THIS PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR
UNDER ANY APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE TRANSFERRED EXCEPT PURSUANT TO
AN EFFECTIVE REGISTRATION STATEMENT UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS
OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE ISSUER THAT SUCH REGISTRATION IS NOT
FOR VALUE RECEIVED , I2 TELECOM INTERNATIONAL, INC. , a Washington corporation (“ Maker ”), hereby
promises to pay to the order of Phillip Rapp, Jr. (“ Payee ”), having his principal residence at 43 Southern, Chatham, NJ 07928
(or to such other person and/or at such other address as Payee may designate in writing to Maker), the principal amount of Two
Hundred Thousand and no/100 Dollars ($200,000.00) in such coin or currency of the United States as at the time of payment
shall be legal tender for the payment of public and private debts. Concurrently with the issuance of this promissory note (this
“Note”), Maker (i) issued to Payee that certain Warrant dated of even date herewith to purchase 200,000 shares of Maker’s
common stock, no par value per share; and (ii) entered into that certain Registration Rights Agreement dated of even date
herewith between Maker and Payee.
From and after the date hereof, interest shall accrue on the outstanding principal amount hereof at a rate of eight percent
(8%) per annum, which interest shall be computed on the daily outstanding principal amount hereunder on a 365-day year
The entire principal amount hereof, together with all accrued and unpaid interest and all other amounts outstanding
hereunder (the “ Outstanding Amount ”), shall be due and payable in full upon Thirty (30) days from the date hereof (the “
Maturity Date ”).
If any payment required under this Note becomes due and payable on a Saturday, Sunday or public holiday under the laws
of the State of Georgia, such payment date shall be extended to the next business day.