ASSIGNMENT AND ASSUMPTION OF LEASE

THIS ASSIGNMENT AND ASSUMPTION OF LEASE, made as of this 1 ^st day of March, 2006 by and between StarInvest Group, Inc., a Nevada corporation (“Assignor”) and GoIP Global, Inc., a Nevada corporation (“Assignee”).

W I T N E S S E T H :

Assignor is Tenant under a lease with 122 East 42 ^nd Corp. dated January 2005 (the “Lease”) relating to Suite 2715 at 122 East 42 ^nd Street, New York, NY.

Assignor desires to assign to Assignee, and Assignee desires to accept the assignment from Assignor of all Assignor’s right, title and interest in and to the Lease.

NOW, THEREFORE, in consideration of the mutual covenants and conditions contained herein, the parties hereto, intending to be legally bound hereby, covenant and agree as follows:

1.   Assignor hereby transfers, assigns and sets over unto Assignee all of Assignor&#821