Exhibit 10.2


 





IMPORTANT NOTICE


THIS INSTRUMENT CONTAINS A CONFESSION OF
JUDGMENT PROVISION WHICH CONSTITUTES A WAIVER OF IMPORTANT RIGHTS YOU MAY HAVE AS A DEBTOR AND ALLOWS THE CREDITOR TO OBTAIN A
JUDGMENT AGAINST YOU WITHOUT FURTHER NOTICE


 


CONFESSED JUDGMENT NOTE


 


	$2,495,625.00	April 29, 2016
	8% annual interest rate	Fairfax County, Virginia


 


Lattice Incorporated promises to pay to Global
Tel*Link Corporation the sum of TWO MILLION FOUR HUNDRED NINETY FIVE THOUSAND SIX HUNDRED TWENTY FIVE ($2,495,625.00), plus interest
at the annual rate of 8% on or before April 30, 2019. Value received, without offset. Lattice agrees to pay on the last day of
the month of each following quarter year (each, a “Settlement Date”), beginning on July 31, 2016, that portion of the
outstanding principal amount of this Note and all interest accrued thereon that is specified in Schedule A attached hereto. To
the extent any Settlement Date is not a business day, then the Settlement Date shall be the first business day immediately preceding
such Settlement Date.


 


All exemptions, protest, presentment and notice
of dishonor to this debt are hereby waived by the maker and endorser hereof.


 


	Payable to:		Global Tel*Link Corporation



 


	Delivery to:		Global Tel*Link Corporation

c/o Claudia G. Regen

12021 Sunset Hills Road, #100

Reston,
VA 20190



 


Global Tel*Link Corporation shall permit
payment of this Note, at a discounted amount of TWO MILLION THREE HUNDRED SEVENTY THOUSAND EIGHT HUNDRED FORTY THREE AND
75/100 ($2,370,843.75), at any time on or before April 30, 2017. There shall be no grace period for such payment. Timely
payment of TWO MILLION THREE HUNDRED SEVENTY THOUSAND EIGHT HUNDRED FORTY THREE AND 75/100 ($2,370,843.75), plus interest at
the annual rate of 8%, on or before April 30, 2017, pursuant to the terms of this Note, shall constitute full satisfaction of
this Note.


Global Tel*Link Corporation
shall permit payment of this Note, at a discounted amount of TWO MILLION FOUR HUNDRED TWENTY THOUSAND SEVEN HUNDRED FIFTY SIX
AND 25/100 ($2,420,756.25), at any time after April 30, 2017 but on or before April 30, 2018. There shall be no grace period for
such payment. Timely payment of TWO MILLION FOUR HUNDRED TWENTY THOUSAND SEVEN HUNDRED FIFTY SIX AND 25/100 ($2,420,756.25), plus
interest at the annual rate of 8%, on or before April 30, 2018, pursuant to the terms of this Note, shall constitute full satisfaction
of this Note.


 






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Neither Lattice Incorporated nor Global Tel*Link
Corporation may assign any of its rights or obligations under this Note without the prior written consent of the other party hereto,
any such purported assignment without such consent being null and void.


 


In the event of a default under the terms of
this Note, Lattice Incorporated agrees to pay the full amount due under the terms of this Note in the amount of TWO MILLION FOUR
HUNDRED NINETY FIVE THOUSAND SIX HUNDRED TWENTY FIVE ($2,495,625.00), plus interest at the annual rate of 8%, less any payments
made after the date of this Note.


 


TO THE CLERK OF THE CIRCUIT COURT FOR THE
COUNTY OF FAIRFAX, VIRGINIA, GREETING:


 


Be it known to you that Lattice
Incorporated is justly indebted to Global Tel*Link Corporation in the amount of TWO MILLION FOUR HUNDRED NINETY FIVE County,
Virginia, in your said office and to confess judgment before you therein against Lattice Incorporated in favor Global
Tel*Link Corporation, or its assigns, for said amount due, and for which Lattice Incorporated authorizes said
attorney-in-fact to confess judgment against it with waiver of all exemptions.




 






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	4/22/16	LATTICE INCORPORATED
	 	 
	 	By: /s/ Paul Burgess
	 	 
	 	Title: CEO
	 	 
	 	 
	 	 



 


 


 








	STATE OF New Jersey	)
	COUNTY OF Camben	)



 


 


Before me,  Dawn Gilbert, a Notary Public of said County
and State, personally appeared  Paul Burgess, with whom I am personally acquainted (or proved to me on the basis of satisfactory
evidence), and who, upon oath, acknowledged himself/herself to be duly authorized to execute the instrument on behalf of Lattice
Incorporated, and that he/she executed the foregoing instrument for the purposes therein contained.


Witness my hand and seal, at Office, this  22nd  day of
April 2016.


 


 


 


	 	/s/ Dawn Gilbert
	 	Notary Public
	 	My Commission Expires: January 25, 2017



 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 






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SCHEDULE A


 


Payment Schedule


 


 





Paid on the date hereof $ 250,000 Upon Signature


 







 





	Date	 	 	Prin Bal	 	 	 	Prin	 	 	 	Interest	 	 	 	TTL Pay’t	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	7/31/2016	 	$	2,245,625	 	 	$	250,000	 	 	$	49,913	 	 	$	299,913	 
	10/31/2016	 	$	1,995,625	 	 	$	250,000	 	 	$	44,913	 	 	$	294,913	 
	1/31/2017	 	$	1,45,625	 	 	$	250,000	 	 	$	39,913	 	 	 	289,913	 
	4/30/2017	 	$	1,495,625	 	 	$	250,000	 	 	$	34,913	 	 	$	284,913	 
	7/31/2017	 	$	1245,625	 	 	$	250,000	 	 	$	29,913	 	 	$	279,913	 
	10/31/2017	 	$	995,625	 	 	$	250,000	 	 	$	24,913	 	 	$	274,913	 
	1/31/2018	 	$	745,625	 	 	$	50,000	 	 	$	19,913	 	 	$	269,913	 
	4/30/2018	 	$	250,000	 	 	$	495,625	 	 	$	14,913	 	 	$	510,538	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	$	2,245,625	 	 	$	259,300	 	 	$	2,504,925	 





 


 


 






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