ASSET PURCHASE AGREEMENT

A SSET PURCHASE AGREEMENT

BETWEEN

COMMUNICATE.COM, INC.

AND

FREQENTTRAVELLER.COM, INC.

Dated as of November 12, 2007

ASSET PURCHASE AGREEMENT

      THIS ASSET PURCHASE AGREEMENT (this “ Agreement ”) is entered as of November 12, 2007, by and between Communicate.com, Inc., a Nevada corporation (" Buyer "), and FrequentTraveller.com, Inc., a Nevada corporation (" Seller ").

RECITALS

      WHEREAS , Seller conducts a business that provides travel services and related products to consumers online and by telephone to destination encompassed by the geographic domain names owned and leased by Seller;

      WHEREAS, Seller is the owner of all tangible and intangible assets associated or used in connection with the operation of the domain name FrequentTraveller.com and other domain names operated by Seller and which are the subject matter of this Agreement (the “Domain Names”);

      WHEREAS, Seller is the lessee of certain domain names owned by the Buyer and leased to Seller (the “Domain Names”) pursuant to a Domain Lease Agreement entered into by the parties on May 1, 2005 (the “Domain Lease Agreement”);

      WHEREAS , the Parties desire to terminate the Domain Lease Agreement upon Closing of this Agreement; and

      WHEREAS , the Seller desires to sell and transfer to Buyer, and Buyer desires to purchase from Seller all of the tangible and intangible assets associated or used in connection with the operation of FrequentTravellere.com, Indonesia.com, Malaysia.com, and Brazil.com and the other Domain Names being transferred and sold hereunder (the “Business”) upon the terms and subject to the conditions hereinafter set forth.

      NOW, THEREFORE, in consideration of the foregoing and the representations, warranties, covenants and agreements herein contained, the parties hereto agree as follows:

      ARTICLE I DEFINITIONS

      Section 1.01. Definitions . In addition to the other terms defined throughout this Agreement, the following terms, as used herein, have the following meanings:

     " Ancillary Agreements " means the Bill of Sale and Assumption and Assignment Agreements.

     " Lien " means, with respect to any asset, any mortgage, lien, pledge, charge, security interest or encumbrance of any kind in respect of such asset.

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     " Person " means an individual, corporation, partnership, association, trust or other entity or organization, including a government or political subdivision or an agency or instrumentality thereof.

     " Proprietary Rights " means all (A) patents, patent applications, patent disclosures and all related continuation, continuation-in-part, divisional, reissue, re-examination, utility, model, certificate of invention and design patents, patent applications, registrations and applications for registrations, (B) trademarks, service marks, trade dress, logos, tradenames, service names and corporate names and registrations and applications for registration thereof, (C) copyrights and registrations and applications for registration thereof, (D) mask works and registrations and applications for registration thereof, (E) computer software, data and documentation, (F) trade secrets and confidential business information, whether patentable or nonpatentable and whether or not reduced to practice, know-how, manufacturing and product processes and techniques, research and development information, copyrightable works, financial, marketing and business data, pricing and cost information, business and marketing plans and customer and supplier lists and information, (G) other proprietary rights relating to any of the foregoing including without limitation associated goodwill and remedies against infringements thereof and rights of protection of an interest therein under the laws of all jurisdictions, (H) copies and tangible embodiments thereof, and (I) all ownership rights in the content and text, navigational devices, menu structures or arrangement, icons, operational instructions, scripts, commands, syntax, source codes, screen design and other designs and visual expressions related to the operation of the Business, including without limitation all web pages layout, graphics, databases, online forms, search engines, banner advertisement (whether at the site or network), whether stored, encoded, recorded or written on disk, tape, film, memory device, paper or other media of any nature.

     “ Seller’s Proprietary Rights ” means all Proprietary Rights relating to the Business that are owned or licensed by Seller, or that are used in the operation of the Business or necessary for the operation of the Business.

     “ Shares ” means an aggregate of 8,000,000 shares of the Seller’s common stock owned by Buyer, $0.001 par value per share.

      ARTICLE II PURCHASE AND SALE

      2.01. Purchase and Sale. Upon the terms and subject to the conditions of this Agreement, Buyer agrees to purchase from Seller and Seller agrees to sell, transfer, assign and deliver, or cause to be sold, transferred, assigned and delivered, to Buyer at Closing, free and clear of all Liens, all of the assets, properties and business, other than the Excluded Assets, of every kind and description, wherever located, personal, tangible or intangible, owned, held or used in the conduct of the Business by Seller all as described and set forth on Schedule 2.01 hereto (the " Purchased Assets ") and including, without limitation, all right, title and interest of Seller in, to and under such of the foregoing. Although Schedule 2.01 is intended to be

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complete, in the event such Schedule fails to contain the description of any asset belonging to Seller which is used solely for the business and operation of the Business or is otherwise necessary for the ownership of the Business, such assets shall nonetheless be deemed transferred to the Buyer at the Closing.

      2.02. Excluded Assets . Buyer expressly understands and agrees that the following assets and properties of Seller (the " Excluded Assets ") shall be excluded from the Purchased Assets:

      2.03. Assumption of Liabilities . Upon the terms and subject to the conditions of this Agreement, Buyer agrees, effective at the time of Closing, to assume only the liabilities of Seller under such agreements between Seller and third parties related to the operation of the Business and as more specifically set forth on Schedule 2.03 hereto (the " Assumed Liabilities ").

      2.04. Excluded Liabilities . Notwithstanding any provision in this Agreement or any other writing to the contrary, Buyer is assuming only the Assumed Liabilities and is not assuming any other liability or obligation of Seller (or any predecessor owner of all or part of its business and assets) of whatever nature whether presently in existence or arising or asserted hereafter. All such other liabilities and obligations shall be retained by and remain obligations and liabilities of Seller (all such liabilities and obligations not being assumed are referred to as the " Excluded Liabilities "), including without limitation that Seller expressly agrees that the following liabilities and claims against Seller shall remain Seller’s liabilities and Seller further agrees to fully indemnify and hold Buyer harmless from any and all claims or causes of action related thereto as further provided in this Agreement:

      2.05. Assignment of Contracts and Rights . Seller and Buyer will use their best efforts (but without any payment of money by Buyer) to obtain the consent of the other parties to any Purchased Asset or claim or right or any benefit arising thereunder for the assignment thereof to Buyer as Buyer may request. If such consent is not obtained, or if an attempted assignment

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would be ineffective or would adversely affect the rights of Seller thereunder so that Buyer would not in fact receive all such rights, then Seller and Buyer will negotiate in good faith an adjustment in the consideration paid by Buyer for the Purchased Assets.

      2.06. Purchase Price . The purchase price and consideration for the Purchased Assets (the " Purchase Price ") is (a) the delivery of the Shares endorsed in favor of Seller, and (b) the cancellation of $261,833.19 of debt owing from Seller to Buyer under the Domain Lease Agreement, and (c) the assumption of the Assumed Liabilities. In addition, the Parties agree that the Domain Lease Agreement shall be deemed terminated and of no further force or effect upon the Closing of this Agreement and that all rights, duties and obligations thereunder shall be terminated.

      2.07. Closing . The closing (the " Closing ") of the purchase and sale of the Purchased Assets and the assumption of the Assumed Liabilities hereunder shall take place simultaneously with the execution of the this Agreement and the Ancillary Agreements at the offices of Richardson & Patel LLP, 11900 Wilshire Boulevard, Suite 500, Los Angeles, California 90024 on or around November 12, 2007 (the “ Closing Date ”). At the Closing:

     (a) Buyer shall deliver to Seller a stock certificate representing the Shares. The Certificate shall be duly endorsed for transfer in favor of the Seller.

     (b) Seller and Buyer shall enter into the Ancillary Agreements represented by a Bill of Sale substantially in the form attached hereto as Exhibit A and Assignment and Assumption Agreement substantially in the form attached hereto as Exhibit B , and Seller shall deliver to Buyer such endorsements, consents, assignments and other good and sufficient instruments of conveyance and assignment as the parties and their respective counsel shall deem reasonably necessary or appropriate to vest in Buyer all right, title and interest in, to and under the Purchased Assets.

     (c) Seller shall deliver documentation satisfactory to Buyer and Buyer’s counsel evidencing the release of all Liens on the Purchased Assets.

     (d) Seller and Buyer shall also execute and deliver all such instruments, documents and certificates as may be reasonably requested by the other party that are necessary, appropriate or desirable for the consummation at the Closing of the transactions contemplated by this Agreement, including copies of actions of their respective boards of directors and/or shareholders and such other writings as each may reasonably request.

ARTICLE III
REPRESENTATIONS AND WARRANTIES OF SELLER

     Seller hereby represents and warrants to Buyer that:

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      3.01. Corporate Existence and Power . Seller is a corporation duly incorporated, validly existing and in good standing under the laws of its jurisdiction of incorporation, and has all corporate powers and all material governmental licenses, authorizations, consents and approvals required to carry on its business as now conducted.

      3.02. Corporate Authorization . The execution, delivery and performance by Seller of this Agreement and each of the Ancillary Agreements to which it is a party, and the consummation by Seller of the transactions contemplated hereby and thereby are within Seller's corporate powers and have been duly authorized by all necessary corporate action on the part of Seller. This Agreement and each of the Ancillary Agreements to which Seller is a party constitute valid and binding agreements of Seller.

      3.03. Governmental Authorization . The execution, delivery and performance by Seller of this Agreement and each of the Ancillary Agreements do not require any action by or in respect of, or filing with, any governmental body, agency, official or authority.

      3.04. Non-Contravention . The execution, delivery and performance by Seller of this Agreement and each of the Ancillary Agreements do not and will not (i) contravene or conflict with the corporate charter or bylaws of Seller, (ii) contravene or conflict with or constitute a violation of any provision of any law, regulation, judgment, injunction, order or decree binding upon or applicable to Seller or the Business, (iii) constitute a default under or give rise to any right of termination, cancellation or acceleration of any right or obligation of Seller or to a loss of any benefit relating to the Business to which Seller is entitled under any provision of any agreement, contract or other instrument binding upon Seller or by which any of the Purchased Assets is or may be bound, or (iv) result in the creation or imposition of any Lien on any Purchased Asset.

      3.05. Required Consents . Schedule 3.05 sets forth each agreement, contract or other instrument binding upon Seller or any operating permit requiring a consent as a result of the execution, delivery and performance of this Agreement and the Ancillary Agreements or the consummation of the transactions contemplated hereby and thereby, except such consents as would not, individually or in the aggregate, have a material adverse effect on the Purchased Assets if not received by the Buyer (each such consent, a " Required Consent ”).

     3.06. Properties .

     (a) Seller has good and marketable, indefeasible, fee simple title to, or valid leasehold interests in, all Purchased Assets (whether real, personal, tangible or intangible).

     (b) No Purchased Asset is subject to any Lien.

     (c) There are no developments affecting any of the Purchased Assets pending or, to the knowledge of Seller threatened, which might materially detract from the value of such Purchased Assets, materially interfere with any present or intended use of any such Purchased Assets or materially adversely affect the marketability of such Purchased Assets.

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      3.07. Title to Purchased Assets . Upon consummation of the transactions contemplated hereby, Buyer will have acquired good and marketable title in and to, or a valid leasehold interest in, each of the Purchased Assets, free and clear of all Liens.

      3.08. Litigation . There is no action, suit, investigation or proceeding (or any basis therefor) pending against, or to the knowledge of Seller, threatened against or affecting, the Business or any Purchased Asset before any court or arbitrator or any governmental body, agency or official.

     3.09. Proprietary Rights .

     (a) Seller has and will transfer to Buyer at Closing good and marketable title to all of the Purchased Assets, which are being sold to Buyer under this Agreement, free and clear of all liens, claims, charges, judgments, restrictions, security interests, or other encumbrances of any kind, any no rights or license of any kind respecting the Purchased Assets have been granted to any third party. Seller is not a party to any contract or obligation whereby there has been granted to anyone an absolute or contingent right to purchase, obtain or acquire any rights in the Purchased Assets.

     (b) Seller (i) has no leases of any personal property relating to the Purchased Assets, whether as lessor or lessee; (ii) has no contractual or other obligations relating to the Purchased Assets, whether written or oral; and (iii) has not given any power of attorney to any person or organization for any purpose relating to the Purchased Assets.

     (c) There is no suit, claim, arbitration, investigation, action or proceeding entered against, now pending or, to the Seller’s knowledge, threatened against the Seller,