1. I am of legal age in the jurisdiction in which I enter into this Agreement. I hereby apply to become an Independent Marketing Executive of Infinity Wireless, Inc., (the Company) and to participate in its Marketing and Compensation plan.

2. I shall become a Independent Marketing Executive upon acceptance of this application and I shall have the right to sell the products and services offered by the Company in accordance to the Terms and Conditions contained herein and in the terms of the Company’s Marketing Plan, Policies and Procedures, and any other literature and or website that may be issued and amended from time to time.

3. I certify that I have received a copy of the Company’s Marketing and Compensation Plan and Policies and Procedures from my upline Marketing Executive or from the Company via the Company’s website. I have carefully reviewed the Marketing and Compensation Plan and Policies and Procedures and acknowledge that they are incorporated as part of this Agreement in their present form and may be modified or amended from time to time by the Company.

4. It is expressly agreed by the parties that there are not, verbal or written representations, understandings, stipulations, agreements, or promises relating to the subject matter of this Agreement not incorporated herein. This Agreement and the terms of the Marketing and Compensation Plan and any other literature that may be issued by the Company constitute the entire agreement between the parties, which cannot be amended unless such amendment is acknowledged in writing by the Company.

5. I understand that I am not required to make any purchase of products or services offered by the Company including but not limited to cellular phones, calling plans, or accessories in order to become an Independent Marketing Executive or to participate in the Company’s Marketing and Compensation Plan.

6. I understand this Agreement does not create a relationship of employer/employee, agency, partnership or joint venture between any representative, sponsor and/or the Company. As an Independent Marketing Executive, I will be responsible for my own business and will not be considered an employee of the Company for the purposes of the Federal Insurance Contribution Act, the Federal Unemployment Tax Act, or any other laws pertaining to employees.

7. The term of this Agreement is for a period of one year. Representatives wishing to continue their representative status must apply to renew the agreement at an annual fee of $50.00.

8. As a sponsoring representative, I understand that I will be required to fulfill certain training, supervisory and management responsibilities associated with such a business relationship.

9. As a Marketing Executive I understand that at my own expense, I shall make, execute and file all reports, licenses and permits required by law or public authority with respect to this Agreement. I also understand that I will be solely responsible for the declaration and payment of all local, state, and federal taxes as may accrue because of my representative’s activities in connection with this Agreement. I will not make any statements or representations regarding the Company’s products or services or the Marketing Plan other than those contained in materials provided by the Company. Failure to comply with this provision may result in the suspension or termination of my representative status.

10. I agree to not use, advertise, or duplicate any of the Company’s literature in any way without the express written approval of the Company. This includes and is applicable to the Company’s logo, trade name, or trademarks. Any use of unauthorized literature is strictly prohibited and is grounds for immediate termination of this Independent Marketing Executive Agreement.

11. The Company may suspend or terminate this Agreement immediately in the event the Marketing Executive breaches any covenant contained herein. Any Marketing Executive shall be entitled to cancel participation in the marketing program at any time and for any reason upon written notice to the Company and the sponsoring Marketing Executive.

12. The Company agrees to pay earned commissions, within 30 days, to the Independent Marketing Executive on sales activity from within the Marketing Executive’s organization or by the Marketing Executive’s downline organization.

13. There are no written or implied guarantees of earnings. Actual income is solely dependent on the Independent Marketing Executive’s own personal efforts.

14. I hereby agree to represent the Company’s Marketing and Compensation Plan fairly and completely, emphasizing that retail sales are a requirement: no purchase of goods or services is required and that no sales fee can be derived from the mere act of sponsoring other Independent Marketing Executives. I acknowledge that as an Independent Marketing Executive I am not guaranteed any income nor am I assured any profits or success, and I certify that no claims or guaranteed profits or representations of expected earnings that might result from my efforts have been made by the Company or my sponsor. In this connection, I shall not represent directly or indirectly that any person may, can, or will earn any stated gross or net amount or that all Independent Marketing Executives will succeed.

15. I understand that the acceptance of this agreement does not constitute the sale of a franchise of a distributorship and that there are no exclusive territories granted to anyone and that no franchise fees have been paid, nor am I acquiring an interest in a security by the acceptance of this agreement.

16. I understand that only a Company Certified Presenter who has received training can make a public presentation of the Marketing & Compensation Plan and all public meetings consisting of two or more prospects must be audio or video taped and retained for permanent record. These tapes shall not be copied or reproduced for dissemination.

17. I agree to indemnify and hold the Company harmless from any claims, damages and expenses, including attorney’s fees arising out of my actions or conduct in violation of this Agreement. In the event a dispute should arise between the Company and myself as to our respective rights, duties obligations under this Agreement, it is hereby agreed that such disputes shall be settled by binding arbitration under the commercial rules of the American Arbitration Association with Arbitration to be held within the state of Delaware. The arbitration award may be enforced in any court of competent jurisdiction. This provision shall not restrict the Company from seeking preliminary or permanent injunctive relief in any court of competent jurisdiction.