INTERNATIONAL TELEMEDIA ASSOCIATES, INC.
                    CUSTOMER BILLING AND COLLECTION CONTRACT

     This contract  (hereinafter  referred to as this  "CONTRACT"),  dated 6/20.
1997, is entered into by and between International Telemedia Associates, Inc., a
Georgia  corporation  whose principal place of business is 340 Interstate  North
Parkway, Suite 200, Atlanta,  Georgia 30339,  (hereinafter referred to as "ITA")
and RCP Enterprises Group, Inc. a Delaware  corporation whose principal place of
business  is  42  Harrisson  St.,  Bedford,  Ohio  (hereinafter  referred  to as
"CUSTOMER"),  CUSTOMER  and  ITA are  hereinafter  collectively  referred  to as
"PARTIES."

     WHEREAS, ITA is engaged in the business of providing BILLING AND COLLECTION
SERVICES, as defined in Section 2.2 of this CONTRACT, and related services; and

     WHEREAS,  CUSTOMER is an IP or SB, as defined  below,  and desires to enter
into this CONTRACT for ITA to provide BILLING AND COLLECTION  SERVICES,  and any
related services referred to herein, in accordance with the terms hereof;

     NOW,   therefore,   for  and  in  consideration  of  the  mutual  promises,
agreements,   and  covenants   contained   herein,   the  sufficiency  of  which
consideration is hereby acknowledged, ITA and CUSTOMER hereby agree as follows:

1.   ADDITIONAL  DEFINITIONS:  The  following  definitions  shall  apply for all
purposes of this Agreement:

     1.1       ADVERTISEMENTS(S):   layouts,  artwork,  pictures,  text,  video,
               audio,  programs  and  materials  used  in  selling,   promoting,
               marketing and advertising  CUSTOMER CALL TRANSACTIONS  including,
               but not limited to, those used in print media,  radio  broadcast,
               television broadcast, and direct mail.

     1.2       ANI:  automatic  number   identification  (the  telephone  number
               identifying the CALLER).

     1.3       BILLING AND COLLECTION SERVICES: See 2.2

     1.4       CALL  DETAIL(S):  data  relating  to CALL  TRANSACTIONS  which si
               provided to ITA for billing  purposes.  The data  relating to the
               charges  for any one CALL  TRANSACTION  is referred to as a "CALL
               DETAIL."

     1.5       CALLER(S):  customer of both  CUSTOMER  and other IP's engaged in
               CALL TRANSACTIONS.

     1.6       CALL  TRANSACTION(S):  the  providing  of a service or product by
               telephone (or  otherwise)  with respect to which  billings can be
               placed on the local telephone bills of purchasers of the services
               and products.


                                      Page 234
<PAGE>


     1.7       CERTIFICATION  AGREEMENT:  any agreement  signed by ITA and an IP
               and/or  an SB  whereby  such IP and/or SB  warrant,  among  other
               things, that the CALL DETAILS submitted or to be submitted to ITA
               on behalf of an IP for billing  and  collection  represent  valid
               arms length CALL  TRANSACTIONS  between that IP and IP's CALLERS.
               CALL  DETAILS may be submitted  directly  from an IP or SB to ITA
               only  pursuant  to and in strict  accordance  with the terms of a
               CERTIFICATION AGREEMENT.

     1.8       CERTIFICATION  REQUIREMENTS:  the requirements and conditions set
               forth in any  CERTIFICATION  AGREEMENT which must be met in order
               for an IP or SB to transmit CALL DETAILS directly to ITA.

     1.9       CHARGEBACK: The amount of a credit or adjustment to a LOCAL PHONE
               BILLING issue by ITA pursuant to its rights under this  CONTRACT,
               or issued by a LEC pursuant to an applicable  LEC B&C  AGREEMENT,
               or the amount of any LOCAL PHONE BILLING which is not paid by the
               CALLER.

     1.10      CHARGEBACK  RESERVES:  portions and percentages of sums collected
               from LECs which are withheld from sums paid over to IP's and SB's
               and  held  as  a  reserve   against  the  possibility  of  future
               chargebacks by LECs against ITA resulting from  non-payments  by,
               chargeoffs of and reimbursements to CALLERS.

     1.11      CUSTOMER CALL TRANSACTIONS: all CALL TRANSACTIONS OF CUSTOMER.

     1.12      INFORMATION  PROVIDER  OR  IP:  any  originator  of  services  or
               products  available  via telephone  (or  otherwise)  that are the
               subject of CALL TRANSACTIONS.

     1.13      IP B&C AGREEMENT:  any billing and collection  agreement  between
               ITA and an IP including this CONTRACT.

     1.14      ITA  CHARGES:  per  CALL  TRANSACTION,  per  validation,  and per
               inquiry charges imposed by ITA.

     1.15      IXC: Interchange (long-distance) carrier.

     1.16      LAWS  AND  REGULATIONS:   all  federal,  state  and  local  laws,
               regulations, and ordinances and LEC and IXC policies, procedures,
               terms,  and conditions,  applicable now or in the future,  to the
               relationship  between  ITA  and  CUSTOMER  and  their  respective
               operations.

     1.17      LEC: local exchange carrier (local telephone company).

     1.18      LEC B&C AGREEMENTS: billing and collection agreements between ITA
               and any LEC.

     1.19      LEC CHARGES:  all per message,  per bill rendering,  per inquiry,
               and miscellaneous charges imposed by any LEC.

     1.20      LOCAL PHONE  BILLING OR LPB: the billing added to the local phone
               bill of any CALLER for CALL TRANSACTIONS or that CALLER.

     1.21      PROGRAMS:  the  services or products  being  provided by CUSTOMER
               that are the  subject of  CUSTOMER  CALL  TRANSACTIONS  which may
               include,  but are not limited to,  audiotext  communications  and
               information,  live  voice  communications  and  information,  fax
               transmissions  and  services,  data  transmissions  and services,
               video  transmissions  and  services,  pager and beeper  services,
               voice mail services,  fulfillment  services,  sales of goods, and
               computer  online  services with respect to which  billings can be
               placed on the local telephone bills of purchasers of the services
               and products.


                                      Page 235
<PAGE>


     1.22      REGULATORY   AUTHORITY:   any  entity  which  is   authorized  to
               investigate   activities   and   practices  of  ITA  or  CUSTOMER
               concerning  CALL  TRANSACTIONS  and   ADVERTISEMENTS.   The  term
               REGULATORY AUTHORITY includes, but is not limited to, the Federal
               Communications  Commission  (FCC),  the Federal Trade  Commission
               (FTC),   state  attorneys  general  (AG),  state  Public  Service
               Commissions  (PSC),  and Public Utility  Commissions  (PUC),  and
               internal regulatory and/or investigatory departments within LEC's
               and IXC's.

     1.23      SERVICE  BUREAU OR SB: any entity that is not an IP but  supports
               an IP's operations by causing  content  supplied by that IP to be
               accessible  via  telephone  lines.  By way of  illustration  (not
               limitation),  SB's generally  provide these services  through the
               set-up and  operation of necessary  telecommunications  equipment
               and  through   arrangements  with  IXC's  for  900-NXX  or  other
               pay-per-call telephone line access.

     1.24      TAXES:  taxes and tax-like  fees,  penalties,  and charges of any
               governmental authority.

     1.25      TELEPHONE TRAFFIC: the aggregate number of CALL DETAILS generated
               by CUSTOMER and submitted to ITA for billing and collection.

     1.26      UNPAID LEGITIMATE CHARGES: That portion of the sums billed by the
               LECs on behalf of  CUSTOMER  that are  disputed  by  CALLERS,  or
               simply  not  paid  by  CALLERS,  including  CHARGEBACKS,   which,
               pursuant to applicable LAWS AND  REGULATIONS,  may be pursued for
               collection by CUSTOMER or its designee. Please see the Collection
               Addendum to CONTRACT which is attached hereto as Exhibit "D".

2.   DESCRIPTION OF BILLING AND COLLECTION SERVICES

     2.1       ITA  has  entered  into  LEC  B&C  AGREEMENTS  with a  number  of
               different  LEC's  providing  that ITA,  subject  to the terms and
               conditions set forth in those  agreements,  may transmit to those
               LEC's  CALL  DETAILS  for  specified  CALL  TRANSACTIONS  for the
               purposes of having  bills based on those CALL  DETAILS  placed on
               the  local  phone  bills  of  the  CALLERS.  Under  the  LEC  B&C
               AGREEMENTS,  the  LEC's  reserve  the right to  approve  each new
               program  prior to the start of  billing.  Subject  to each  LEC's
               right to  reject  any  program,  a list of the LEC's  which  will
               ordinarily  add billings for ITA's  customers will be supplied in
               diskette format or through ITA's bulletin board system.

     2.2       BILLING AND COLLECTION  SERVICES are understood by the PARTIES to
               include the following components:

     2.2.1     CALL  DETAIL  Transmission:  IXC's that are not  affiliated  with
               CUSTOMER  shall provide  CUSTOMER"S  CALL DETAILS to ITA,  except
               that  CUSTOMER or any SB of CUSTOMER  may  transmit  CALL DETAILS
               directly to ITA if CUSTOMER  and any SB of CUSTOMER  have entered
               into a CERTIFICATION AGREEMENT and all CALL DETAILS are submitted
               in strict accordance with the terms of such Agreement.

     2.2.2     CALLER   BILLING:   ITA  will  perform  certain  data  processing
               functions,  including the editing and rating of  CUSTOMER'S  CALL
               DETAILS for  submission  to LEC's with which ITA  maintains a LEC
               B&C AGREEMENT. In the event that IP's CALL DETAILS are determined
               to be  unsuitable  for  submission  to the LEC's for placement on
               CALLERS'  local phone bills for any  reason,  including,  but not
               limited to, technical  problems with CALL DETAILS,  nonconformity
               with  LAWS  AND  REGULATIONS<  failure  to meet  ITA of LEC  edit
               criteria,  ITA  policy  considerations,  and/or  LEC  contractual
               limitations  and  considerations,   thos  CALL  DETAILS  will  be
               returned to CUSTOMER by ITA as provided for herein.  Upon such an
               occurrence,  ITA shall have no further obligation to liability to
               perform BILLING AND COLLECTION  SERVICES relative to the returned
               CALL DETAILS. ALL CALL DETAILS passing the ITA edit criteria will
               be forwarded to each applicable LEC, as required, for billing



                                      Page 236
<PAGE>

               and  collection.  The LEC's will  purchase the CALL  TRANSACTIONS
               from  ITA,  on  behalf  of  CUSTOMER,  subject  to the  terms and
               conditions  contained in the  applicable  LEC B&C AGREEMENT  with
               that  LEC,  and  remit  funds to ITA  under  the  terms of and in
               accordance  with the schedule  provided in the applicable LEC B&C
               AGREEMENT.  Upon  receipt of these LEC remitted  funds,  ITA will
               account for an allocate  those funds,  ITA fees,  and  associated
               charges  and  CHARGEBACK   RESERVES,   in  accordance  with  this
               CONTRACT.

     Further, it is understood that pursuant to its LEC B&C AGREEMENTS, each LEC
has the  right  to  return  to ITA all CALL  DETAILS  it  deems  unsuitable  for
placement  on a  CALLER's  local  phone  bill.  This may occur  for any  reason,
including,  but not limited to,  incomplete or out-of-date ANI, blocked ANI, LEC
sale or transfer of an exchange, and/or any other changes of availability of LEC
coverage,  whether  instituted  by LEC,  ITA, any third party,  or a REGULATORTY
AUTHORITY.  ITA will account for and allocate  these LEC returns to CUSTOMER and
other  appropriate Ips pursuant to this CONTRACT or any other  applicable IP B&C
AGREEMENT.

     In addition,  it is understood  that pursuant to ITA's LEC B&C  AGREEMENTS,
the :LEC's retain the right to issue  adjustments or credits to CALLERS who may,
from time to time,  call the LEC's inquiry  centers.  When a ALL  TRANSACTION is
adjusted or credited by a LEC, the funds are deducted from ITA's remittance from
the LEC.  ITA will  account for and  allocate  these LEC returns to CUSTOMER and
other  appropriate IPs pursuant to this Contract and any other applicable IP B&C
AGREEMENT.

     Furthermore,  the  LEC's  will  calculate  for a bad  debt  reserve,  which
represents,  among other things,  gross billable revenue submitted by ITA to the
LECs that will not be collected  because of CALLERS'  nonpayment of local,  long
distance, and/or enhanced or premium rate pay-per-call services, The LEC's, from
time to time, will "true-up" or reconcile any overages or  insufficient  amounts
relative to maintenance of such LEC allocated bad debt reserves.  ITA will exert
reasonable  efforts to accurately  allocate such amounts among  CUSTOMER and any
other appropriate Ips.

     It is  expressly  agreed  that ITA shall have the right to make  reasonable
non-detailed accounting entries and corresponding adjustments to the amounts due
to CUSTOMER  under this  CONTRACT  relative to any CALL  TRANSACTIONS  or dollar
amounts where reasonable,  such as for example, where the LEC's fail to provide,
among other things,  the  completeness  of data necessary to make IP specific or
detailed   allocations.   In  assuming  and  making  the  distribution  of  such
non-detailed  adjustments  across all applicable  IP's including  CUSTOMER,  ITA
shall  take into  account  such  factors  as the IP's  gross  billable  revenue,
adjustment and credit history, and bad debt allowances.

     CUSTOMER  hereby  acknowledges  and  agrees  that the  CHARGEBACK  RESERVES
withheld by ITA pursuant to this  CONTRACT  and  Schedule A attached  hereto are
merely  estimates  of the  actual  chargeback  activity  related  to  CUSTOMER's
TELEPHONE  TRAFFIC  described by the  illustrations  set forth above, and do not
affect or in any way liit ITA's  rights to recourse,  reimbursement  and set-off
against CUSTOMER  pursuant to Section 19.1 below for all sums due by CUSTOMER to
ITA under this CONTRACT,  including  without  limitation the actual  chargeback,
unbillable and returns activity for CUSTOMER's TELEPHONE TRAFFIC.




                                    Page 237
<PAGE>


     2.2.3     Inquiry Handling:  ITA will handle CALLERS' inquiry and complaint
               calls,  and treat them in a manner  consistent  with the LAWS AND
               REGULATIONS and this CONTRACT.

     2.2.4     Disbursement:  ITA will remit funds to CUSTOMER or its designated
               payee  after  the  funds  have  been  received  fro the  LEC's as
               provided herein. If there exists no factoring relationship with a
               third-party  factor or if there exists no expedited  payment plan
               or option with ITA, remittance of funds will be as follows:

               Total of Funds Remitted from LEC Applicable to CUSTOMER

               minus   LEC Bad Debt Reserve Holdback (LEC Holdbacks  are subject
                       to change)
               minus   Applicable LEC CHARGES
               minus   ITA CHARGES
               minus   CHARGEBACK RESERVE Payments and Adjustments (See Schedule
                       A)
               minus   Other Fees, Interest, and/or Taxes

               equals  Net Funds Received by CUSTOMER

               ITA will exert  reasonable  efforts to promptly  direct all funds
               remitted from the LECs into a LEC depository  account.  ITA shall
               perform the  settlement  accounting in accordance  with the above
               outlined calculation, subject to any reserve adjustments pursuant
               to Section 2.2.2 and Schedule "A", and remit any net funds due to
               CUSTOMER or third party FACTOR.  CUSTOMER or its designated payee
               will instruct ITA in what manner and to what  location  funds are
               to be remitted. All funds due to FACTORS will be disbursed at the
               joint  direction  of ITA  and the  factors  as  described  in the
               applicable  factoring  agreement(s).  True-up  will  occur  at 18
               months  unless ITA  determines  there is a reasonable  likelihood
               that such true-up could result in overpayment being made.

     2.2.5     On a  periodic  basis,  ITA shall  provide  to  CUSTOMER  reports
               providing information such as calls paid, settled, unbillable, or
               uncollectible  and  any  portion  of a  settled  amount  that  is
               forgiven.

3.   OTHER DOCUMENTS

     3.1       It is expressly  understood and acknowledged that the BILLING AND
               COLLECTION SERVICES described herein are provided pursuant to and
               under the terms,  conditions,  rates, and charges as set forth in
               Schedule  A, which is hereby  made a part of this  CONTRACT.  The
               rates offered for any other services,  if any are to be provided,
               will be negotiated separately as the need arises.

4.   PRECEDENCE OF LAWS AND REGULATIONS

     4.1       It is expressly  understood and  acknowledged  that both CUSTOMER
               and ITA shall comply with all LAWS AND  REGULATIONS  which may be
               in effect from time to time.

     4.2       The PARTIES  further agree that this CONTRACT  shall at all times
               be  subject  to such  changes  or  modifications  of the LAWS AND
               REGULATIONS  as  may,  from  time to  time,  be  directed  by any
               REGULATORY AUTHORITY with appropriate jurisdiction; or as may, in
               the reasonable  view of ITA,  become  necessary due to changes or
               modifications of the LAWS AND REGULATIONS.

5.   DETARIFFING OF THE SERVICES

     5.1       Should it be  determined by any  appropriate  regulatory or other
               authority  that any or all of the  services  should  no longer be
               construed to fall under the  jurisdiction  and purview of some or
               all of the LAWS AND REGULATIONS, and provided that continuance of
               said services is otherwise legally permissible, the PARTIES agree
               to comply with and continue this CONTRACT for such services under
               the terms and  conditions  of this  CONTRACT  and  Schedule A and
               subject to any LAWS AND REGULATIONS that continue to apply.



                                      Page 238
<PAGE>


6.   TERM

     6.1       The term of this  CONTRACT  shall extend  twelve (12) months from
               the date of execution of this  CONTRACT.  Either PARTY shall have
               the right to terminate the obligations of CUSTOMER to forward new
               CALL  DETAILS  and of ITA to  accept  and bill  new CALL  DETAILS
               effective  at any time after the  expiration  of the twelve  (12)
               month period  provided the party  desiring to terminate has given
               the other party written notice a minimum of sixty (60) days prior
               to the  date of  termination.  Upon  any  such  termination,  the
               provisions of 17.2 shall apply.

     6.2       In the event any CALL DETAILS are provided by CUSTOMER to ITA and
               billed by ITA after the  termination  of this CONTRACT and before
               any other  contract is entered into,  the terms or this CONTRACT,
               with  any  modifications  in  effect  as  of  the  date  of  such
               termination,  shall  be  applicable  with  respect  to such  CALL
               DETAILS.

7.   CALL DETAIL TRANSMISSION

     7.1       CUSTOMER  will cause CALL DETAILS  (subject to the  CERTIFICATION
               REQUIREMENTS)  to be delivered to ITA via tape or other  mutually
               agreed upon data  medium.  ITA shall,  upon  request of CUSTOMER,
               rate CALL DETAILS as they are received from CUSTOMER according to
               pricing  informati9on  provided by CUSTOMER at least two weeks in
               advance of the effective daye of said pricing.

     7.2       All  such  CALL  DETAILS  delivered  to  ITA  will  be on an  "as
               processed  basis" and may represent CALL  TRANSACTIONS  occurring
               over more than one billing cycle.  However, no CALL DETAILS shall
               be delivered to ITA which represents CALL TRANSACTIONS  occurring
               more than  sixty  (60) days  prior to  delivery,  unless  special
               arrangements have been agreed to by the PARTIES in advance.

     7.3       CUSTOMER represents and warrants that CUSTOMER has clear title to
               and the right to collect for all CALL  DETAILS  submitted  to ITA
               for billing.

     7.4       The technical  method and schedule of data  transference  of CALL
               DETAILS shall be decided upon jointly by CUSTOMER and ITA.

8.   CALLER BILLING

     8.1       ITA does not purchase the CALL  DETAILS from  CUSTOMER  under the
               provisions of this CONTRACT,  but only agrees to exert reasonable
               efforts  to  cause  a  LOCAL  PHONE  BILLING.  Pursuant  to  this
               provision, CUSTOMER authorizes ITA to act in whatever capacity is
               necessary  to bill and collect the sums  represented  by the CALL
               DETAILS CUSTOMER submits. In particular,  CUSTOMER authorizes ITA
               to convey  these CALL DETAILS as accounts  receivable  solely for
               the  purpose  of  billing  and  collection  for  CUSTOMER  and/or
               factoring for CUSTOMER.



                                      Page 239
<PAGE>




     8.2       ITA agrees to make reasonable  efforts to keep CUSTOMER  informed
               of phone  numbers for which ITA has the ability to provide an LPB
               (by  providing  such  information  as  NPA's/NXX's,  territories,
               and/or local phone companies covered);  however, it is understood
               that  such  coverage  changes  regularly.  In that  regard  it is
               expressly  agreed that ITA shall have no liability for failing to
               notify  CUSTOMER for up to 3 months after ITA has lost particular
               coverage that ITA no longer has such  coverage.  CUSTOMER may, at
               its discretion, block traffic from potential CALLERS for whom ITA
               does not have the ability to provide an LPB.

     8.3       All CALL  TRANSACTIONS  shall be validated  through an authorized
               validation provider prior to service being provided. ITA RESERVES
               THE RIGHT,  AT ITA'S SOLE  DISCRETION,  TO POST-CALL  VALIDATE AT
               CUSTOMER's EXPENSE, ANY AND ALL CALLS PRIOR TO SUBMISSION OF CALL
               DETAILS TO THE LEC'S FOR  BILLING  AND  COLLECTION.  Pricing  for
               post-call validation is listed in Schedule A.

     8.4       ITA is not liable in any way to CUSTOMER  should CALL DETAILS not
               be placed on a local phone bill for any reasons  associated  with
               post-call validation criteria.

     8.5       It is further  agreed  that ITA shall not be liable in any way to
               CUSTOMER  should CALL DETAILS not be placed on a local  telephone
               bill  because it is not  financially  feasible to bill such calls
               (such as the  total of the CALL  DETAILS  is not of a  sufficient
               amount) or because  CALL  DETAILS are in violation of any term of
               this  CONTRACT or of any of the LAWS AND  REGULATIONS  or because
               not placeable  under any LEC B&C  Agreement,  or due to an honest
               mistake of ITA.

     8.6       The PARTIES to this CONTRACT are experienced in this industry and
               both realize  that no tape of CALL  DETAILS  which is supplied to
               ITA by CUSTOMER will be 100% billable.  ITA will attempt to cause
               as many of the CALL DETAILS to be billed as  reasonably  feasible
               with the exceptions set forth above,  and to perform such billing
               and collection in a reasonably efficient manner. ITA reserves the
               right to decide not to have billed or rebilled  any CALL  DETAILS
               of CUSTOMER.

9.   INQUIRY HANDLING

     9.1       It is  understood  that a  principal  part of ITA's  BILLING  AND
               COLLECTION SERVICES product is the handling of CALLER inquiries.



                                      Page 240
<PAGE>



     9.2       ITA shall process telephone  inquires and complaints from CALLERS
               related to the bills they have  received./  ITA my provide one or
               more 800 numbers or other telephone numbers for this purpose.

     9.3       CUSTOMER  shall  promptly  provide ITA with any  information  and
               materials  in regard to the nature of the  PROGRAMS  relating  to
               CALL  TRANSACTIONS  which  CUSTOMER has requested ITA to bill, or
               that ITA has billed,  including, but not limited to, any PROGRAMS
               that are the subject of one or more inquiries or complaints.  The
               information  and  materials  ITA may  request  at its  discretion
               include,  but  shall  not be  limited  to,  the  identity  of the
               provider of said  programming (in the event CUSTOMER is acting as
               an SB), current pricing and price history,  advertising  history,
               history of  chargebacks,  copies of PROGRAMS and  ADVERTISEMENTS,
               copies of advertising and promotional materials,  contracts,  and
               communications  between  CUSTOMER and other  companies  providing
               BILLING AND  COLLECTION  SERVICES  to  CUSTOMER  and a listing of
               other telephone numbers which carry the same or similar PROGRAMS.

     9.4       CUSTOMER  authorizes  ITA to notify CALLERS of  disconnection  of
               some  or  all  telephone   services   provided  by  CUSTOMER  for
               non-payment.

     9.5       CUSTOMER authorizes ITA to forgive charges incurred by any CALLER
               (or  remove  such  charges  from the LEC phone  bill) in the sole
               discretion  of ITA.  Said charges once  forgiven or removed shall
               become  chargebacks to CUSTOMER pursuant to Schedule A, and shall
               not be  re-billed  to the CALLER in  question  by CUSTOMER in any
               fashion.

     9.6       CUSTOMER  authorizes ITA to notify any CALLER of the  possibility
               of implementing call blocking,  both at the LEC level and also at
               the IP or SB level.

     CUSTOMER  authorizes ITA to accept  requests for call blocking at the IP or
SB level fro any CALLER or, in accordance with ITA determined  procedures and at
the sole discretion of ITA, to order call blocking at the IP or SB level for any
CALLER.  The  requesting  or  ordering of call  blocking  shall take the form of
notification  to CUSTOMER by ITA.  Upon  receipt of said  notification  CUSTOMER
agrees to  implement  such call  blocking  within a maximum of five (5) business
days.

     9.7       In no event  shall ITA be liable in any form  whatsoever  for any
               charges   pertaining  to  any  traffic  which  ITA  finds  to  be
               reasonably  uncollectible or which ITA forgives or removes from a
               CALLER's phone bill as per the provisions of this CONTRACT.

     9.8       It is understood that it is not the intent of the PARTIES for ITA
               to become involved in dispute  between  CUSTOMER and its CALLERS.
               Consequently,   the  procedures  for  inquiry   services  provide
               specifically (and it is hereby  specifically  agreed) that at any
               time in the collection process,  ITA may remove a disputed charge
               from a  CALLER's  bill and deduct  that  amount  from  CUSTOMER's
               receivables,  CUSTOMER  may  not  pursue  the  collection  of any
               CALLER'S  charges once those  charges have been  submitted to ITA
               for  billing  and  collection,  even if those  charges  have been
               forgiven by ITA, unless agreed to, in advance, by ITA.



                                      Page 241
<PAGE>


10.  COLLECTION OF UNPAID LEGITIMATE CHARGES

     10.1      It is likely that these will be occasions  when LEC's and\/or ITA
               will remove  billings  of CUSTOMER  from the local phone bills of
               CALLERS,  but not  release  those  CALLERS  from the  obligations
               represented by those billings.  In such event,  direct collection
               efforts may be permissible. In the event that CUSTOMER decides to
               have ITA and/or a subsidiary of ITA attempt to collect (or engage
               an outside  collection  agency to attempt to collect)  CUSTOMER's
               UNPAID LEGITIMATE  CHARGES, it will be necessary for CUSTOMER and
               ITA  and/or  an ITA  subsidiary  to  enter  into  an  appropriate
               supplemental collection agreement.

11. TAXES

     11.1      ITA shall be responsible for paying to  governmental  authorities
               the net sums (net sums being the sums  received for such purposes
               less later  deductions  relating to such sums due to chargebacks,
               nonpyments by callers and other  reasons) which ITA receives from
               the LECs to cover TAXES relating to CUSTOMER's TELEPHONE TRAFFIC.
               CUSTOMER shall be responsible for paying all TAXES not covered by
               the net sums  which  ITA  received  from  the LECs to cover  such
               TAXES.  CUSTOMER  agrees to indemnify  and hold ITA harmless from
               and against any  liability or loss  resulting  from any actual or
               claimed  failure  to  pay  any  TAXES,  or  tariffs,   penalties,
               interest,  addition to TAXES, surcharges, or other TAX related or
               tariff  related  charges  relating to CUSTOMER and CUSTOMER  CALL
               TRANSACTIONS   including,   but  not   limited  to,  any  related
               attorney's fees and litigation expenses that may be incurred.

12.  CONFIDENTIALITY AND PUBLICITY

     12.2      CUSTOMER  may  disclose  to and  discuss  with third  parties the
               identify of ITA and the  functions  ITA  performs  for  CUSTOMER.
               However, the terms of this CONTRACT,  its specific provisions and
               any price  information  contained  herein,  shall remain strictly
               proprietary  and  confidential  to ITA,  and  CUSTOMER  shall not
               disclose (or permit disclosure of) or use (or permit use of) this
               information   other  than  by  CUSTOMER's  own  organization  for
               CUSTOMER's  billing  and  collection  activities  with ITA.  With
               respect to any such  information  that constitutes a trade secret
               of ITA,  the terms of this  provision  shall apply for so long as
               such information  does not become public by legitimate  means. As
               to any confidential  information that does not constitute a trade
               secret under applicable law, this provision expires two (2) years
               from the date of the  expiration  of  other  termination  of this
               CONTRACT.

       12.2    Unless  otherwise  required  by  applicable  law or a  regulatory
               agency,  ITA and CUSTOMER agree that they shall not,  without the
               prior written consent of the other, make any news release, public
               announcement,  or denial or  confirmation  about the whole or any
               part of this CONTRACT which names the other,  or any affiliate of
               the other.


                                      Page 242
<PAGE>


13.  ASSIGNMENT

     13.1      CUSTOMER  has not and shall not  assign or  delegate  any  right,
               title,  obligations,  or duty in whole or in part,  or any  other
               interest hereunder,  or in the CALL DETAILS,  without the written
               consent of ITA. Any such assignment, transfer, sale, exchange, or
               gift is null and void.

14.  AMENDMENTS AND WAIVERS

     14.1      This CONTRACT or any part thereof or any attachment hereto may be
               amended,  modified  or  additional  provisions  may be  added  by
               written agreement signed by or on behalf of both PARTIES.

     14.2      No consent or waiver of any default under this CONTRACT  shall be
               effective  unless the same shall be in writing and signed by o on
               behalf  of the PARTY  against  whom such  waiver  or  consent  is
               claimed.  The  failure to  strictly  enforce  any term,  right or
               condition,  or of any other term,  right,  or condition  provided
               under this CONTRACT.

15.  CERTIFICATIONS

     15.1      CUSTOMER  certifies that all CALL DETAILS which are being or will
               be  submitted  to ITA by  CUSTOMER  under the  provisions  of the
               CONTRACT do and will relate to CALL  TRANSACTIONS,  the  carrying
               and  provision  of which  conflict in no way with any  applicable
               federal, state, or local tariffs, laws, or regulations.

     15.2      CUSTOMER  certifies that all CALL DETAILS which are being or will
               be submitted  to ITA under the  provisions  of this  CONTRACT are
               valid and accurate.

     15.3      CUSTOMER  represents  and warrants  that it has obtained and will
               keep  current all  federal,  state,  and local  licenses or other
               approvals  and  comply  with all LAWS AND  REGULATIONS  as may be
               applicable to the CUSTOMER'S CALL TRANSACTIONS.

     15.4      COPIES OF ALL LICENSES,  CERTIFICATIONS, AND APPROVALS, AND OTHER
               DOCUMENTS  REQUIRED  OF  CUSTOMER  UNDER THIS  CONTRACT  OR UNDER
               APPLICABLE LAWS AND REGULATIONS SHALL BE FURNISHED BY CUSTOMER TO
               ITA UPON REQUEST OF ITA.

     15.5      CUSTOMER hereby  represents and warrants to ITA that its PROGRAMS
               and  ADVERTISEMENTS  are and will continue to be legal and at all
               times in conformity  with applicable LAWS AND REGULATIONS and the
               requirements  of this  CONTRACT,  including  Schedule A attached.
               Such LAWS AND REGULATIONS and CONTRACT terms include, but are not
               limited to, rate caps, preambles,  validation  requirements,  age
               certification requirements,  contract certification requirements,
               and tariffs.  CUSTOMER agrees to protect,  defend,  indemnify and
               hold ITA harmless from and against any and all expenses,  claims,
               demands or causes of action of every kind and character including
               attorney's  fees  and  expenses   because  of,  incident  to,  or
               resulting  directly or  indirectly  from the acts,  omissions  or
               defaults   of   CUSTOMER   and/or   from   CUSTOMER's   PROGRAMS,
               ADVERTISEMENTS,  CALL  TRANSACTIONS  AND CALL DETAILS that are in
               breach of the  representations  and  warranties set forth in this
               subsection.



                                      Page 243
<PAGE>


16.  INDEMNIFICATION

     16.1      CUSTOMER  hereby  agrees to indemnify  and hold ITA harmless from
               and  against  any claims or losses ITA may incur,  including  any
               attorney's fees and related expenses,  resulting from any failure
               by CUSTOMER to perform in accordance  with or as agreed under the
               terms of this CONTRACT, or any other breach by CUSTOMER of any of
               the terms of this CONTRACT,  including any breach of any warranty
               or  representation  provided  hereunder,  and including,  but not
               limited to,  claims for any fees,  penalties,  or any  judgements
               incurred by such failure to perform or breach.

17.  SUSPENSION AND TERMINATION

     17.1      Notwithstanding  Section 8 above,  ITA may suspend billings under
               this  CONTRACT  immediately  in the  event a charge  is made by a
               REGULATORY  AUTHORITY  that any  ADVERTISEMENTS<  PROGRAMS<  CALL
               TRANSACTIONS  or CALL DETAILS or CUSTOMER were made in, or are in
               violation of, any of the LAWS AND  REGULATIONS  and, in the event
               of such a violation,  ITA may  terminate  all billing  under this
               CONTRACT.  If  ITA,  in  its  sole  discretion,  determines  that
               CUSTOMER  has  provided  PROGRAMS  or  ADVERTISEMENTS  which  are
               objectionable and/or may reflect adversely on ITA or may harm its
               good  business  name,  it may suspend or terminate  billing under
               this  CONTRACT  in the  event of any  other  breach of any of the
               terms of this  CONTRACT,  which breach is not cured within thirty
               (30) days of written notice to CUSTOMER of such breach.  Any such
               termination  shall  not  limit  ITA  from  any  additional  legal
               remedies it may elect to pursue.

     17.2      In the event of any  termination  of this  Agreement,  all of the
               provisions of this CONTRACT shall  continue to apply,  except for
               CUSTOMER's  obligations  to provide CALL DETAILS to ITA and ITA's
               obligations  to  transmit  CALL DETAIL  information  to LEC's for
               billing purposes. In the event of any such termination, ITA shall
               account for and disburse funds to CUSTOMER in accordance with the
               terms of and subject to all of ITA's rights under this  CONTRACT,
               applicable LAWS AND  REGULATIONS  and/or rulings of an arbitrator
               or by any court or other agency of competent jurisdiction.

     17.3      No portion of the  start-up  fee shall be  refundable  due to any
               early termination.

18.  NOTIFICATION

     18.1      Except  as  otherwise  provided  under  this  CONTRACT  or in the
               attachments  hereto, all notices,  demands, or requests which may
               be given by one Party top the other Party shall be in writing and
               shall be deemed to have been duly given on the date  delivered in
               person or deposited,  postage prepaid,  in the United States Mail
               via Certified Mail return receipt requested,  or sent by telex or
               cable to the other Party's notification address. The notification
               addresses of the PARTIES are as follows:

                                      ITA:

                    International Telemedia Associates, Inc.

                           c/o Office of the President
                          340 Interstate North Parkway

                                    Suite 200
                             Atlanta, Georgia 30339


                                      Page 244
<PAGE>



               With a copy to:
                    International Telemedia Associates, Inc.
                        c/o Rob Hassett, Attorney at Law
                 HASSETT, COHEN, BEITCHMAN & GOLDSTEIN, LLP
               One Lakeside Commons 990 Hammond Drive, Suite 990
                             Atlanta, Georgia 30328

                                    Customer:
                           RCP Enterprises Group, Inc.
                     c/o Viatech Communications Group, Inc.

                            676 South Military Trail
                            Deerfield Beach, FL 33442

     18.2      The above notification addresses may be changed by written notice
               given by one Party to the other Party pursuant to this Section.

19.  RIGHT OF RECOURSE, REIMBURSEMENT AND SET-OFF

     19.1      Notwithstanding  any other term of this CONTRACT,  and whether or
               not this CONTRACT has been  terminated  or breached,  the PARTIES
               agree that ITA is hereby entitled to recourse  against  CUSTOMER,
               and CUSTOMER is hereby  obligated to reimburse  ITA, for all sums
               due by CUSTOMER  to ITA under this  CONTRACT,  including  without
               limitation reimbursement required to be paid to ITA to CALLERS or
               LECs  for  amounts   attributable   or   allocable  to  CUSTOMER,
               overpayments  by ITA to CUSTOMER due to  insufficient  CHARGEBACK
               RESERVES,  any claims ITA may have  against  CUSTOMER  for TAXES,
               failure  o\f  CUSTOMER  to  comply  with  any  of  the  LAWS  AND
               REGULATIONS  to the extent  CUSTOMER's  noncompliance  negatively
               impacts ITA financially or proximately causes damages to ITA, and
               any  attorneys'  fees and  arbitration  expenses  ITA  incurs  in
               enforcing this right of recourse and reimbursement and any of its
               other rights hereunder. ITA and CUSTOMER agree that ITA is hereby
               entitled to pursue al  available  legal  remedies to enforce this
               right of recourse  and  reimbursement,  and further that ITA may,
               without  prejudice  o any other  remedies,  set-off  against  any
               amounts  that would  otherwise be due to CUSTOMER any sums due by
               CUSTOMER to ITA under this CONTRACT.

20.  LIMITATION OF LIABILITY

     20.1      ITA shall not, in any event,  be liable for  special  incidental,
               consequential, indirect, or other similar damages, even if ITA or
               any  of  its  agents  or  employees  have  been  advised  of  the
               possibility of such damages.  Additionally, ITA and its agents or
               employees  shall  not,  in any event,  be liable  for  exemplary,
               punitive, or similar damages under any circumstances.  CUSTOMER's
               sole and exclusive remedy for any breach by ITA of this Agreement
               or any other claims against ITA relating to this Agreement  shall
               be the refund of fees paid by CUSTOMER for  services  rendered or
               to be rendered by ITA hereunder.



                                      Page 245
<PAGE>


21.  THIRD PARTY BENEFICIARIES

     21.1      The  provisions  of this  CONTRACT  are for  the  benefit  of the
               PARTIES  hereto and not for any other person  except as otherwise
               agreed upon in writing by the PARTIES.

22.  COUNTERPARTS

     22.1      This agreement may be executed in multiple counterparts,  any one
               of which  shall be deemed  an  original,  but all of which  shall
               constitute one and the same agreement.

23.  OBLIGATIONS SURVIVE TERMINATION

     23.1      Provisions  contained  in this  CONTRACT  that by their sense and
               context are intended to survive the performance,  termination, or
               cancellation of this CONTRACT shall so survive.

24.  SEVERABILITY

     24.1      In the event that any one or more of the provisions  contained in
               this   CONTRACT   shall  for  any  reason  be  held   invalid  or
               unenforceable  in any  respect  under  the  laws of the  state of
               Georgia,  the remaining provisions shall not be affected thereby,
               but rather,  the entire  CONTRACT  shall be  construed  as if not
               containing the particular invalid or unenforceable provision, and
               the rights and obligations of the party hereto shall be construed
               and enforced accordingly.

25.  FORCE MAJEURE

     25.1      ITA  shall  not be  held  liable  for any  delay  or  failure  in
               performance  of any part of this  CONTRACT  from any cause beyond
               its control and without its fault or negligence,  such as acts of
               God,  acts of  civil  or  military  authority,  current  LAWS AND
               REGULATIONS  and  changes  thereto,  embargoes,   epidemics,  ar,
               terrorist  acts,   riots,   insurrections,   fires,   explosions,
               earthquakes, nuclear accidents, floods, strikes, power blackouts,
               volcanic   action,   other  major   environmental   disturbances,
               unusually severe weather conditions, inability to secure products
               or services of other  persons or  transportation  facilities,  or
               acts or omissions of transportation or telecommunications  common
               carriers.

26.  ARBITRATION

     26.1      Any  controversy  or  claim  arising  out of or  related  to this
               CONTRACT, and any other disputes between the PARTIES hereto shall
               be settled  by  arbitration  in  accordance  with the  Commercial
               Arbitration Rules of the American Arbitration Association then in
               effect.  There shall be only one arbitrator  selected pursuant to
               the AAA Commercial Arbitration Rules then in effect, and the fees
               for the  arbitrator  shall not exceed  the lesser of $200.00  per
               hour or $1,200.00 per day.  Judgement  upon the award rendered by
               the  arbitrator  may be entered in any court having  jurisdiction
               thereof. All arbitration proceedings shall be held at the offices
               of the American Arbitration  Association in Atlanta,  Georgia. It
               is expressly  agreed that the  arbitrator  shall be empowered and
               permitted to grant preliminary and permanent  equitable relief in
               addition to awarding damages.

27.  AUTHORIZATION

     27.1      Each  of the  persons  executing  this  CONTRACT  represents  for
               herself/himself  that  she/he  has the  authority  and  power  to
               execute  this  CONTRACT  for  herself/himself  and any  entity on
               behalf of which she/he executes this CONTRACT.


                                      Page 246
<PAGE>

28.  SUCCESSORS AND ASSIGNS

     28.1      This CONTRACT will be binding upon,  and inure to the benefit of,
               each party hereto and its or his/her heirs, devisees,  successors
               and assigns.

29.  ADVICE OF COUNSEL

     29.1      The  PARTIES  agree  that  each  has  obtained  or  has  had  the
               opportunity  to obtain the advice of legal  counsel  prior to the
               execution  of this  CONTRACT,  that each has read  this  CONTRACT
               carefully,  that  each has  obtained  or had the  opportunity  to
               obtain advice from counsel regarding this CONTRACT's meanings and
               consequences,  and that each has signed this CONTRACT  freely and
               voluntarily.

30.  SURVIVAL

     30.1      The  representation  and warranties  contained herein will not be
               extinguished  upon  execution   hereof,   but  will  survive  the
               execution hereof and may be asserted without  limitation,  except
               as otherwise provided by law.

31.  GOVERNING LAW

     31.1      Except as otherwise  expressly  provided in this  CONTRACT,  this
               CONTRACT  shall be deemed to be a contract made under the laws of
               the State of Georgia,  and the construction,  interpretation  and
               performance of this CONTRACT and all transactions hereunder shall
               be governed by the laws of that State.

32.  CONSTRUCTION

     32.1      Although the initial draft of this CONTRACT was drafted on behalf
               of ITA, this agreement  shall not be construed for or against any
               party but shall be construed in accordance  with the tenor of the
               language contained herein.

33.  ENTIRE AGREEMENT

     33.1      This  CONTRACT  and the  attachments,  and  referenced  LAWS  AND
               REGULATIONS,  and  any  CERTIFICATION  AGREEMENT  constitute  the
               entire  agreement  between CUSTOMER and ITA, which supersedes and
               replaces all prior oral or written agreements or contracts,  oral
               or    written    representations,    statements,    negotiations,
               understandings,  proposals and  undertakings  with respect to the
               subject matter hereof. The terms of this CONTRACT are contractual
               and not mere recitals.

     IN WITNESS WHEREOF,  the PARTIES hereto have duly executed this CONTRACT as
of the  date  appearing  on the  first  page of this  CONTRACT.  Any  individual
executing this CONTRACT on behalf of any party hereto does hereby  represent and
warrant that such  execution is made with full  authority and that such party is
bound by the terms hereof.

Read, Understood, and Agreed:

Dated as of this 20th Day of June, 1997.

INTERNATIONAL TELEMEDIA                             CUSTOMER:
ASSOCIATES, INC. ("ITA")
                                                    /s/ RCP Enterprises

By: /s/ International Telemedia Asscoiates        By: /s/ Richard C. Peplin,Jr.

Print Name: _______________                     Print Name:Richard C. Peplin,Jr.

Title: _____________________                     Title: President

                Place an "X" next to the statement that applies:

            _______ CUSTOMER has executed a CERTIFICATION AGREEMENT.

          _______ CUSTOMER has not executed a CERTIFICATION AGREEMENT.


                                Page 247
<PAGE>



                                   SCHEDULE A
 Customer Name _______________ Product Type: ___________ Account #____________
             (Addendum to CUSTOMER BILLING AND COLLECTION CONTRACT)



START UP FEES:                      $1,000
MONTHLY MINIMUMS:                   $1,500 (in Pr Call Charges)
CALL CAPS:                          Per Call                   Per ANI/Per Tape
                                    --------                   ----------------
                                    $ 50.00                    $150.00


The following charges shall apply to all CALL DETAILS billed through ITA Billing
and Collection Services:

Per CALL TRANSACTION                $.10, plus LEC costs

Per INQUIRY                         $2.50 per inquiry

Per VALIDATION                      $.07 per query


     A "Per CALL TRANSACTION" charge applies to every CALL TRANSACTION processed
by ITA.

     "Per INQUIRY"  charges are generated when ITA or a LEC processes an inquiry
call from a CALLER of  CUSTOMER.  A "Per  Inquiry"  charges is assessed for each
CALL  TRANSACTION  for which an  inquiry  is made and the  charge  for that CALL
TRANSACTION is either sustained or removed from the bill by either ITA or a LEC.

     A "Per VALIDATION" charge is assessed when ITA validates a CALL TRANSACTION
through an authorized data base provider.

     All of the above charges are in addition to LEC CHARGES which vary from LEC
to LEC and are passed through to the CUSTOMER.

     ITA  shall  maintain  a  CHARGEBACK  RESERVE  and a LEC Bad  Debt  Holdback
reserve,  to be withheld  from  whatever  funds are  disbursed to CUSTOMER.  ITA
reserves  the  right to adjust  the  reserves  from time to time to  approximate
actual  chargeback  and LEC bad debt history  and,  upon the  discontinuance  or
reduction of billing for CUSTOMER, as is reasonably determined to be required to
assure that  CHARGEBACK  RESERVES are sufficient to cover any sums that CUSTOMER
may end up owing to ITA. The reserves will initially be set as follows:

                           ITA CHARGEBACK RESERVE 30%
                   LEC Reserve Actual (varies from LEC to LEC)

     Please note that ITA reserves  the right to modify the reserve  percentages
and rates for Billing and Collection  Services at its sole  discretion  provided
that rates for Billing and  Collection  Services will not be changed except upon
thirty (30) days prior written notice. CUSTOMER represents and warrants that the
services  that will be  provided  by  CUSTOMER to be billed by ITA will be those
described in CUSTOMER's  Approval  Package  submitted to ITA and approved by the
LEC's.represents  and  warrants  that the  services  that  will be  provided  by
CUSTOMER  to be billed by ITA will be those  described  in  CUSTOMER's  Approval
Package submitted to ITA and approved by the LEC's.



                                      Page 248
<PAGE>

                                    EXHIBIT 1
                             CERTIFICATION AGREEMENT

     This  Certification  Agreement,  dated 6/20,  1997,  is entered into by and
between RCP Enterprises Group, Inc. (hereinafter  referred to as "CUSTOMER"),  a
Delaware  corporation  whose  principal  place of business is 42 Harrisson  St.,
Bedford, OH and International  Telemedia Associates,  Inc. (hereinafter referred
to as "ITA"),  a Georgia  corporation  whose  principal place of business is 340
Interstate North Parkway,  Suite 200, Atlanta,  Georgia 30339.  CUSTOMER and ITA
are hereinafter collectively referred to as the "PARTIES."

     Whereas,  the PARTIES have entered into a Billing and Collection  Agreement
signed and executed on 6/20, 1997 (hereinafter referred to as the "CONTRACT", it
being hereby agreed that the definitions in the CONTRACT also apply hereto); and

     Whereas,  CUSTOMER  wishes  to become  certified  by ITA to  transmit  CALL
DETAILS directly to ITA as contemplated in 1.7, 1.8 and 2.2.1 of the CONTRACT;

     Now,  therefore,  in  consideration  of the terms and conditions  contained
herein, ITA and CUSTOMER hereby covenant and mutually agree as follows:

1.   Exchange for certain warranties,  representations,  and guarantees,  ITA is
willing to accept CALL  DETAILS  directly  from  CUSTOMER.  See Section 2 of the
Agreement.

2.   CUSTOMER hereby warrants that all CALL DETAILS submitted by CUSTOMER to ITA
will represent arm's length transactions  between CUSTOMER and its customers and
that these  transactions  will  reflect  actual CALL  TRANSACTIONS  generated by
end-users who have no right, title or interest in the revenues generated by said
ALL TRANSACTIONS

3.   CUSTOMER  agrees that ITA may audit and/or  examine  CUSTOMER's  equipment,
facilities,  accounts,  and programs upon  reasonable  written notice and during
normal business hours to determine to ITA's reasonable satisfaction the validity
of CALL DETAILS submitted by CUSTOMER to ITA for billing and collection.

4.   Should ITA reasonably  determine through any reasonable means that CUSTOMER
has  submitted  CALL  DETAILS  not based on arm's  length  transactions  between
CUSTOMER and its customers or not reflecting actual CALL TRANSACTIONS  generated
by end-users who have no right,  title or interest in the revenues  generated by
sad CALL  TRANSACTIONS,  ITA  shall  have an  absolute  right to  terminate  its
obligations to CUSTOMER  without  recourse to CUSTOMER.  Such CALL  TRANSACTIONS
include,  but are not limited to,  fraudulent  or doctored call records that are
terminated to locations  other than what has been  represented,  calls that have
been generated to a CUSTOMER's  service by auto dialers,  agents or employees of
CUSTOMER or calls that are knowingly double-billed.



                                      Page 249
<PAGE>


5.   ITA reserves the right to pursue any other legal rights  provided by law or
agreement against CUSTOMER for any breach of the warranties set forth herein.

6.   It is understood  and agreed that in the event of any conflict  between the
terms  of the  CONTRACT  and this  Certification  Agreement,  the  terms of this
Certification Agreement shall control.

7.   Any  individual  executing  this  agreement  on  behalf  of a party  hereby
represents and warrants that such execution is made with fully authority.

8.   CUSTOMER further agrees to execute and deliver an additional  certification
agreement   having  terms  and  conditions   substantially   the  same  as  this
Certification  Agreement with respect to any  particular  CALL DETAILS as may be
requested by ITA which additional agreements shall be supplemental to and not in
lieu of the terms hereof.

Read, Understood and Agreed:

Dated as of this 20 day of June, 1997

INT'L. TELEMEDIA ASSOC., INC.                       CUSTOMER:

                                                    RCP Enterprises Group, Inc.

                                                    Print Name of Customer

By: /s/ Richard C. Peplin, Jr.                    C/o Viatech Comm. Group, Inc.
                                                   -----------------------------
Print Name: Richard C. Peplin, Jr.                  676 South Military Trail
            ----------------------                      ------------------------

Title: President                                    Deerfield Beach, FL 33442
       ---------                                       -------------------------





                                      Page 250