Confidential
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Mr. Robert Silzer, Sr.
GPS Industries Inc.
5500 152 Street. Suite 214
Surrey, BC V3S 5J9

Delivered via electronic mail: bob@gpsindustries.com
----------------------------------------------------

June 7, 2007

Dear Bob:

         This will confirm the terms of the agreement between Global Golf
Advisors Inc. ("GGA"), and GPS industries. Inc. ("GPSI") relating to GGA acting
as a non-exclusive distributor of the Inforemer GPS Management System as
outlined in the Master Supply Agreement attached to this Letter Agreement (a
"System") the sales price of which to a golf course will be approximately
US$175,000 (a "Covered System") as follows:

      1.          GPSI hereby appoints GGA as its non-exclusive distributor of
                  Covered Systems for North America.

      2.          GGA will use reasonable efforts to sell the Systems to a
                  minimum of 100 golf courses in each of the calendar years
                  2007-11 (the "Annual Minimum"). In view of the obligations of
                  GPSI set forth below, the terms of all sales by GGA to golf
                  courses will be subject to the approval of GPSI.

      3.          The terms of the purchase by GGA of a System (a "Purchased
                  System") shall be determined on a case-by-case basis depending
                  to a material extent on the pricing of a System to the golf
                  course. Notwithstanding the sale of a System to a golf course,
                  GPSI and GGA will share in the net revenues from advertising
                  and "Fire at the Flag" allocable to a System as set forth in
                  5. below. GPSI will pay to GGA any shortfall between the lease
                  payments to GGA's lessor and the amount received from the golf
                  courses under the rental contract between GGA and the
                  applicable golf course. Should a system be sold under
                  $175,000.00 plus service, the shortfall will be paid to GGA
                  first from GPSI's share of the advertising and Fire at the
                  Flag ("FATF"). For avoidance of doubt, revenue sharing under
                  advertising and FATF will be on a "first monies" basis,
                  meaning that all net funds generated under the advertising and
                  FATF programs will be used first to satisfy the obligation to
                  GGA pursuant to this paragraph and then will be split pro rata
                  based on this Letter Agreement. Any payments to GGA to cover
                  any shortfall will be deemed a pre-payment of its revenue
                  share.

      4.          GGA will receive from GPSI an upfront commission in the amount
                  of 5% of the purchase price agreed to between GGA and GPSI for
                  a System (the "System Purchase Price"). It is expected that
                  the initial pricing for 2007 will be approximately $175,000
                  for a System. GPSI will pay such commission to GGA upon

<PAGE>

Mr. Robert Silzer, Sr., President
GPS Industries Inc.
Letter of Intent, June 7, 2007
Page 2


                  receipt of funds covering the System Purchase Price from GGA's
                  financing source.

      5.          GGA will participate in advertising and FATF net revenues on a
                  basis of 23% share. This revenue sharing arrangement will
                  extend for the duration of the rental contracts of a System
                  with the golf courses. However, the revenue share may be
                  altered if agreed to by the parties on a course-by-course
                  basis. It is anticipated that the golf course contract terms
                  will be for 72 months (6 years) from the date of signing of an
                  applicable lease with the golf course.

      6.          GGA will pay to GPSI 1.5% of the purchased price of a
                  Purchased System whereby a GPSI sales representative sources
                  and facilitates the closing of a transaction.

      7.          It is anticipated that certain Systems to be sold by GGA will
                  require auxiliary systems such as WISTREAM and information
                  accounting systems. Due to the cost structures associated with
                  these systems and additional revenue streams, it is not
                  practicable as of the date hereof to determine a revenue
                  sharing agreement for these cases. However, any auxiliary
                  systems sold by GGA will receive a commission to be determined
                  based on good faith negotiations between the parties, however,
                  in all likelihood at least 5%. The revenue sharing agreement
                  will be negotiated at the time of signing the contract as well
                  as the commission payable to GGA.

      8.          Each party shall be responsible for out-of-pocket costs
                  associated with such party's employees.

      9.          From the date of execution of this Letter Agreement, GGA will
                  deliver to GPSI a listing of golf courses that GGA reasonably
                  expects will sign a contract based on the terms that GGA
                  negotiates with each course. GGA will only be obligated to
                  purchase Systems identified in such listing if GPSI
                  demonstrates its ability to generate required advertising
                  funding. GPSI and GGA will work together to develop the
                  initial listing of 100 golf courses, especially in light of
                  the fact that GPSI may have golf courses which they could not
                  sign in a conventional manner.

      10.         During the term of this Agreement, with respect to a Covered
                  System, GPSI will not be able to offer contracts to golf
                  courses except pursuant to this Letter Agreement.

      11.         Purchases of Systems will generally occur as outlined in the
                  Master Supply Agreement attached to this Letter Agreement;
                  excepting that GGA will not be obligated to purchase any
                  Systems where GPSI fails to deliver product in agreed upon
                  timeframes. In any event, purchases of Systems by GGA will
                  only become binding upon GPSI providing evidence of sufficient

<PAGE>

Mr. Robert Silzer, Sr., President
GPS Industries Inc.
Letter of Intent, June 7, 2007
Page 3


                  advertising revenues to the reasonable satisfaction of GGA to
                  the effect that GGA's advertising revenue share exceeds the
                  differential between its lease payments and the payments
                  received from the golf courses.

      12.         Payment to GPSI for a System will be in accordance with
                  typical lease arrangements and in any event, all payments to
                  GPSI must be paid no later than five days after final
                  installation.

      13.         The golf course will become the entity that signs all end user
                  license agreements, software use agreements, service and
                  support agreements, and warranty or other agreements as may be
                  required by GPSI related to the ongoing use, service,
                  maintenance, or support of a System. GPSI shall be entitled to
                  all service, maintenance and similar charges. Service and
                  support will be determined on a course by course basis and in
                  some cases payments for service and support of the System will
                  be included within the payment made by the golf course to GGA.
                  In such instances where GGA receives a monthly payment from
                  the golf course that is inclusive of maintenance costs, GGA
                  will remit the agreed upon amount to GPSI for annual service
                  and support on a course by course basis.

      14.         All Systems sold under this Letter Agreement will comprise
                  potentially differing System components. It is contemplated
                  that the appendix in the Master Supply Agreement document will
                  be standard unless otherwise stated.

      15.         This Letter Agreement may be terminated upon thirty days
                  notice by a party upon breach by the other party and failure
                  to cure within the thirty day period. This Letter Agreement
                  may also be terminated by GPSI upon sixty days notice if GGA
                  fails to reach the Annual Minimum for any calendar year.
                  However, for clarity, if an event of termination were to occur
                  GPSI would continue to honour the terms of this Agreement for
                  the duration of the contract with the golf course pertaining
                  to the Purchased Systems that were delivered and installed
                  prior to termination of this agreement.

<PAGE>

Mr. Robert Silzer, Sr., President
GPS Industries Inc.
Letter of Intent, June 7, 2007
Page 4



         Please indicate your Agreement with the above points by signing in the
space provided below, and returning one signed copy to my attention.

Yours very truly,

Stephen A. Johnson, CA
President/Principal
Global Golf Advisors Inc.
(905) 475-4033
sjohnston@globalgolfadvisors.com
www.globalgolfadvisors.com


AGREEMENT



June 8, 2007
Stephen A. Johnston CA
President/Principal, Global Golf Advisors Inc.

AGREEMENT:


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Robert Silzer, Sr.
President, GPS Industries Inc.

June 7, 2007
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