFULLY.
 THIS
AGREEMENT th
 1)
    
    PARTIES: Between StarVox Communications, Inc. formerly Capital Telecommunications,
Inc. (hereinafter Seller) and Robert A. Fahn, and/or his assigns/nominees (hereinafter
Buyer).
 2)
    
    PROPERTY: Seller hereby agrees to sell and convey to Buyer, who hereby agrees to purchase:
ALL THAT CERTAIN tract of ground with improvements thereon, if any, known as 200 West Market
Street, also known as Tax Map Parcel: 67-04-066-01-0001-00-0000, in the municipality of City
of York, County of York, Commonwealth of Pennsylvania. 17401 further described on Exhibit A
attached hereto (hereinafter Property)
 BUYER AGREES TO BUY AND SELLER AGREES TO SELL THE PROPERTY ON THE FOLLOWING TERMS
AND CONDITIONS:
 3)
    
    PURCHASE PRICE / DEPOSITS / FINANCING:
 A)
    
    PURCHASE PRICE: The total purchase price for the Properly is Five
Hundred Thousand and 00/100 Dollars ($500,000.00).
 i)
    
    DEPOSITS/DOWN PAYMENT:
 25,000.00
 ii)
    
    BALANCE OF PAYMENT, at settlement: $475,000.00iii)
    
    All Deposits paid on account of purchase price shall be held by Stock and Leader
Attorneys at Law, Attn: Ronald L. Hershner, Esq., Susquehanna
Commerce Center East, 221 west
Philadelphia Street, Suite E600, York, PA 17401-2994
(Escrow Holder) in an interest bearing
account acceptable to Buyer and Seller.iv)
    
    All interest on said deposits, if any, shall
accrue to the benefit of the Buyer prior to the scheduled Settlement and to Seller
thereafter.
 B)
    
    FINANCING CONTINGENCY: This sale is NOT contingent upon financing for Buyer.
 4)
    
    TITLE, SURVEYS &COSTS:
 A)
    
    The Property is to be conveyed in fee simple by Special Warranty Deed, free and clear
of all liens, encumbrances, and easements, EXCEPTING, HOWEVER, the
following: existing
deed restrictions, historic preservation restrictions or ordinances, building restrictions,
ordinances, easements of roads, easements visible upon the ground, easements of record,
privileges or rights of public service companies, if any and the exceptions to title of
record (the Permitted Exceptions); and otherwise, the title to the above described real
estate will be good and marketable and such as will be insured by a reputable title
insurance company at the regular rates. Buyers right to object to any title exception
noted in the title report is set forth in Section 6.A(i).B)
    
    In the event Seller is unable to give a good and marketable title and such as will be
insured by a reputable title company at the regular rates, as
specified in paragraph 4)A),
Buyer will have the option of taking such title as Seller can give without changing the
price or of being repaid all monies paid by Buyer to Seller on account of purchase price
and Seller will reimburse Buyer for any costs incurred by Buyer for those items specified
in paragraph 4)C) and in paragraph 4)D) items (i), (ii), (iii); and in the latter event,
there will be no further liability or obligation on either of the parties hereto and this
Agreement will become VOID.C)
    
    Any survey or surveys which may be required by the title insurance company or the
abstracting attorney for the preparation of an adequate legal description of the Property
(or the correction thereof), will be secured and paid for by Buyer. However, any survey
or surveys desired by Buyer or required by the mortgage lender will be secured and paid for
by Buyer.D)
    
    Buyer will pay for the following on or before time of Settlement, relative to the Settlement
occurring:
 i)
    
    The premium for mechanics lien insurance and/or title search or fee for cancellation
of same, if any;ii)
    
    The premiums for flood insurance and/or fire insurance with extended coverage,
insurance binder charges or cancellation fee, if any, (insurance
policies shall not be transferred): andiii)
    
    Appraisal fees and charges shall be paid in
advance to mortgage lender, if any.
 E)
    
    Other settlement costs and accruals, unless otherwise staled herein, shall be paid in
accordance with the custom of York Count)1. Pennsylvania
 5)
    
    SETTLEMENT: Settlement to be made on or before the
February 21, 2007 or such earlier date
and the parties shall be in a position to proceed with Settlement (herein Settlement).
Buyer and Seller agree that they will use all reasonable diligence to close this transaction
as soon as reasonably possible. In addition to Sellers other
obligations hereunder, at the
Settlement. Seller shall also deliver to Buyer an assignment of any and all right, title and
interest of Seller under any contracts relating to the Property which have been previously
disclosed and approved by Buyer, including without limitation, all rights to receive income
relating to the lease of two (2) parking spaces at the Property.6)
    
    OTHER TERMS AND CONDITIONS:
 A)
    
    Anything herein the contrary notwithstanding, the parties hereto agree to the following
terms and contingencies:
 i)
    
    DUE DILIGENCE  Buyer shall be entitled after the Acceptance Date and up
until one day prior to the Settlement Date (the Feasibility End Date) to enter on the
Property with its representatives and contractors and to conduct due diligence
inspections of the Property and analyze all information
 RFBuyers
Initials
    

TRSellers
Initials
  Page 1 of 9




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pertaining to the Property and to prepare or have prepared a survey and/or
building plans of the Property and conduct any testing and/or Phase I
Environmental Audit(s) of the Property and to make such investigations as Buyer
may desire (hereinafter Due Diligence) concerning, without limitation, the
applicable zoning, governmental approvals, and contamination of the Property, the
title of the Property, the availability of utilities, the rental market for the
Property, the topography, climate, air, water rights, present and future zoning,
soil, and subsoil of the Property, the purposes to which the Property may be
suited, the value, potential for development, drainage, access to public roads,
proposed routes of roads or extensions thereof for the Property, the land use laws
and other government regulations to which the Property and the uses thereof may be
subject, and all other matters in any way affecting the Property, or the use or
ownership thereof (herein collectively the Property
Matters). Buyer shall pay
all costs of the Due Diligence, shall restore any damage or disturbance to or of
the Property that occurs as a result thereof, and shall indemnify and
hold Seller harmless from and against any costs, claims, liability or expenses,
including attorneys fees, that arise out of the conducting of the Due Diligence,
If in the Buyers sole subjective discretion, as a result of Buyers Due
Diligence, the results of any inspection are acceptable, then Buyer shall so
notify Seller of such fact by delivery of an unconditional written notice to
Seller and Escrow Holder stating that Buyer will proceed with the Settlement of
the transaction (the Acceptance Notice), not later than 5:00 P.M., Eastern Time,
on the Feasibility End Date. Time is of the essence, and if no such Acceptance
Notice is delivered by Buyer to Escrow Holder and Seller by such time, it will be
conclusively established that Buyer has decided to NOT proceed with the closing of
the transaction, Seller shall order the Escrow Holder to immediately release the
Deposit to Buyer, and after Buyers compliance hereunder and return of its
Deposits to Buyer, there shall be no further liability or obligation on either of
the parties hereto and this Agreement shall then and thereafter be null and void
and Seller shall be free to sell the Property on any terms to any other party or
to retain the Property for its own account, free of any claim by Buyer.ii)
    
    LEASE REVIEW  Seller hereby certifies that the Property is NOT encumbered
by any Lease Agreements that would affect Buyer, other than the Leaseback to
Seller herein described.iii)
    
    PLANS/SURVEYS  Seller shall provide copies of all existing drawings/plans
for the Property to Buyer within three (3) days of Acceptance Date of this
Agreement.iv)
    
    SELLER LEASE BACK  Concurrent with the Settlement of the sale of the
Property to Buyer, Buyer, as lessor, shall lease to Seller, as lessee, (the
Lease Back) approximately 4,350 Rentable SF of the Property as
more particularly described in, and on the terms and conditions set forth in, the
form of lease attached hereto as Exhibit B.v)
    
    BROKERAGE FEE  Seller shall pay Sellers agent any commission or
compensation owing to Sellers Agent as a consequence of this Agreement and
Seller and Buyer shall have no obligation to pay Buyers Broker for any
commission or other compensation as a consequence of this transaction. Sellers
agent shall pay Buyers Agent fifty percent (50%) of the total fee paid/collected
by Sellers Agent, at Settlement.
 7)
    
    BROKERS INDEMNIFICATION: Buyer and Seller represent that they have dealt with no
real estate brokers or agents except as noted above (Page 1) in connection with this
transaction. In the event any claims for brokerage commissions, finders fees other
compensation arising out of the transactions contemplated by this
Contract are asserted
by anyone (other than Buyers Agent or Sellers Agent), the party hereto whose action
directly or indirectly gave rise to such claims shall be responsible for payment
thereof, and shall indemnify and hold the other party harmless from and against all
loss, cost, damage, expense and liability incurred as a result thereof.8)
    
    ZONING: The zoning classification is Commercial Waterfront with an Enterprise Area
District Overlay. However, Seller does not warrant the accuracy of the zoning
classification and Buyer shall determine to its satisfaction the zoning classification
for the Property prior to the Feasibility End Date.9)
    
    POSSESSION: Possession is to be delivered by deed (as described herein), keys and physical
possession of that portion of the Property not occupied by Seller pursuant to the Lease Back
will be delivered to Buyer on the date of the payment of the Purchase Price, free of debris
and otherwise in its then existing condition.
Seller will not enter into or renew any lease(s) for any term whatsoever during the term of this
Agreement.10)
    
    PRORATIONS: Rents are assumed collected when due, real property taxes, and any other expenses
of the Property shall be prorated as of the Closing Date. All deposits with respect to the
Property made by Seller prior to Settlement shall be returned to
Seller.11)
    
    INSPECTION: Subject to the Buyers right to perform a Due Diligence Inspection pursuant
to section 6)A)i) herein, it is understood that Buyer will have inspect the Property
before Settlement to the fullest extent desired by Buyer (including fixtures and any
personal property specifically scheduled herein), or will have waived the right to do so
and has agreed to purchase it in its present condition, with all faults, and has agreed
to purchase it as a result of such inspection(s) and not because of or in reliance upon any representation made by the Seller or any other officer,
partner or employee of Seller or by any Agent of the Seller, their salespersons and employees, officers and/or partners not expressly set forth in this
Agreement. Buyer acknowledges that Brokers, their licensees, employees, officers or
partners have not made an independent examination or determination of the structural
soundness of the Property, the age or condition of the components, environmental
conditions, the permitted uses, or of conditions existing in the locate where the
Property is situated; nor have they made a mechanical inspection of any of the systems
contained therein. Buyer reserves the right to make a pre-settlement inspection of the
Property. By delivery of Buyers Acceptance Notice to Seller and the closing of this
transaction, except for a breach of any representation or warranty or any indemnity
obligation of Seller set forth in this Agreement, Buyer shall conclusively deemed, for
itself and its successors and assigns, to have waived all claims against Seller with
respect to any Property Matter or otherwise with respect to the Property or this
Agreement, whether then known or unknown.12)
    
    CONDITION OF PROPERTY: Subject to Buyers right to perform a Due Diligence Inspection
and the representations of Seller set forth in Section 27, it is understood and agreed
that the Property is being sold as is, with all deficiencies, defects, and
encumbrances, patent or latent, recorded or unrecorded, and that Buyer has, or will have
prior to the Closing Date, inspected the Property and that neither Seller nor Agent
makes any representation or warranty as to the physical condition or value of the
Property or its suitability for Buyers intended use.13)
    
    FIXTURES AND PERSONAL PROPERTY:
 A)
    
    INCLUDED in this sale and purchase price are all existing items permanently
installed in the Property, including plumbing; heating; built-in air conditioners;
lighting fixtures; water treatment systems; wall to wall carpeting, screens, storm
sash and or doors, shades, awnings, Venetian blinds, radiator covers, cornices,
kitchen cabinets, drapery rods, drapery rod hardware, curtain rods, curtain rod
hardware, all trees, shrubbery, plantings now in or on Property, garage door openers,
sheds, if any, and any remaining heating fuels stored on the Property at the time of
settlement, unless otherwise stated which are permanently affixed to
the Property.
Also included: two (2) built-in desks located in the front two offices of the
Property.B)
    
    EXCLUDED fixtures and items: All other removable trade fixtures, furnishings and
equipment used in the conduct of Sellers business which may be removed from the
Property without permanent damage to the Property, including without limitation: All
batteries utilized for back up system(s), computers, desks, tables, and office
equipment
 RFBuyers
Initials
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14)
    
    MAINTENANCE AND RISK OF LOSS:
 A)
    
    Seller will maintain the Property and any personal property specified herein, in its
present condition, normal wear and tear, acts of God, other casualties,
damage caused by Buyer or its agents, employees, tenants, successors, assigns, and
invitees excepted.B)
    
    Seller will promptly notify the Buyer if, at any time prior to
the lime of settlement, all or any portion of the Property is condemned, destroyed, or
damaged as a result of any cause whatsoever.C)
    
    Seller will bear risk of loss from fire or
other causes until time of settlement. In the event that any such casualty damage to any
property included in this sale
is not repaired or replaced prior to Settlement, Buyer will have the option of rescinding
this Agreement and receiving all monies paid on account or of
accepting file Property in its then condition together with the proceeds of any insurance
recovery obtained by Seller. Buyer is hereby notified that he/she
may insure his/her equitable interest in this Property as of the time this Agreement is
accepted.
 15)
    
    STATUS OF SEWER AND WATER: Seller represents that the Property is served by: Public
Sewer and Public Water. Seller further warrants that connections to these system(s) are
fully paid for as of the date of this Agreement.
 16)
    
    TIME IS OF THE ESSENCE  DEFAULT:The said time for settlement and all other times referred to for the performance of any
of the obligations of this Agreement are hereby agreed to be of the essence of this
Agreement. For the purposes of this Agreement, number of days will be counted from the
date of execution, by excluding the day this Agreement was executed and including the
last day of the time period.
 i)
    
    Should the Buyer 1) fail to make any additional payments, as specified in
paragraph 3)A)i), or 2) Furnish false or incomplete information to Seller, Listing
Broker, Selling Broker, or the mortgage lender, if any, concerning Buyers legal or
financial status, or fail to cooperate in the processing of the mortgage loan
application, which acts would result in the failure to obtain the approval of a
mortgage loan commitment, or 3) violate or fail to fulfill and perform any of the
terms or conditions of this Agreement, the Seller SHALL BE ENTITLED TO RETAIN THE
DEPOSITS HELD BY THE ESCROW HOLDER, TOGETHER WITH ALL ACCRUED INTEREST THEREON, BOTH
PARTIES ACKNOWLEDGE AND AGREE THAT THE DAMAGES SELLER WILL INCUR AS A CONSEQUENCE OF
BUYERS DEFAULT IS DIFFICULT TO ESTIMATE AND THAT THE DEPOSITS ARE A REASONABLE SUM AS AND FOR DAMAGES CONSIDERING ALL OF THE CIRCUMSTANCES
EXISTING ON THE EFFECTIVE DATE, INCLUDING THE RELATIONSHIP OF THE SUM TO THE RANGE OF HARM TO SELLER THAT
REASONABLY COULD BE ANTICIPATED FROM SUCH BUYER DEFAULT, AND THE ANTICIPATION THAT PROOF OF ACTUAL
DAMAGES WOULD BE COSTLY OR INCONVENIENT.By executing this provision as indicated below, each party specifically confirms
the accuracy of the statements made above and the fact that each
party was represented by counsel who explained the consequences of this liquidated damages
provision at the time this agreement was made.
 BUYERS INITIALS
    
    RF
    
    
    
    SELLERS INITIALS
  17)
    
    BROKER DISCLAIMER: Buyer and Seller acknowledge that, except as otherwise expressly stated
herein, Agent(s) have not made any warranty or : representation with respect to any of the
following:
 A)
    
    The legality of the present or any possible future use of the Property under any federal,
state or local law;B)
    
    Pending or possible future action by any governmental entity or agency which may affect the
Property;C)
    
    The physical condition of the Property, including but not limited to soil conditions,
the structural integrity of the improvements, and the presence or absence of fungi or wood
destroying organisms;D)
    
    The accuracy or completeness of income and expense information and projections, of
square footage figures, and of The tests of lease, options, and other agreements affecting
the Property;E)
    
    The possibility that leases, options or other documents exist which affect or
encumber the Property and which have not been provided or disclosed by Seller; orF)
    
    The presence or location of any hazardous materials on or about the Property,
including, but not limited to, asbestos, PCBs, other toxic, hazardous or contaminated
substances, and underground storage tanks. (Agent further recommends that Buyer seek
independent professional counsel to determine presence and/or location of hazardous
materials. Buyer agrees that investigation and analysis of the foregoing matter is Buyers
sole responsibility and the Buyer shall therefore not hold Agent
responsible. This disclaimer shall survive settlement).
 18)
    
    AUTHORIZATION: Buyer and Seller authorize Agent to disseminate sales information regarding
this transaction, including the purchase price of the Property to those individuals, firms,
financial institutions, who may be involved in the process of this Agreement.
 19)
    
    BROKERS: The business relationships between the Broker(s) and
Seller and Buyer are as
follows, UNLESS a different relationship is checked below.
 A)
    
    The Listing Broker is Agent for Seller.B)
    
    The Selling Broker is Agent for BuyerC)
    
    When the Listing Broker and Selling Broker are the same, the Broker is a Dual Agent.
Dual Agency applies to all licensees, UNLESS there is a Designated Agent for Seller and a
Designated Agent for Buyer. If the same Licensee is designated for Seller and Buyer, the
Licensee is a Dual Agent. Seller and Buyer  understand that ROCK Commercial Real Estate,
LLC may represent both Seller and Buyer in the sale of the Property, and acknowledge and
consent to such potential dual representation. Agents shall assist both parties to comply
with the terms and conditions precedent to the closing of the transaction and shall keep
both Buyer and Seller fully informed regarding all aspects  of the transaction. ROCK
Commercial Real Estate, LLC shall not be liable for refusing or
failing to disclose information which in the sole discretion of the agent could harm one
partys bargaining position and/or that could benefit the other party.
ROCK Commercial Real Estate, LLC also cannot guarantee the success of the dual agency relationship
or that any transaction will close. A Business Relationship exists that is different from above, as follows:
 __
    
    The Selling Broker is the Agent/subagent for Seller.__
    
    The Selling Broker is a Transaction Licensee.__
    
    The Listing Broker is a Transaction Licensee.
 D)
    
    Broker(s) may perform services to assist unrepresented parties in complying with the terms of
this Agreement.
 RF
    
    
    
    
    
    
    
    TRBuyers initials
    
    
    
    
    
    
    
    Sellers Initials




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20)
    
    REAL ESTATE LICENSEE: Buyer and/or Buyers potential partner(s) may be a Real Estate
Licensee and acting as Principal.21)
    
    DEPOSIT AND RECOVERY FUND:
 A)
    
    Deposits paid by Buyer within 30 days of settlement will be by cash, cashiers or
certified check. Deposits, regardless of the form of payment and the person designated as
payee, will be paid to Escrow Holder, who will retain them in an escrow account until
consummation or termination of this Agreement in conformity with all applicable laws and
regulations. Any uncashed check tendered as deposit may be held pending the acceptance of
this offer.B)
    
    In the event of a dispute over entitlement to deposit monies, a broker holding the
deposit is required by the Rules and Regulations of the State Real Estate Commission (49
Pa. Code § 35.327) to retain the monies in escrow until the dispute is resolved. In the
event of litigation for the return of deposit monies, a broker will
distribute the monies
as directed by a final order of court or the written agreement of the parties. Buyer and
Seller agree that, in the event any broker or affiliated licensee is joined in litigation
for the return of deposit monies, the attorneys fees and costs of the broker(s) and
licensee(s) will be paid by the party joining them.C)
    
    A Real Estate Recovery Fund exists to reimburse any persons who have obtained a final
civil judgment against a Pennsylvania real estate licensee owing to fraud,
misrepresentation, or deceit in a real estate transaction and who have been unable to
collect the judgment after exhausting all legal and equitable remedies. For complete
details about the Fund, call (717) 783-3658, or (800) 822-2113 (within Pennsylvania) and
(717) 783-4854 (outside Pennsylvania).
 22)
    
    DESCRIPTIVE HEADING: The descriptive headings used herein are for convenience only and they
are not intended to indicate all of the matters in the sections which follow them.
Accordingly, they shall have no effect whatsoever in determining the rights or obligations of
the parties.23)
    
    TRANSFER TAXES: Real estate transfer taxes will be divided equally between Buyer and Seller.24)
    
    GOVERNING LAW: This Agreement shall be governed by and construed in accordance with the laws
of the Commonwealth of Pennsylvania.25)
    
    SQUARE FOOTAGE RESPONSIBILITY: During the physical inspection period, Buyer shall conduct
its own investigation as to actual gross and net square footage of building(s) and land.26)
    
    IMPUTED INTEREST: Seller and Buyer arc advised that financing carried back by Seller, and
existing financing assumed, may be subjected to imputed interest rules at the time of sale or
upon any subsequent transfer.27)
    
    PROPERTY DEFECTS DISCLOSURES:
 A)
    
    Seller represents and warrants that to the best of Sellers knowledge as of the effective
date:
 i.
    
    That the Property have not been contaminated by any substance in any manner which
requires remediation.
 B)
    
    Seller represents and warrants:
 i.
    
    That Seller has received no notice of a public assessment not reflected in the title
report delivered to Buyer nor notice of a future public assessment for
any matter including water, sewer, sidewalk or curbs, has been made against the
Property.ii.
    
    That no condominium assessments apply to the Property. If prior to
settlement Seller receives any assessments or notices, as previously stated, then
Seller shall immediately give notice to Buyers.iii.
    
    That no notices by any
governmental or public authority relating to violations of zoning, housing, building, safety
or fire ordinances or codes received
by Seller remain uncorrected.iv.
    
    Neither Seller nor the Property
is the subject of a bankruptcy, insolvency, probate, or conservatorship proceeding.
 C)
    
    Seller and Buyer acknowledge that Broker(s):
 i.
    
    Is/are a licensed Pennsylvania real estate broker;ii.
    
    is/are not an expert in construction, engineering, or environmental matters; andiii.
    
    Has not made and will not make any representations or warranties nor conduct
investigations of the environmental condition or suitability of the Property or any
adjacent property, including whether:
 a.
    
    The Property have been contaminated by any substance in any manner that requires
remediation;b.
    
    The Property contains wetlands, flood plains, or any other environmentally sensitive
areas, the development of which is limited or precluded by law;c.
    
    The Property contains asbestos, polychlorinated biphenyls, lead-based paint
or any other substance, the removal or disposal of which is subject to any law or
regulation; andd.
    
    Any law has been violated in the handling or disposing of any material or
waste or the discharge of any material into the soil, air, surface water, or ground
water, except as noted in this Agreement.
 D)
    
    The provisions of this Section will survive the performance
of this Agreement.
 28)
    
    NOTICES & ASSESSMENTS
 A)
    
    Seller represents, as of the Acceptance Date of this Agreement, that to the best of
Thomas E, Rowleys and Diane Bjorkstroms knowledge, without any duty of investigation, (a)
no public improvements or assessments have been made against the Property which remain
unpaid and (b) that no notice by any government or public authority has been served upon
the Seller or anyone on the Sellers behalf, including notices relating to violations of
zoning, building, safety, or fire ordinances which remain uncorrected unless otherwise
specified herein.B)
    
    The interest on assessments encumbering the Property will be
prorated to the date of
the Settlement. Buyer shall assume all non-delinquent assessments of record encumbering
the Property..C)
    
    Buyer is advised that access to a public road may require issuance of a highway occupancy permit from the department
of transportation.D)
    
    Buyer acknowledges that taxes may increase due to change of assessment or millage rates.E)
    
    If prior to settlement Seller receives any assessments or notices from a governmental
authority with respect to the Property, as previously stated, then Seller shall immediately
give notice to Buyers. Upon delivery to Buyer of any such notice that would require more
than $1,000 to remedy, Buyer may terminate this Agreement and recover its Deposits by
delivery of written notice to Seller at any time prior to the earlier of the Scheduled
Closing Dale or the day which is three (3) business days after delivery of the Buyers
notice pursuant to this Section.
 29)
    
    SUCCESSORS &ASSIGNS: This Agreement and any Addenda attached hereto shall be binding
upon and inure to The benefit of the heirs, successors, agents, representatives and assigns of
the parties hereto. It is expressly understood, however, that the Buyer may transfer without
written consent of Seller.
 30)
    
    RECORDING: This Agreement shall not be recorded in the Office of the Recorder of Deeds or
in any other office or place of public record. If Buyer causes or permits this Agreement to be
recorded, Seller may elect to treat such act as a breach of this Agreement.
 RF
    
    
    
    
    
    
    
    TRBuyers initials
    
    
    
    
    
    
    
    Sellers Initials




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31)
    
    ATTORNEYS FEES: In any litigation, arbitration or other legal proceeding which may
arise between any of the parties hereto, including Agent, the prevailing
party shall be entitled to recover its costs, including court costs, costs of arbitration,
and reasonable attorneys fees in addition to any other relief to which such
party may be entitled.
 32)
    
    NOTICE BEFORE SIGNING: When signed by both parties, this is a legal contract. Buyer
and Seller acknowledge that Brokers have advised them to consult and retain experts concerning the legal and tax effects of this Agreement and the completion
of the sale, as well as the condition and/or legality of (the Property,
including, but not limited to, the Propertys improvements, equipment, soil, tenancies,
title and environmental aspects.
 33)
    
    VOLUNTARY TRANSFER OF CORPORATE ASSETS: The undersigned acknowledges that he/she is
authorized by the Board of Directors to sign this
Agreement on behalf of the Seller corporation and that this sale does not constitute a
sale, lease, or exchange of all or substantially all the property and assets of
the corporation, such as would require the authorization or consent of the shareholders
pursuant to 15 P.S. § 1311.
 34)
    
    ACCEPTANCE DATE  The Acceptance Date of this Purchase Agreement shall be the date the offer
is fully executed by Buyer and Seller.
    <signatures on following page(s)>
 RF
    
    
    
    TRBuyers Initials
    
    Page 5 of 9
    
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BUYER ROBERT A. FAHN and/or his assigns/nominees
 By:
Date:
    
    /s/ Robert A. Fahn

2.12.07

Mr. Robert A. Fahn232 South Beverly DriveSuite 228 Beverly Hills, CAPhone: (310) 278-4151FAX: (310)E-Mail: Fahn3246@aol.com
  By:
    
    /s/ David L. BodeDATE:David L. Bode, CCIM, SIOR, V. P.  Corporate Services & Partner (Licensee)ROCK Commercial Real Estate, LLC221 W. Philadelphia Street, Suite 19, York, PA 17404Phone: (717) 854-5357x105FAX: (717) 854-5367E-Mail: dbode@rockrealestate.net
 RF
    
    
    
    TRBuyers Initials
    
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SELLER:
 By:
DATE:
    
    /s/ Thomas E. Rowley

2/17/07

Thomas E. Rowley, CEO2728 Orchard Parkway,San Jose, CA 95134Phone: (408) 625-2705FAX: (408)E-Mail: tomrowley@starvox.com
  By:
    
    /s/ Douglas P. PughDATE:Douglas P. Pugh, Assistant Vice President                      (Licensee)CBRE/HarrisburgLocus Court Building, Suite 200212 Locusl StreetHarrisburg, PA 17101Phone: (717) 238-9696 x 108FAX: (717) 238-2061E-Mail: Douglas.pugh@cbre.com
 RF
    
    
    
    TRBuyers Initials
    
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EXHIBIT A
 Property
 
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    TRBuyers Initials
    
    Page 8 of 9
    
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EXHIBIT B
 Lease Agreement
 RF
    
    
    
    TRBuyers Initials
    
    Page 9 of 9
    
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Exhibit B
 FORM OF
 LEASE AGREEMENT
 
 ARTICLE 1
DEFINITIONS
 Building
 Capital
Improvements
 Effective
Date
 Operating Expenses
 1




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Permitted
Use
 Premises
 Property
 Real
Property Taxes
 Square Footage of the Premises
 Tenants Property
 Tenants Proportionate Share
 2




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ARTICLE 2
DEMISE AND TERM
 Demise of Premises
 Lease
Term
 Holdover
 ARTICLE 3
RENT
 Base-Monthly Rent
 Allocated Share of Operating Expenses
 Monthly Estimate
 3




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Additional Rent
 Payment of Rent
 Late Rent
 ARTICLE 4
USE OF PREMISES
 Permitted Use
 ARTICLE 5
IMPROVEMENTS
 Alterations
 Liens
 4




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ARTICLE 6
REPAIR AND MAINTENANCE
 Maintenance By Landlord
 ARTICLE 7
REAL PROPERTY TAXES
 Taxes on Tenants Property
 ARTICLE 8
INSURANCE
 Tenants Insurance
 (i)
    
    Liability Insurance: Commercial general public liability insurance
protecting Tenant and Landlord, as an additional insured, against liability for
personal injury, bodily injury, death, and damage to property occurring in or about
the Property, or resulting from an occurrence in or about, the Property to afford
protection in the combined single limit coverage of not less than one million dollars
($1,000,000) in respect to bodily injury of property damage in any single occurrence
or such higher levels of liability coverage as Tenant is currently carrying with
respect to the Premises. Such liability insurance shall contain a contractual
liability endorsement insuring Tenants obligation to indemnify Landlord pursuant to
paragraph 9.a and a Severability endorsement.
 5




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(ii)
    
    Tenants Property Insurance: Fire and property damage insurance
covering Tenants Property. The proceeds of such insurance shall be payable to
Tenant.
 Landlords Insurance
 Landlords Right to Obtain Tenants Insurance
 Release and Waiver of Subrogation
 ARTICLE 9
INDEMNITY
 Indemnification, of Landlord
 Indemnification of Tenant
 In General
 6




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ARTICLE 10
DAMAGE TO PREMISES; CONDEMNATION
 In General
 Division of Proceeds
 ARTICLE 11
DEFAULT AND REMEDIES
 Events of Tenants Default
 (i)
    
    Monetary Defaults: Tenant fails to pay any Base Monthly Rent
or Additional Rent when due and such failure is not cured within five (5)
business days after Landlord notifies Tenant in writing that such payment was
not made when due, provided, however, that, if Tenant shall fail to pay any
installment of rent or other charges by the dates set forth in this Lease more
than twice in any six (6) month period, and an event of default shall be deemed
to have occurred without written notice from Landlord if any Base Monthly Rent
or Additional Rent is not paid when due on any other occasion; or(ii)
    
    Other Defaults: Tenant fails to perform any term, covenant, or
condition of this Lease, except those requiring the payment of money to
Landlord, and Tenant fails to commence to cure such default within fifteen (15)
days after delivery of written notice from Landlord specifying the nature of the
default or fails to thereafter continuously and with due diligence prosecute
such cure to completion; or
 7




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(iii)
    
    Assignment to Creditors: Tenant makes a general assignment
of its assets for the benefit of its creditors; or(iv)
    
    Attachment: There occurs an attachment of, execution on,
appointment of a custodian or receiver with respect to, or other judicial
seizure of substantially all of Tenants assets or the leasehold created by this
Lease and Tenant fails to obtain a return or release of such property before the
earlier of (i) the thirtieth (30th) day thereafter, or (ii) the sale or other
disposition or such assets or this leasehold; or(v)
    
    Bankruptcy: The filing of any voluntary or involuntary petition in
bankruptcy by or against Tenant, which petition remains undischarged for a
period of thirty (30) days. If, notwithstanding this provision, a trustee
in bankruptcy or Tenant has the right to ratify, reject or assign this
Lease in the bankruptcy proceeding, this Lease shall be ratified or
assigned only if (i) the bankruptcy petition was filed in good faith; (ii)
no Base Monthly Rent or Additional Rent (which the parties agree is the
reasonable use and occupancy value of the Premises) is delinquent; (iii)
all Defaults hereunder have been cured or adequate assurance that all
such Defaults will be promptly cured is provided to Landlord; (iv)
Landlord and all of its Lenders are compensated for all actual losses and
expenses resulting from the filing of the petition; and (v) adequate
assurance of future performance of each and every covenant of this Lease
is provided to Landlord and its Lenders.
 Landlords Remedies
 (i)
    
    Terminate this Lease, in which event Tenant shall immediately surrender
the Premises to Landlord, and if Tenant fails to do so, Landlord may,
without prejudice to any other remedy which it may have for possession or
arrearage in rent, enter upon and take possession of the Premises and
expel or remove Tenant and any other person who may be occupying said
Premises or any part thereof by legal means, without being liable for
prosecution or any claim of damages therefore; and Tenant agrees to pay to
Landlord on demand the amount of legally recoverable damages which
Landlord may suffer by reason of such termination.(ii)
    
    Enter upon and take possession of the Premises and expel or remove
Tenant and any other person who may be occupying the Premises or any part
thereof by legal means without being liable for prosecution or any claim
for damages therefore, and relet the Premises and receive the rent
thereof; crediting such amount against the damages owing by Tenant on
account of the Event of Default; and Tenant agrees to pay to Landlord on
 8




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demand any deficiency that may between the proceeds of such reletting and the
legally recoverable damages owing by Tenant to Landlord.(iii)
    
    Enter upon the Premises without being liable for prosecution of any claim
for damages therefore, and to cure the Event of Default, and Tenant agrees to
reimburse Landlord on demand for any expense which Landlord may incur in thus
effecting compliance with Tenants obligations under the lease, and Tenant further
agrees that Landlord shall not be liable for any damages resulting to Tenant from
such action, whether caused by the negligence of Landlord or otherwise.(iv)
    
    Require all rental payments by subtenants, including within that term
the third parties occupying various portions of the Premises under the terms of
Lease agreements with Tenant, as primary lessor or as sublessor, which would
otherwise be paid to Tenant to be paid directly to Landlord and apply such rentals
so paid to or collected by Landlord against any rents or other charges due to
Landlord by Tenant hereunder. No direct collection by Landlord from such
subtenants shall release Tenant from the further performance of Tenants
obligations hereunder.(v)
    
    Declare all unpaid rental payments for the Term or renewal term of this
Lease to be due and payable immediately and proceed to collect the same.(vi)
    
    Pursuit of any of the foregoing remedies shall not preclude pursuit of any
of the other remedies herein provided or any other remedies provided by law or
equity, nor shall pursuit of any remedy herein provided constitute a forfeiture or
waiver of any rent due to Landlord hereunder or of any damages accruing to Landlord
by reason of the violation of any of the terms, provisions and covenants herein
contained. Failure by Landlord to enforce one or more of the remedies herein
provided upon an event of default shall not be deemed or construed to constitute a
waiver of such default or of any other violation or breach of any of the terms,
provisions, and covenants herein contained.(vii)
    
    In determining the amount of loss or damage which Landlord suffers by
reason of the termination of this Lease Agreement or the amount of deficiency arising
by reason of the reletting by Landlord as provided above, damages shall be awarded
for Landlords cost of repossessing the Premises and the cost of any and all repairs
or remodeling that is undertaken by Landlord to restore the Premises to a tenantable
condition or to place the Premises in a desirable tenantable condition for a new
tenant shall be deducted from the proceeds of the reletting before the same are
applied against the Tenants obligations to the Landlord. These costs include
reasonable attorneys fees and court costs.(viii)
    
    Landlord will use reasonable efforts to mitigate the damages incurred due
of an Event of Default by Tenant.
 9




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Confession Of Judgment.
   Landlords Default and Tenants Remedies
 Waiver
 10




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ARTICLE 12
ASSIGNMENT AND SUBLETTING
 By Tenant
 By Landlord:
 ARTICLE 13
TERMINATION
 Surrender of the Premises
 Relocation
 ARTICLE 14
GENERAL PROVISIONS
 Landlords Right to Enter
 11




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Subordination:
 Estoppel Certificates
 Force Majeuie
 Notices:
 Landlord:
    
    Properties of York, LLCc/o ROCK Commercial Real Estate, LLC221 West Philadelphia Street, Suite 19York, PA 17401
 12




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with copy to:
    
    Robert A. Fahn232 South Beverly Drive, Suite 228Beverly Hills, CA 90212Tenant:
    
    StarVox Communications, Inc.2728 Orchard ParkwaySan Jose, California 94560
  Attorneys Fees
 Reasonable Consent:
 Reasonable Expenditures:
 Miscellaneous:
 13




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Real Estate Licensee
 Tenants Additional Responsibilities
 Interruption of Utilities
 Refuse Removal
 Entire Agreement
 Liability of Landlord
 <Signatures on Next Page>
 14




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LANDLORD
    
    
    
    TENANTStarVox Communications, Inc.a
    
    
    
    
    
    a California corporationBy:
    
    
    
    
    
    By:Name:
    
    
    
    
    
    Name:Its:
    
    
    
    
    
    Its:Address For Notices:
232 South Beverly Drive
Suite 228 
Beverly Hills, California 90212
    
    
    
    Address For Notices:
2728 Orchard Parkway 
San Jose, California 94560.
 15




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EXHIBIT A
 Property
 
 16