INDEMNIFICATION AND MUTUAL RELEASE

This Indemnification and Mutual Release (this “Indemnification and Release”), dated as of November 25, 2008, and effective as of April 1, 2008, is being executed and delivered as part of the transactions contemplated by (i) the Rescission Agreement (the “GRDB Rescission Agreement”), dated as of the date hereof, by and among Global Roaming Distribution, Inc., a Florida corporation (the "Company"), Global Roaming Inc. (“GRI”), a Nevada corporation, and certain Holders, (ii) the Rescission Agreement (the “Cubic Rescission Agreement”), dated as of the date hereof, by and between GRI and Cubic Telecom Limited, an Ireland corporation (“Cubic”), and the (iii) Escrow Agreement, dated as of the date hereof, by and among, the Company, GRI, Cubic, the Holders, and Sichenzia Ross Friedman Ference LLP, as escrow agent (the Indemnification and Release, the GRDB Rescission Agreement, the Cubic Rescission Agreement, and the Escrow Agreement, collectively, the “Transaction Documents”).  The Company, GRI, Cubic, and the Holders may be referred to herein individually as a "Party" and together as the "Parties."

Each of the undersigned   acknowledges that the Parties are expressly relying on this Indemnification and Release in consummating the transactions contemplated by the Transaction Documents, and would not consummate such transactions but for this Indemnification and Release.

Each of the undersigned, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, intending to be legally bound, hereby jointly and severally agrees as follows:

1.            Indemnification .

(a)           The Company agrees to indemnify GRI and Cubic, and hold them harmless from and in respect of any assessment, loss, damage, liability, cost and expense (including, without limitation, interest, penalties, and reasonable attorneys’ fees) imposed upon or incurred by GRI and Cubic resulting from (i) any breach of representation or warranty, in any material respect, made by the Company in the Transaction Documents, and (ii) any breach by the Company of any covenant, obligation or other agreement made by the Company in the Transaction Documents.  Assertion by a Party of its rights to indemnification under this Section 1 shall not preclude any other rights or remedies of the Party in respect thereof.

(b)           GRI and Cubic agree to indemnify the Company, and hold it harmless from and in respect of any assessment, loss, damage, liability, cost and expense (including, without limitation, interest, penalties, and reasonable attorneys’ fees) imposed upon or incurred by the Company resulting from (i) any breach of representation or warranty, in any material respect, made by GRI and Cubic in the Transaction Documents, and (ii) any breach by GRI and Cubic of any covenant, obligation or other agreement made by GRI and Cubic in the Transaction Documents.  Assertion by a Party of its rights to indemnification under this Section 1 shall not preclude any other rights or remedies of the Party in respect thereof.

(c) Cubic agrees to indemnify GRI and the Company, and hold them harmless from and in respect of any assessment, loss, damage, liability, cost and expense (including, without limitation, interest, penalties, and reasonable attorneys’ fees) imposed upon or incurred by GRI or the Company resulting from (i) any breach of representation or warranty, in any material respect, made by Cubic in the Transaction Documents, and (ii) any breach by Cubic of any covenant, obligation or other agreement made by Cubic in the Transaction Documents.  Assertion by a Party of its rights to indemnification under this Section 1 shall not preclude any other rights or remedies of the Party in respect thereof.

(c) The Holders, severally and not jointly, agree to indemnify the Company, and hold it harmless from and in respect of any assessment, loss, damage, liability, cost and expense (including, without limitation, interest, penalties, and reasonable attorneys’ fees) imposed upon or incurred by the Company resulting from any breach of representation or warranty, in any material respect, made by such Holder in the Transaction Documents.  Assertion by a Party of its rights to indemnification under this Section 1 shall not preclude any other rights or remedies of the Party in respect thereof.

(d) GRI agrees to indemnify Cubic, and hold it harmless from and in respect