EXTENSION
AGREEMENT

     

    THIS
EXTENSION AGREEMENT (this “Extension”) is entered into as
of March 31, 2010 with respect to the ASSET PURCHASE AGREEMENT, dated December
31, 2009, and as amended by that certain rider to the asset purchase agreement,
dated March 31, 2010 (the “Purchase Agreement”), by and
among Capital Growth Systems, Inc., a Florida corporation (“CGSI”), Global Capacity Group,
Inc., a Texas corporation (“GCG”), and Global Capacity
Direct, LLC (f/k/a Vanco Direct USA, LLC), a Delaware limited liability company
(“Vanco” and, together
with CGSI and GCG, the “Sellers”), and Global Telecom
& Technology Americas, Inc., a Virginia corporation (“Buyer”).  Any
capitalized terms used but not defined herein have the respective meanings set
forth in the Purchase Agreement.

     

    1.           Extension.  The
parties hereby agree to amend and restate the definition of “Outside Date,” as
defined in Section
1.5 of the Purchase Agreement.  “Outside Date” is hereby
amended and restated to mean “April 30, 2010,” and all references to the
“Outside Date” included in the Purchase Agreement shall be amended and restated
accordingly.

     

    2.           Scope of
Extension.  This Extension relates solely to the matters set
forth in Section
1 and, except as expressly set forth in Section 1, all of the
provisions of the Purchase Agreement shall remain in full force and
effect.  The terms of this Extension shall supersede any
inconsistencies with the remainder of the Purchase Agreement.

     

    3.           Governing
Law.  THIS EXTENSION SHALL BE CONSTRUED IN ACCORDANCE WITH, AND
GOVERNED BY, THE LAWS OF THE STATE OF ILLINOIS.

    


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    IN
WITNESS WHEREOF, the parties to this Extension have duly executed it on the day
and year first above written.

    


    
      
        
          
            
              
                
                  
                    
                      
                        
                          
                            
                              
                                
                                  
                                    
                                      
                                        
                                          
                                            
                                              
                                                
                                                  
                                                    
                                                      
                                                        
                                                          
                                                            
                                                              
                                                                
                                                                  	
                                                                          SELLERS:

                                                                        	 
	 
      	 
	
                                                                          CAPITAL
      GROWTH SYSTEMS, INC.

                                                                        	 
	 
      	 
      	 
	
                                                                          By:

                                                                        	 
      	 
	
                                                                          Name:

                                                                        	 
      	 
	
                                                                          Title:

                                                                        	 
      	 
	 
      	 
      	 
	
                                                                          GLOBAL
      CAPACITY GROUP, INC.

                                                                        	 
	 
      	 
      	 
	
                                                                          By:

                                                                        	 
      	 
	
                                                                          Name:

                                                                        	 
      	 
	
                                                                          Title:

                                                                        	 
      	 
	 
      	 
      	 
	
                                                                          GLOBAL
      CAPACITY DIRECT, LLC F/K/A VANCO

                                                                          DIRECT
      USA, LLC

                                                                        	 
	 
      	 
      	 
	
                                                                          By:

                                                                        	 
      	 
	
                                                                          Name:

                                                                        	 
      	 
	
                                                                          Title:

                                                                        	 
      	 
	 
      	 
      	 
	
                                                                          BUYER:

                                                                        	 
	 
      	 
	
                                                                          GLOBAL
      TELECOM & TECHNOLOGY AMERICAS, INC.

                                                                        
	 
      	 
      	 
	
                                                                          By:

                                                                        	 
      	 
	
                                                                          Name:

                                                                        	 
      	 
	
                                                                          Title: