May 17, 2004

Gentlemen:

     This letter will confirm the mutual understanding and agreements among ARC
Communications Inc. ("ARC"), RoomLinX, Inc. ("RoomLinX") and Wellfleet Partners
("Wellfleet") with respect to Wellfleet introducing Mr. Aaron Dobrinsky and Mr.
Frank Elenio to ARC, and the consideration to which the parties hereto have
agreed. Those terms and conditions are as follows:

     1. In consideration for introducing Mr. Aaron Dobrinsky and Mr. Frank
Elenio to ARC and facilitating their employment with ARC, upon the execution of
employment agreements between each of Mr. Dobrinsky and ARC and Mr. Elenio and
ARC, ARC shall pay Wellfleet $7,500.00 in cash and issue to Wellfleet 250,000
shares of common stock, par value $.001 per share, of ARC.

     2. The consideration described and set forth above shall constitute
satisfaction by ARC and RoomLinX of any and all claims, if any, by Wellfleet,
for compensation or any other pay for which Wellfleet is or may be entitled from
ARC or RoomLinX.

     3. Each of ARC, RoomLinX and ARC's and RoomLinX's heirs, executors,
administrators, agents, representatives, attorneys, successors and assigns
waive, release and forever discharge Wellfleet and Wellfleet's executors,
administrators, board of directors, officers, shareholders, employees, members,
agents, representatives, attorneys, successors and assigns (collectively,
"Wellfleet Releasees") from all actions, causes of action, suits, debts, dues,
sums of money, accounts, reckonings, bonds, bills, specialties, covenants,
contracts, controversies, agreements, promises, variances, trespasses, damages,
judgments, extents, executions, claims, and demands whatsoever against Wellfleet
and any Wellfleet Releasee, ARC, RoomLinX and ARC's and RoomLinX's heirs,
executors, administrators, agents, representatives, attorneys, successors and
assigns ever had, now have or hereafter can, shall or may, have for, upon, or by
reason of any matter, cause or thing whatsoever from the beginning of the world
to the day of the date of this Agreement, the foregoing release in no way
releasing or discharging Wellfleet or any Wellfleet Releasee from its
obligations to ARC, RoomLinX or otherwise under this Agreement.

     4. Wellfleet and Wellfleet's heirs, executors, administrators, agents,
representatives, attorneys, successors and assigns waive, release and forever
discharge ARC, RoomLinX and ARC's and RoomLinX's executors, administrators,
board of directors, officers, shareholders, employees, members, agents,
representatives, attorneys, successors and assigns (collectively, "ARC-RoomLinX


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Releasees")  from all actions,  causes of action,  suits,  debts,  dues, sums of
money, accounts,  reckonings, bonds, bills, specialties,  covenants,  contracts,
controversies,  agreements, promises, variances, trespasses, damages, judgments,
extents,  executions,  claims,  and demands whatsoever against ARC, RoomLinX and
any  ARC-RoomLinX   Releasee,   Wellfleet  and  Wellfleet's  heirs,   executors,
administrators, agents, representatives,  attorneys, successors and assigns ever
had, now have or hereafter  can,  shall or may, have for,  upon, or by reason of
any matter, cause or thing whatsoever from the beginning of the world to the day
of the date of this  Agreement,  the  foregoing  release in no way  releasing or
discharging ARC,  RoomLinX or any ARC-RoomLinX  Releasee from its obligations to
Wellfleet or otherwise under this Agreement.

     6. Wellfleet  acknowledges that its choice to waive any potential claims in
return for the  benefits  set forth above was made after  careful  thought,  and
after an  opportunity  to consult with an attorney,  which ARC and RoomLinX have
advised Wellfleet to do.

     7. Wellfleet  represents and agrees that it will keep the terms and amounts
in this Agreement confidential and that it will not disclose, divulge or furnish
such confidential information to any person other than Wellfleet's attorneys and
accountants  (all of whom will be informed of and bound by this  confidentiality
provision) or, if necessary to any applicable taxing authorities.

     8. It is understood  and agreed that in signing this  Agreement,  Wellfleet
has not relied upon any  representation  or statement  not set forth herein with
regard to all issues or the effect of this Agreement.

     9. This  Agreement  shall be  binding  upon the  parties  hereto  and their
respective successors.


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                  [Remainder of Page Intentionally Left Blank]

     10. This Agreement  contains the entire  understanding  between the parties
hereto  concerning  the  subject  matter  hereof,  supersedes  any and all prior
agreements among the parties with respect to the subject matter hereof,  and may
not be changed, modified, or altered, nor any of its provisions waived except by
an agreement in writing signed by the parties hereto.


                                          ARC Communications Inc.


                                          By: /s/ Peter A. Bordes
                                              -----------------------
                                              Peter A. Bordes, Jr.
                                              Chief Executive Officer


                                          RoomLinX, Inc.


                                          By: /s/ Robert Lunde
                                              -----------------------
                                              Name:Robert Lunde
                                              Title: Chief Executive Officer


                                          Wellfleet Partners


                                          By: /s/ Marc Lev
                                              -----------------------
                                              Name:Marc Lev
                                              Title:CEO