PROMISSORY
NOTE

|        |              
|------- | -------------
|$23,050 | July 17, 2008

FOR VALUE RECEIVED, the sufficiency
of
which is hereby acknowledged, the undersigned,
CX2 Technologies, Inc., a Nevada
corporation (the <Maker), promises
to pay to the order of MICHAEL
RAND (the<Holder), the
principal sum of TWENTY THREE THOUSAND and FIFTY and NO/100 DOLLARS ($23,050) (the
<Principal), without interest except as hereinafter
set forth.

1.      PAYMENT OF PRINCIPAL. The outstanding principal balance of this Note
shall be due upon demand. All payments
hereunder shall be made at the principal residence of the Holder, or such other
place as the Holder may from time to
time designate in writing.

2.      EVENTS OF DEFAULT. If one or more of the following described events
shall have occurred and be continuing,
then this Note shall be in default (each, a <Default):

2.1.
Failure to Pay. The Maker shall fail to pay the Principal balance
of this Note or of Interest on this
Note on or within five (5) days after the date upon which such payment becomes
due; or

2.2.
Bankruptcy. The Maker shall be adjudicated as bankrupt or
insolvent, or admit in writing its
inability to pay its debts as they mature, or make an assignment for the
benefit of creditors; or the Maker
shall apply for or consent to the appointment of a receiver, trustee, or
similar officer for it or for all or
any substantial part of its property; or such receiver, trustee or similar
officer shall be appointed without
the application or consent of the Maker and such appointment shall continue
undis­ charged for a period of sixty
(60) days; or the Maker shall institute (by petition, application, answer, consent or otherwise) any bankruptcy, insolvency,
reorganization, arrangement, readjustment of debt, dissolution, liquidation or similar proceeding
relating to it under the laws of any jurisdiction; or any such proceeding shall be instituted (by petition,
application or otherwise) against the Maker and shall remain undismissed for a period of sixty (60)
days; or any judgment, writ, warrant of attachment or execution or similar
process shall be issued or levied against a substantial part of the property of
the Maker and such judgment, writ, or similar process shall not be
released, vacated or fully bonded within
sixty (60) days after its issue or levy.

3.      DEFAULT REMEDIES. Upon the occurrence of a Default, the entire unpaid Principal, together
with accrued and unpaid Interest, shall be forthwith due and payable without
notice or demand.

4.      PREPAYMENT. This Note may be prepaid in whole or in part without penalty.

5.      WAIVER OF NOTICE, ETC. The Maker waives demand, presentment, protest,
dishonor and notice of maturity,
non-payment or protest and all other requirements to hold the Maker liable.

6.      BUSINESS DAYS. If a payment of Principal or Interest on this Note becomes due on a Saturday,
Sunday or other legal holiday on which
state or federal banks in the State of Florida are closed, then the due date
shall be extended to the next succeeding business day.

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7.      AMENDMENT;
WAIVER. This Note may not be amended, extended, renewed or modified nor shall any waiver of any provision hereof be
effective, except by an instrument in writing executed by the Holder or his authorized representative.

8.      GOVERNING LAW. This Note shall be construed, interpreted, enforced and governed by and
in accordance with the laws of the
State of Florida (excluding the principles thereof governing conflicts of law), with exclusive jurisdiction
and venue in the federal and state courts of Palm Beach County, Florida.

| |                        |                 
| | ---------------------- | ----------------
| | THE MAKER:            
| |                        |                 
| | CX2 Technologies, Inc.
| |                        |                 
| | By:                    | /s/ Michael Rand
| |                        |                 
| | Name:   Michael Rand  
| | Title:   President    

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