Exhibit 10.3


                           COLLATERAL PLEDGE AGREEMENT
                                     ------

                    Dated as of the 17th day of October 2010

                                 by and between

                         Add-on Exchange, Inc., Pledgor

                                       and

                           GoIP Global, Inc., Pledgee

                                     ------




                                  Page 1 of 12
<PAGE>
                           COLLATERAL PLEDGE AGREEMENT

     THIS COLLATERAL PLEDGE AGREEMENT, dated as of the 17th day of October 2010,
is from Add-on Exchange,  Inc. 410 Park Avenue,  15th Floor, New York, NY 10022,
(hereinafter referred to as the "Pledgor") to GoIP Global, Inc., 475 Park Avenue
South.  Suite 3001, New York, NY 10016,  ("hereinafter  referred to as "GOIG" or
the "Pledgee").

                                RECITALS

     Whereas,  GOIG  intends to advance to the  Pledgor a minimum of $15,000 per
month for 12 months, and wishes to secure the repayment of such loan and certain
interest on such loan,

     NOW,  THEREFORE,  in  consideration  of the premises and for the  continued
forbearance in collecting such loan and interest, the Parties agree as follows:

     Section 1. Defined Terms.  As used in this  Agreement,  the following terms
will have the following meanings unless the context requires otherwise:

"Business  Day" shall mean  every day other  than  Saturday,  Sunday and any day
which is a legal  holiday under the laws of the State of New York or is a day on
which GOIG's office or banking institutions in New York are closed.

"Collateral"  shall  mean the items  given in  Exhibit  I  attached  hereto  and
incorporated  by  reference  and any later  additions  to the  Collateral  which
collateral GOIG deems acceptable,  provided that GOIG's acceptance of Collateral
shall not prevent GOIG from requiring  substitution  of any such Collateral at a
later  time  which,   in  GOIG's   sole   discretion,   affect  the   valuation,

                                  Page 2 of 12
<PAGE>
marketability, liquidity, ownership or perfectability of such Collateral, or for
any other reason GOIG deems appropriate.

"Event of Default" shall have the meaning given to such term in Section 10.

"Lien"  shall  mean any  security  interest,  mortgage,  pledge,  lien,  charge,
encumbrance, title retention agreement or analogous instrument or device, in, of
or on any assets or properties of the Person referred to.

"Obligations"  shall mean (a) the obligation of the Pledgor to repay all amounts
owing to GOIG,  now  existing  or  after  this  time  created,  whether  under a
Promissory Note of even date between the Parties or otherwise.

"Other  Collateral"  shall mean  assets held  subject to a security  interest in
favor of GOIG, all pursuant to the Other Agreements.

"Person"  shall  mean  any   individual,   corporation,   partnership,   limited
partnership, limited liability company, joint venture, firm, association, trust,
unincorporated  organization,  government  or  governmental  agency or political
subdivision or any other entity,  whether acting in an individual,  fiduciary or
other capacity.

     Section 2.  Security  for  Obligations.  As  security  for the  payment and
performance  of all of the  Obligations,  the Pledgor hereby pledges to GOIG the
Collateral  in the event of default  under  this  Agreement  or the  Convertible
Promissory Note between the Parties of even date.

     Section 3. Collateral.  The Pledgor agrees to pledge to GOIG the Collateral
given in Exhibit I, attached hereto and incorporated by reference.

     Section 4.  Financing  Statement.  Contemporaneously  with the execution of
this  Agreement,  the  Pledgor  shall  deliver  to  GOIG an  executed  financing
statement and any other documents necessary to record GOIG's lien on the Assets.

                                  Page 3 of 12
<PAGE>
     Section 5. Certain  Representations  Warranties and Covenants.  The Pledgor
makes the following representations, warranties and covenants:

     (a)  The  Pledgor  has  title  to all  Collateral,  free of all  Liens.  No
financing statement covering all or any part of the Collateral is on file in any
public office.

     (b) The Pledgor has the power and  authority and the legal right to execute
and deliver, and to perform its obligations under, this Agreement, and has taken
all necessary action to authorize such execution, delivery and performance; this
Agreement  constitutes  a legal,  valid and  binding  obligation  of the Pledgor
enforceable  in  accordance  with  its  terms;   the  execution,   delivery  and
performance  of this  Agreement  will  not  violate  any  provision  of any law,
statute,  rule or regulation or any order, writ, judgment,  injunction,  decree,
determination or award of any court, governmental agency or arbitrator presently
in effect having applicability to the Pledgor.

     (c) All  ownership  of the  Collateral  by Pledgor is  genuine.  No item of
Collateral  is subject  to any  offset or  similar  right or claim of the issuer
thereof.

     (d) The Pledgor shall not forgive, cancel, subordinate, compromise, modify,
amend or  extend  the time for  payment  of,  or waive  any  default  under  any
Collateral, or consent to or acquiesce in any of the foregoing,  without in each
case the prior written consent of GOIG.

     (e) The Pledgor shall  immediately  notify GOIG in the event of any merger,
takeover or acquisition that results in a Change of Control of the the companies
issuing  the  securities  held as  Collateral,  as that term is  defined  in the
Subscription Agreement of even date.

     (f) The Pledgor waives any defenses it may have with respect to any failure
of this  Agreement,  or  other  actions  of  GOIG,  to  create  or  preserve  an
enforceable  interest  in the  Collateral  that is not  subject to prior  liens,
claims or encumbrances of other parties.

     Section 6. Further Assurances. The Pledgor agrees that at any time and from
time to time, at the expense of the Pledgor,  the Pledgor will promptly  execute
and deliver all further  instruments and documents,  and take all further action
that may be necessary or that GOIG may  reasonably  request,  in order to enable

                                  Page 4 of 12
<PAGE>
GOIG to exercise and enforce its rights and remedies  hereunder  with respect to
any  Collateral  (but any failure to request or assure that the Pledgor  execute
and deliver  such  instruments  or  documents  or to take such action  shall not
affect or impair the validity,  sufficiency or  enforceability of this Agreement
or the  Collateral,  regardless of whether any such item was or was not executed
and delivered or action taken in a similar context or on a prior occasion).

     Section 7.  Transfers and Other Liens.  The Pledgor agrees that it will not
(i) sell,  assign (by operation of law or otherwise) or otherwise  dispose of or
grant any option  with  respect  to, any of the  Collateral,  or (ii)  create or
permit to exist any Lien upon or with respect to any of the Collateral.

     Section 8.  Attorney-in-Fact.  As additional  security for the Obligations,
the Pledgor hereby irrevocably appoints GOIG as the Pledgor's  attorney-in fact,
with full authority, only in the event of default, to act in the place and stead
of such Pledgor and in the name of such Pledgor or otherwise,  from time to time
in  GOIG's  good-  faith  discretion,  to take any  action  and to  execute  any
instrument that GOIG may reasonably believe necessary or advisable to accomplish
the purposes of this  Agreement,  in a manner  consistent with the terms hereof,
including,  without limitation, in the event of default, to receive, indorse and
collect all instruments  made payable to the Pledgor  representing  any payment,
dividend or other  distribution in respect of the Collateral or any part thereof
and to give full discharge for the same.

     Section 9. GOIG May Perform.  If the Pledgor fails to perform any agreement
contained  herein,  GOIG may  itself  perform,  or cause  performance  of,  such
agreement,  and the reasonable expenses of GOIG incurred in connection therewith
shall be payable by the Pledgor under Section 12 hereof.

     Section 10. Default.  Each of the following occurrences shall constitute an
Event of Default under this Agreement:

     (a) The Pledgor  shall fail to observe or perform any material  covenant or
agreement applicable to the Pledgor under this Agreement.

                                  Page 5 of 12
<PAGE>
     (b) The Pledgor  shall,  within two (2) Business Days of receipt of written
notice  from  GOIG,  fail to  comply  with  the  material  requirements  of this
Agreement.

     (c) Any  material  representation  or warranty  made by the Pledgor in this
Agreement, or any certificate or other document delivered by the Pledgor to GOIG
shall prove to have been false or materially misleading when made.

     (d) GOIG  determines  that the Pledgor has acted  contrary to, or otherwise
breached a material term or condition of, this Agreement.

     (e) The  Pledgor is closed,  placed in  receivership  or subject to similar
action by any state or federal regulatory agency.

     (f) The  Pledgor  shall be in material  default  under a  Convertible  Note
and/or any of the Other  Agreements of even date between the Pledgor  and/or its
shareholders and GoIP.

     Section  11.  Remedies  upon  Default.  If any Event of Default  shall have
occurred and be continuing:

     (a) GOIG may make draws on or claims under any  Collateral,  or exercise in
respect of the Collateral  any other rights and remedies  provided for herein or
otherwise  available to it under  applicable  law. The Pledgor hereby waives all
requirements of law, if any, relating to the marshaling of assets which would be
applicable in connection with the enforcement by GOIG of its remedies hereunder,
absent this waiver. GOIG may disclaim warranties of title and possession and the
like.

     (b) GOIG may notify any Person  obligated on any of the Collateral that the
same has been  assigned  or  transferred  to GOIG  and that the same  should  be
performed as requested by, or paid directly to, GOIG or its agents,  as the case
may be. The Pledgor shall join in giving such notice, if GOIG so requests.  GOIG
may,  in GOIG's  name or in the  Pledgor's  name,  demand,  sue for,  collect or
receive any money or property at any time payable or  receivable  on account of,
or securing,  any such Collateral or grant any extension to, make any compromise
or  settlement  with or otherwise  agree to waive,  modify,  amend or change the
obligation of any such Person, without affecting any Obligation of the Pledgor.

                                  Page 6 of 12
<PAGE>
     (c) All cash  proceeds  received  by or on behalf of GOIG in respect of any
sale  of,  collection  from,  or other  realization  upon all or any part of the
Collateral  may, in the  discretion  of GOIG, be held by or on behalf of GOIG as
collateral for, or then or at any time thereafter be applied in whole or in part
by GOIG against,  all or any part of the Obligations  (including any expenses of
GOIG payable pursuant to Section 12 hereof).

     (d) In the event of a default under this  Agreement  and/or the  Promissory
Note of even date  between  he  Parties,  such  Collateral  immediately  without
further  action  shall be the  property of GOIG in strict  foreclosure,  and the
Pledgor shall be deemed to have assigned and transferred said Collateral and all
rights thereto to GoIP.

     Section 12. Liability; Costs and Expenses; Indemnity.

     (a) GOIG shall not be liable for any error of judgment, or for any act done
or step taken or omitted by it in good faith or for any mistakes of fact or law,
or for anything  which it may do or refrain from doing in  connection  herewith,
except its own gross negligence or willful misconduct.

     (b) Subject to the exceptions  stated in Section 12(a), GOIG shall be fully
protected  by each  Pledgor  in  acting  or  relying  upon any  written  notice,
direction,  request,  waiver, consent,  receipt or other paper or document which
GOIG in good faith  believes to be genuine and to have been signed or  presented
by the proper party or parties.

     (c) The Pledgor will pay or reimburse GOIG on demand for all  out-of-pocket
expenses (including in each case all filing and recording fees and taxes and all
reasonable fees and expenses of counsel, incurred by GOIG in connection with the
administration, continuance, amendment or enforcement of this Agreement, and all
such costs and  expenses  shall be part of the  Obligations.  The Pledgor  shall
indemnify and hold GOIG harmless from and against any and all claims, losses and
liabilities  (including  reasonable attorneys' fees, arising out of or resulting
from this Agreement (including  enforcement of this Agreement) or GOIG's actions
pursuant  hereto,  except claims,  losses or liabilities  resulting  solely from
GOIG's gross negligence or willful  misconduct as determined by a final judgment
of a court of competent jurisdiction.  Any liability of the Pledgor to indemnify
and hold GOIG harmless  pursuant to the preceding  sentence shall be part of the

                                  Page 7 of 12
<PAGE>
Obligations. The obligations of the Pledgor under this Section shall survive any
termination of this Agreement.

     Section 13. Waivers and Amendments; Remedies. This Agreement may be waived,
modified,  amended, terminated or discharged only explicitly in a writing signed
by GOIG. A waiver so signed shall be effective only in the specific instance and
for the specific purpose given.  Mere delay or failure to act shall not preclude
the exercise or  enforcement  of any rights and remedies  available to GOIG. All
rights and remedies of GOIG shall be cumulative  and may be exercised  singly in
any order or sequence,  or concurrently,  at GOIG's option,  and the exercise or
enforcement  of any such right or remedy shall neither be a condition to nor bar
the exercise or enforcement of any other.

     Section 14. Notices.  Any notice,  request or demand to or upon the parties
hereto must be given in writing. Notices may be sent by receipted hand delivery,
by registered or certified mail, return receipt requested,  postage prepaid,  by
Federal  Express,  courier or other similar and reliable carrier or by facsimile
transmission  (signed on behalf of the  sender)  and shall be  addressed  to the
party to  receive  the same as  follows  or to such  other  addressee  as may be
hereafter designated in writing by the respective parties hereto:

To GOIG:

Issac H. Sutton
Chief Executive Officer
GoIP Global, Inc.
475 Park Avenue South. Suite 3001
New York, NY 10016


                                  Page 8 of 12
<PAGE>
To Pledgors:

Add-on Exchange, Inc.
410 Park Avenue, 15th Floor
New York, NY 10022

Except as otherwise expressly provided herein, all notices, requests and demands
to or  upon a  party  hereto  shall  be in  writing,  shall  be  executed  by an
authorized  representative of the party sending such notice, and shall be deemed
to have been  validly  served,  given or  delivered  (a) if sent by certified or
registered  mail against  receipt,  when  delivered  against  receipt,  (b) when
received if sent by  facsimile  as provided  herein to the address or  telephone
number provided herein or in the latest direction from any party,  provided that
they are confirmed by a written notice, deposited in the first-class mail on the
date the transmission was sent, (c) within one day in the case of overnight hand
delivery,  courier or services such as Federal  Express with guaranteed next day
of delivery,  or (d) if sent by any other method  authorized under this Section,
upon actual delivery.

     Section 15. Pledgor  Acknowledgments.  The Pledgor hereby acknowledges that
(a) the Pledgor has been advised by counsel in the  negotiation,  execution  and
delivery of this Agreement and, if applicable,  the Other  Agreements,  (b) GOIG
has no fiduciary relationship to the Pledgor, the relationship being solely that
of debtor and creditor,  and (c) no joint venture exists between the Pledgor and
GOIG.

     Section 16.  Continuing  Interest.  This Agreement shall (a) remain in full
force and effect  until the  Agreement  shall  terminate  pursuant to Section 17
hereof,  (b) be binding upon the Pledgor,  its successors  and assigns,  and (c)
inure,  together with the rights and remedies of GOIG hereunder,  to the benefit
of, and be enforceable  by, GOIG and its  successors,  transferees  and assigns.
Without  limiting the generality of the foregoing clause (c), GOIG may assign or
otherwise  transfer all or any portion of its rights and obligations  under this
Agreement or the  Collateral to any other Person to the extent and in the manner
permitted by applicable law or regulations.

     Section 17.  Termination  of  Agreement.  The Pledgor  may  terminate  this
Agreement by  delivering  written  notice to GOIG not less than thirty (30) days
prior to the intended date of termination. Notwithstanding anything contained in
this Section to the contrary,  the Pledgor may not terminate  this Agreement and

                                  Page 9 of 12
<PAGE>
the Pledge  Agreement  nor shall GOIG  deliver to such  Pledgor  any  Collateral
unless and until (a)  either (i) such time as (x)  Pledgor  has  discharged  all
amounts due for principal and interest in connection  with the aforesaid Note of
even date or any other loan and the Pledgor has satisfied all other  Obligations
under  this  Agreement,  and (b) no Event of Default  is  continuing  under this
Agreement.  This  Agreement  may  also be  terminated  upon the  mutual  written
agreement of the Pledgor and GOIG.  Immediately upon the Pledgor's  satisfaction
of the requirements for termination  under this Section,  GOIG shall deliver all
of the remaining Collateral and any other property in its custody to the Pledgor
at such  location as such Pledgor  shall  specify in writing.  Any  reversion or
return of the remaining  Collateral  upon  termination of this Agreement and any
instruments  of transfer or  termination  shall be at the expense of the Pledgor
and shall be without  warranty by, or recourse  against,  GOIG.  As used in this
Section,  "Pledgor"  includes  any  assigns of Pledgor,  or whoever  else may be
lawfully entitled to any part of the Collateral.

     Section 18. Governing Law and Construction. THE VALIDITY,  CONSTRUCTION AND
ENFORCEABILITY  OF THIS AGREEMENT  SHALL BE GOVERNED BY THE LAWS OF THE STATE OF
NEW YORK.  Whenever  possible,  each  provision of this  Agreement and any other
statement,  instrument or  transaction  contemplated  hereby or relating  hereto
shall be  interpreted  in such  manner as to be  effective  and valid under such
applicable law, but, if any provision of this Agreement or any other  statement,
instrument or transaction  contemplated  hereby or relating hereto shall be held
to be prohibited or invalid under such  applicable  law, such provision shall be
ineffective  only to the  extent  of such  prohibition  or  invalidity,  without
invalidating the remainder of such provision or the remaining provisions of this
Agreement or any other statement,  instrument or transaction contemplated hereby
or relating hereto.

     Section 19. General.  All representations and warranties  contained in this
Agreement or in any other  agreement  between the Pledgor and GOIG shall survive
the execution,  delivery and  performance of this Agreement and the creation and
payment of the Obligations.  The Pledgor waives notice of the acceptance of this
Agreement by GOIG.  Captions in this Agreement are for reference and convenience
only and shall not affect the interpretation or meaning of any provision of this
Agreement.

                                 Page 10 of 12
<PAGE>
     Section 20. Compliance with Applicable Laws. The Pledgor and its employees,
agents,  officers,  directors,  approved  contractors and  subcontractors  shall
comply with all  applicable  federal,  state,  foreign,  and local laws,  rules,
ordinances,  codes,  regulations and orders, when performing within the scope of
this  Agreement.  The Pledgor  represents and warrants that it has complied with
all federal,  state, foreign and local laws applicable to the performance of its
obligations under this Agreement.

     IN WITNESS WHEREOF, the Pledgor has duly executed and delivered this Pledge
Agreement as of the date first above written.

PLEDGOR:

Add-On Exchange, Inc.


By: /s/ John Rafuse
   --------------------------------
   John A Rafuse, CEO

GoIP Global, Inc.


By: /s/ Isaac Sutton
   --------------------------------
   Isaac H. Sutton, CEO


                                 Page 11 of 12
<PAGE>
                                    EXHIBIT I

                               INITIAL COLLATERAL

All of the assets of the Pledgor.


                                 Page 12 of 12