EX-10.1 DISTRIBUTION AGREEMENT

DISTRIBUTION AGREEMENT

THIS AGREEMENT is made and entered into this 1st day of January, 2007 by and between Samsung Electronics Argentina S.A., a corporation organized and existing under the laws of the Argentine Republic, domiciled at Bouchard 547 – 3 Piso, (1106) Buenos Aires, Argentina (hereinafter referred to as “SEASA”) and Infosonics Corporation. a corporation organized and existing under the laws of the E.E.U.U, domiciled at 5880 Pacific Center Blvd, San Diego, CA 92121 (hereinafter referred to as “DISTRIBUTOR”).

WITNESSETH:

WHEREAS, SEASA is engaged, by itself or through affiliated companies, in the manufacture and sale of hand phones and its accessories, which intends to market in the TERRITORY hereinafter set forth,

WHEREAS, DISTRIBUTOR is engaged in the business of importation and distribution of same products and its accessories trough carries or through such carrier´s authorized agent in the TERRITORY and desires to deal in and sell the products and its accessories in the TERRITORY; and

WHEREAS, SEASA is desirous of granting to the DISTRIBUTOR the non-exclusive right to distribute the products in the TERRITORY and the DISTRIBUTOR is willing to accept it.

Now, THEREFORE, in consideration of the mutual covenants hereunder set forth, the parties hereto agree as follows:

Article 1. Definitions.

When used in this Agreement, each of the following terms shall have the meaning attributed to it below.

(a)                     “Affiliate” shall mean any entity that directly or indirectly, through one or more intermediaries, controls, is controlled by, or is under common control with SEASA.

(b)                    “Agreement” means this Agreement, any written amendment and any exhibits or schedule thereto and all references to “herein”; “hereunder” or “hereof” shall refer to this entire Agreement.

(c)                     “Notice” shall mean a notice given in accordance with the terms of Article 17 of this

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Agreement.

(d)                    “PRODUCTS”, shall mean Held phones and its accessories as decided by SEASA from time to time.

(e)                     “SEASA” shall have the meaning set forth on the introductory paragraph. However, if DISTRIBUTOR purchases the PRODUCTS to an Affiliate of SEASA, all references in Articles 2 to 23 to SEASA will be deemed as if they were referred to such Affiliate.

(f)                       “SEASA’s Trademarks” shall mean those trademarks, trade names, slogans, labels, logo and other trade identifying symbols whether registered or not in the TERRITORY which are developed and used by SEASA in connection with any of the PRODUCTS to be sold by the DISTRIBUTOR pursuant to this Agreement.

(g)                    “TERRITORY” shall mean the ARGENTINE REPUBLIC, URUGUAY REPUBLIC and PARAGUAY REPUBLIC, the product shall be delivery at the customers in the port, in FOB bases.

Article 2. Distributorship.

2-1                   SEASA hereby grant to DISTRIBUTOR a non-exclusive right to distribute the PRODUCTS in the TERRITORY during the term of this Agreement and subject to the provisions and conditions hereinafter set forth.

2-2                   DISTRIBUTOR shall buy and sell in its own name and for its own account and shall act as independent trader with regard to both SEASA and the customers of DISTRIBUTOR. Nothing in this Agreement shall authorize DISTRIBUTOR to engage in transactions in the name of SEASA or in any manner, which may create any obligations or liabilities on the part of SEASA.

2-3                   This Agreement shall not operate or be construed to create any exclusive relationship between the parties. SEASA shall have at any time the right to sell to any other person within the TERRITORY upon such terms and conditions as are acceptable to SEASA in its sole discretion. DISTRIBUTOR shall have no right or interest, including third party beneficiary or “most-favored nation” interest or rights, in any transaction or agreement between SEASA and any person within the TERRITORY.

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Article 3. Orders.

3-1                   SEASA shall sell the PRODUCTS to DISTRIBUTOR for resale in the TERRITORY in accordance with the terms and conditions of each sales contract to be separately agreed and fixed between the parties provided that, unless agreed otherwise, this Agreement shall be applicable.

3-2                   No sales contract shall be binding unless and until accepted by SEASA.

3-3                   SEASA shall use its best efforts to accept any reasonable order regarding the PRODUCTS placed by the DISTRIBUTOR provided that it shall not be required to accept a DISTRIBUTOR’s order or any part thereof when:

a)                         The PRODUCTS are not available or sufficient enough to fill the order placed by the DISTRIBUTOR, or all the orders placed by the DISTRIBUTOR and other customers; or

b)                        SEASA have discontinued the manufacture or sale of the PRODUCTS ordered at the time the order is received; or

c)                         The DISTRIBUTOR has committed a material breach under this Agreement.

3-4                   SEASA shall use its best efforts to meet the delivery dates set forth on the accepted orders. In the event of a shortage of the PRODUCTS, SEASA shall apportion its available supply among its customers, as it deems convenient. DISTRIBUTOR may cancel by delivering a written notice to SEASA, any order if the delivery date has not been met for more than sixty (60) days.

3-5                   Except as set forth on 3-4 above, neither DISTRIBUTOR nor SEASA shall rescind or amend any order, which has been accepted by SEASA without written consent of SEASA.

3-6                   DISTRIBUTOR will place orders for the PRODUCTS by way of written or electronic purchase orders. No order from DISTRIBUTOR is binding on SEASA until SEASA issues an acknowledgment and acceptance to the DISTRIBUTOR for such order. SEASA shall have ten (10) business days to accept such order. If SEASA does not accept in writing within such term, then such order will be deemed as rejected by SEASA.

3-7                   When placing orders DISTRIBUTOR shall give SEASA a ninety (90) days notice in advance, with a fixed purchase order for three months plus a non-binding forecast for the forthcoming two months (i.e. seventh and eighth months as of the notice). DISTRIBUTOR may increase the quantity of such orders for the fixed or forecasted months subject to written acceptance by SEASA.

3-8                   All orders will be shipped to DISTRIBUTOR FOB from the respective Samsung Electronics

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Co. Ltd. manufacturing or warehouse facility. All cost of freight, insurance and any other shipping expenses from FOB point, as well as any special packaging expenses requested by DISTRIBUTOR, shall be borne by DISTRIBUTOR. In addition, DISTRIBUTOR will be responsible to (i) obtain all licenses required to import the PRODUCTS into the TERRITORY and (ii) clear the PRODUCTS through local customs promptly upon arrival at the TERRITORY, and (iii) pay all customs duties and other charges assessed on such PRODUCTS in the TERRITORY. Risk of loss will pass to DISTRIBUTOR upon delivery.

Article 4. Independence of parties

4-1                   It is expressly agreed that the relationship hereby established between SEASA and the DISTRIBUTOR is that of a supplier and a purchaser. The DISTRIBUTOR is an independent contractor and does not have authority to cause SEASA to act in any way, or to represent that SEASA is in any way responsible for the acts of the DISTRIBUTOR. This Agreement does not establish a joint venture, agency or partnership between the parties, nor does it create an employer/employee relationship.

4-2                   SEASA shall not be responsible for the acts or defaults of the DISTRIBUTOR or its employees or representatives or its appointed sub-distributors or retailers and the DISTRIBUTOR hereby agrees to indemnify and to hold SEASA harmless from any and all claims of any nature whatsoever arising therefrom.

Article 5. Prices and payment

5-1                   SEASA will sell the PRODUCTS to DISTRIBUTOR at the reasonable prices SEASA normally sells to its other non-exclusive distributors from time to time. To that end, SEASA shall provide DISTRIBUTOR with pricing schedules within 10 business days upon request by DISTRIBUTOR.

5-2                   SEASA, at its sole discretion, may change the prices of the PRODUCTS provided that such change of prices shall become effective and applicable to each sales contract to be effected between the parties as from the date SEASA notifies the DISTRIBUTOR, unless otherwise specified therein.

5-3                   The DISTRIBUTOR and SEASA will cooperate in all good faith to establish selling prices for the PRODUCTS at appropriate levels enough to keep the competitiveness of the PRODUCTS.

5-4                   The DISTRIBUTOR shall cause an irrevocable and confirmed letter of credit without recourse,

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available against SEASA’s draft at sight, to be opened for each sales contract through a leading bank acceptable to SEASA at least 30 days prior to the date of each shipment of the PRODUCTS. DISTRIBUTOR will pay all banking and similar charges incurred in connection with any of these payments.

5-5                   If the DISTRIBUTOR fails to provide such letter of credit, SEASA shall have the option of reselling the PRODUCTS in any country, holding the PRODUCTS for the DISTRIBUTOR’s accounts and risk and/or canceling the contract and claiming for damages caused by the DISTRIBUTOR’s default.

5-6                   SEASA and DISTRIBUTOR may agree on other forms of payment, other than the one provided in 5-4 and 5-5 above.

5-7                   All amounts payable by DISTRIBUTOR to SEASA under this Agreement are exclusive of any tax, levy or similar governmental charge that may be assessed by any jurisdiction, whether based on gross revenue, the delivery, possession or use of the PRODUCTS, the execution or performance of this Agreement or otherwise, except for net income, net worth or franchise taxes assessed on SEASA in or outside the TERRITORY. If a change in the laws of the TERRITORY were to occur and such change has an adverse effect on the amounts payable by DISTRIBUTOR, then the amounts payable by DISTRIBUTOR shall be readjusted so that SEASA does not suffer a loss as a result of such change in the law.

Article 6. Risk and Property

6-1                   Risk in the PRODUCTS supplied by SEASA to DISTRIBUTOR will pass upon delivery FOB. Property in such goods supplied by SEASA shall pass to the DISTRIBUTOR on payment in full to SEASA of the contract price therefor.

Article 7. Inspection and Claim

7-1                   Within one (1) month upon delivery of the PRODUCTS, the PRODUCTS may be inspected by a DISTRIBUTOR’s qualified agent in the TERRITORY at the DISTRIBUTOR’s cost and according to SEASA’s standard “quality warranty”. Should any defects or shortage of the PRODUCTS been found upon inspection due to its material failure to meet the standards of quality, DISTRIBUTOR shall give a written notice to SEASA within 10 days upon inspection. If (i) such written notice of claim for defects or shortages is accompanied by a proof of damage certified by an authorized surveyor, (ii) such defects or shortages are acknowledged by SEASA as attributable to the fault of SEASA and (iii) such defects or shortages are not compensated by

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