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EXHIBIT 10.11


                           PROMISSORY NOTE [UNSECURED]

$1,000,000                                                      October 12, 2005

In further consideration for the sale of the entirety of his common stock
interest in IPv6 Summit, Inc. representing 2,000,000 common stock shares to
Lender pursuant to the acquisition by Lender of all or substantially all of IPv6
Summit, Inc. on or about August 10, 2005, and for other value received,
INNOFONE.COM, INC. (hereinafter collectively referred to as "Borrower"),
promises to pay to ALEX LIGHTMAN (herein collectively referred to as "Lender")
at 1431 Ocean Avenue, Suite 600, Santa Monica, California 90401, or at such
other place or to such other party as Lender may from time to time designate,
the principal sum of ONE MILLION DOLLARS AND NO CENTS ($1,000,000) plus simple
interest at the rate of four percent (4%) per annum over the Term stated and
pursuant to the installment payments stated hereunder and under the terms of
this Promissory Note [unsecured] ("Note"). Any term not specifically defined
herein shall have the meaning given to such term in the "Pledge" (as defined
below).

         1. UNSECURED NOTE. This Note is unsecured and as such the parties
understand that there is no security interest granted to Borrower by Lender
against any assets of Lender.

         2. INTEREST RATE. From the date of October 12, 2005 to the "Maturity
Date" (as defined below), interest shall accrue at a rate of four percent (4%)
per annum ("Interest Rate") for the Term. All interest hereunder shall be
calculated for the actual number of days elapsed over a year assumed to consist
of three hundred sixty (360) days.

         3. NOTE PAYMENTS.

                  3.1 PAYMENTS. Borrower shall pay Lender a sum equal to the
Note plus interest at the Interest Rate over a twelve (12) month period from
date of inception hereof with payments commencing no later than five (5) days
subsequent to receipt by Lender of each and every investment installment payment
made under those certain investment agreements including that certain Securities
Purchase Agreement, Callable Secured Convertible Note and Stock Purchase Warrant
("Investor Agreements") entered by and between Lender and NIR Group, AJW
Qualified Partners, LLC, AJW Offshore, Ltd., New Millenium Capital Partners II,
LLC ("Investors") on or about August 31, 2005, with each such installment
payment made including, per installment payments of $333,333.33 for each of such
three (3) payments for a total aggregate payment of $1,000,000. The date upon
which all principal and interest is due hereunder shall be October 12, 2006 (the
"MATURITY DATE"), and unless paid in full prior to July 1, 2006, Borrower shall
have paid Lender the entire unpaid balance of the Note in full, including all
accrued unpaid interest by such date.

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                  3.2 PAYMENTS AT MATURITY DATE. On the Maturity Date, Borrower
shall pay the outstanding balance of the Note, including unpaid principal, and
accrued unpaid interest, and any unpaid fees or costs shall be paid in full.

                  3.3 PREPAYMENT; WAIVER OF INTEREST PAYMENT. Borrower shall
have the privilege to prepay, and Lender shall have an obligation to accept
tendered prepayments of all or any portion of the principal balance of this Note
without notice and without a prepayment penalty. Should payment be made in full
under this Note prior to July 1, 2006, then Borrower agrees to waive any and all
interest payments due hereunder. Should payment in full hereunder this Note not
be made by July 1, 2006 then interest shall be paid at the Interest Rate agreed
at the Maturity Date in full.

         4. FAILURE TO PAY. In the event the payment of principal due on the
Maturity Date hereof is not made when due, such principal amount (together with
any accrued interest) shall, at the option of Lender, continue to bear interest
at the Interest Rate, until it is paid in full.

         5. EVENT OF DEFAULT. An "Event of Default" shall have occurred under
this Note upon the occurrence of any of the following (subject to any applicable
notice and Cure Period): (a) Borrower fails to comply fully and in a timely
manner with any Monetary Obligations under this Note; (b) Borrower fails to
comply fully and in a timely manner with any Non-Monetary Obligations under this
Note.

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                  5.1 ACCELERATION. At any time following an Event of Default
and any subsequent Cure Period for each such Event of Default, if any, Lender
may, at its option and without notice or demand, declare immediately due and
payable the entire unpaid principal sum of this Note together with all accrued
interest.

                  5.2 COSTS OF COLLECTION. Borrower agrees to pay all costs of
collection and/or enforcement when incurred, by Lender, including but not
limited to reasonable attorneys' fees and all related costs. If any suit or
action is instituted to enforce this Note, Borrower promises to pay, in addition
to the costs and disbursements otherwise allowed by law, such sum as the court
may adjudge reasonable attorneys' fees and costs in such suit or action to
Lender as the prevailing party.

         6. MISCELLANEOUS.

                  6.1 GENERAL PAYMENT TERMS. All amounts payable under this Note
are payable in lawful money of the United States, without notice, demand, offset
or deduction. Checks will constitute payment only when collected. Any amount
paid on this Note shall be applied as set forth in Section 3 above. Borrower
hereby waives any right which provides that Borrower has the right to designate
the portion of the obligation that is satisfied by any partial payment.

                  6.2 WAIVERS. Borrower and any endorsers or guarantors of this
Note for themselves, their heirs, legal representatives, successors and assigns,
respectively, jointly and severally waive presentment, demand, protest, and
notice of dishonor and waive any right to be released by reason of any extension
of time or change in terms of payment or any change, alteration, or release of
any security given for the payment hereof. In addition, Borrower and any
endorsers or guarantors jointly and severally waive all defenses involving
marshaling of assets, rights to contribution, laches, and estoppel. If Borrower
consists of more than one person or entity, each of these persons or entities
and any endorsers or guarantors of this Note jointly and severally waive any
duty on the part of Lender to disclose facts Lender may now or hereafter know
about any of the persons or entities constituting the Borrower, regardless of


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whether Lender has reason to believe that such facts materially increase the
risk beyond that which said person or entity intends to assume or has reason to
believe that such facts are unknown to said person or entity or has a reasonable
opportunity to communicate such facts to any of these persons or entities, it
being understood and agreed that each of the persons and entities constituting
the Borrower, endorsers and guarantors are fully responsible for being and
keeping informed of the financial condition of other persons and entities
constituting the Borrower and of all circumstances bearing on the risk of
nonperformance of any obligation under this Note.

                  6.3 GOVERNING LAW. This Note shall be governed by and
construed in accordance with the laws of the State of Nevada. This Note has been
delivered to Lender and accepted by Lender in the State of Nevada. If there is a
lawsuit on this Note, Borrower shall submit, at Lender's request, to the
jurisdiction of the courts of Clark County, Nevada.

                  6.4 NO WAIVER. No single or partial exercise of any power
hereunder or under any other of Note shall preclude other or further exercises
thereof or the exercise of any other power. Lender shall at all times have the
right to proceed against any portion of the security for this Note in such order
and in such manner as Lender may consider appropriate, without waiving any
rights with respect to any of the security. Any delay or omission on the part of
Lender in exercising any right hereunder shall not operate as a waiver of such
right, or of any other right under this Note.

                  6.5 SUCCESSORS AND ASSIGNS. This Note shall inure to the
benefit of Lender and its successors and assigns. The obligations of Borrower
hereunder shall not be assignable.


IN WITNESS WHEREOF, the undersigned has executed this Promissory Note
[Unsecured] as of the date written above.


FOR:   INNOFONE.COM, INCORPORATED

"Borrower"




By: /s/ Paul Shephard
    -----------------------------
         Paul Shephard- Secretary


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