MASTER
        SEPARATION AND DISTRIBUTION AGREEMENT

      


      THIS
        AGREEMENT (hereafter the "AGREEMENT") is effective as of October 1, 2005,
        by and
        between;

      


      RG
        Global
        Lifestyles, Inc., a Delaware Corporation, having corporate offices at 30021
        Tomas, Suite 200, Rancho Santa Margarita, CA 92688, hereafter
“RGGL”,

      


      AND:

      


      Omeco
        Investment Group Ltd.,

      Handajati
        Widjaja,

      Serialam
        Pasaribu,

      Lindiani
        Poerwaningsih,

      Tan
        Wie
        Ling,

      Fitri
        Dafiyanti Kasidik,

      Nasimun,

      Linda
        Margarita Halim,

      Mastertime
        Worldwide Ltd.,

      Winterpark
        Offshore Ltd.,

      Good
        Vale
        Equities Ltd.,

      


      


      individuals
        and stockholders of RGGL, collectively hereafter “DISTRIBUTEES”,

      


      WHEREAS,
        RGGL is the owner and in control of Amerikal Nutraceutical Corp., presently
        a
        wholly owned subsidiary of the RGGL, formed under the laws of California
        with
        offices at 17751 Mitchell Ave., Irvine CA 92614, hereafter “AMERIKAL”, the
        object of this AGREEMENT.

      


      All
        outstanding and issued shares of common stock of AMERIKAL are owned and
        controlled by RG Global Lifestyles, Inc.

      


      WHEREAS,
        DISTRIBUTEES are stockholders of RGGL.

      


      WHEREAS,
        The Board of Directors of RGGL and AMERIKAL believe it to be to their advantage,
        and to the advantage of all of the stockholders of RGGL, to distribute all
        of
        the stock, property, assets and liabilities of AMERIKAL to DISTRIBUTEES
        (“DISTRIBUTION”).

      


      WHEREAS,
        RGGL will receive an aggregate of 7,500,000 shares of common stock of RGGL
        (RGBL.OB), par value $.001, in exchange for the DISTRIBUTION;

      


      WHEREAS,
        DISTRIBUTEES will place 315,561 shares of common stock of RGGL in escrow
        as a
        reserve for indemnification to RGGL and or Amerikal, or settlement of any
        claims
        for liabilities attributable to the Agreement or discontinued operations,
        according to the terms and conditions as states in the Escrow Agreement between
        the parties.

      


      
        
          
          

        

        
          1

          
            

          

        

        
          
          

        

      

      WHEREAS,
        RGGL and DISTRIBUTEES intend that the DISTRIBUTION will qualify as a
tax-free
        exchange
        under
        Section 355 of the Internal Revenue Code of 1986, as amended (the
        "CODE").

      


      THEREFORE,
        DISTRIBUTEES AND RGGL ACKNOWLEDGE THAT THIS AGREEMENT SHALL BE SUBJECT TO
        THE
        TERMS AND CONDITIONS SET FORTH BELOW;

      


      Section
        1. Terms

      


      1.1 Distribution
        Terms.

      


      A. Subject
        to the conditions and terms set forth herein, the DISTRIBUTEES do assume,
        guarantee and accept, without reservation of any type, all claims, debts
        and or
        encumbrances now of record and arising prior to this AGREEMENT, and any and
        all
        claims, debts, and or encumbrances that may arise in conjunction with the
        execution of the DISTRIBUTEES’ responsibilities under this
        AGREEMENT.

      


      B. DISTRIBUTEES
        specifically relieve, and agrees to hold harmless, RGGL from any and all
        liability, debt, responsibility, claims, costs, fees, and accountability,
        of any
        and all types, arising after the date of execution of this
        AGREEMENT.

      


      C. RGGL
        agrees to transfer, assign, and sell all its rights, claims, and ownership
        of
        AMERIKAL, free and clear of all claims whatsoever except those agreed to
        herein.


      


      1.2 Stock
        Distribution and Escrow.

      


      A. DISTRIBUTEES
        will transfer to RGGL an aggregate of 7,500,000 shares of publicly traded
        common
        stock of RGGL (RGBL.OB), par value $.001, as set forth in Exhibit
        D.

      


      B. DISTRIBUTEES
        will place 315,561 shares of common stock of RGGL in an escrow account of
        RGGL’s
        choosing as a reserve for settlement of any claims presented to RGGL for
        liabilities attributable to the discontinued operations, according to the
        terms
        and conditions as states in the Escrow Agreement between the parties,
Exhibit
        E

      


      C. RGGL
        will
        transfer all outstanding common stock of AMERIKAL to DISTRIBUTEES.

      


      D. CLOSING
        SHALL BE ON the date execution of this AGREEMENT unless extended by mutual
        agreement in writing. This AGREEMENT shall remain and will be considered
        executory until A and B have been satisfied, irrespective of any other clause
        herein.

      


      
        
          
          

        

        
          2

          
            

          

        

        
          
          

        

      

      1.3 Conditions

      


      The
        following are conditions to the consummation of the DISTRIBUTION. The conditions
        are for the sole benefit of RGGL and shall not give rise to or create any
        duty
        on the part of RGGL or the RGGL Board of Directors to waive or not waive
        any
        such condition.

      


      A. NO
        LEGAL
        RESTRAINTS. No order, injunction or decree issued by any court or agency
        of
        competent jurisdiction or other legal restraint or prohibition preventing
        the
        consummation of the DISTRIBUTION shall be in effect and no other event outside
        the control of RGGL shall have occurred or failed to occur that prevents
        the
        consummation of the DISTRIBUTION.

      


      Section
        2. Representations

      


      As
        a
        material inducement to the DISTRIBUTEES to enter into the AGREEMENT and purchase
        AMERIKAL, RGGL and AMERIKAL, jointly and severally, represent and warrant
        that:

      


      
        	
                2.1

              	
                Organization
                  and Corporate Powers.

              


      

      


      AMERIKAL
        is a corporation duly incorporated and validly exists under the laws of the
        State of California as evidenced by Exhibit
        A.
        The
        copies of the Corporation's Articles of Incorporation, bylaws, and books
        and
        records or copies thereof have been or will be furnished to the DISTRIBUTEES
        on
        or before the closing and such copies thereof reflect all amendments made
        thereto at any time prior to the date of this AGREEMENT and such copies are
        correct and complete.

      


      
        	
                2.2

              	
                Capital
                  Stock and Related Matters.

              


      

      


      The
        DISTRIBUTEES acknowledge and RGGL represents that the shares of stock of
        AMERIKAL have "NOT" been registered under Securities Act of 1933 ("1933 Act")
        or
        under any state security laws prior to this AGREEMENT.

      


      
        	
                2.3

              	
                No
                  Undisclosed Liabilities.

              


      

      


      RGGL
        warrants to the DISTRIBUTEES that there are no undisclosed liabilities of
        AMERIKAL to the best of RGGL'S knowledge.

      


      
        	
                2.4

              	
                Corporate
                  Powers.

              


      

      


      The
        DISTRIBUTEES have all requisite corporate powers and authority and all material
        licenses, permits and authorizations necessary to own and operate its
        properties, carry on its business as now conducted, and enter into and execute
        this AGREEMENT.

      


      
        
          
          

        

        
          3

          
            

          

        

        
          
          

        

      

      Section
        3. Subsidiaries

      


      AMERIKAL
        has no, nor has had any, subsidiaries or affiliated companies during the
        period
        prior to this AGREEMENT while a subsidiary of RGGL, and does not otherwise
        own
        or control, directly or indirectly, any equity interest in any corporation
        or
        entity that has not been disclosed in this agreement.

      


      Section
        4. Conduct of Business; Liabilities

      


      AMERIKAL
        is not in default under, and no condition exist that with notice or lapse
        of
        time would constitute a default of AMERIKAL under;

      


      
        	
                a.

              	
                any
                  mortgage, loan agreement written or oral, evidence of indebtedness
                  or
                  other instrument evidencing borrowed money to which AMERIKAL is
                  a party or
                  by which AMERIKAL is bound or;

              


      

      


      
        	
                b.

              	
                any
                  judgment, order or injunction of any court, arbitrator or government
                  agency that would reasonably be expected to affect materially and
                  adversely the business, financial condition or results of operations
                  of
                  AMERIKAL taken as a whole.

              


      

      


      
        	
                c.

              	
                DISTRIBUTEES
                  agree and acknowledge that RGGL shall not be liable, be responsible
                  and or
                  held accountable for any of the liabilities or responsibilities
                  whatsoever
                  of AMERIKAL incurred or accrued prior to, and or after, the execution
                  date
                  and time of this AGREEMENT, unless such liability is expressly
                  agreed to
                  be assumed or retained by RGGL in Exhibit
                  C.

              


      

      


      
        	
                d.

              	
                DISTRIBUTEES
                  hereby agrees to accept all responsibilities, and be held accountable
                  for
                  any of the liabilities or responsibilities whatsoever of AMERIKAL
                  incurred
                  or accrued prior to the execution date and time of this agreement
                  and does
                  hereby release, indemnify, and hold harmless RGGL, its agents,
                  officers,
                  directors, attorneys, affiliates, subsidiaries, heirs and assigns,
                  from
                  any and all such liability or claims whatsoever, which were incurred,
                  accrued, and or arise prior to, out of, and or after, the execution
                  date
                  and time of this AGREEMENT.

              


      

      


      Section
        5. Financial Statements

      


      RGGL
        has
        made available to DISTRIBUTEES on or before the closing, their audited
        consolidated financial statements for the fiscal year ending March 31, 2005,
        and
        unaudited consolidated financial statements for the periods ending June 30
        and
        September 30, 2005, which includes AMERIKAL.

      


      Section
        6. Title and Related Matters

      


      Except
        as
        set forth in Exhibit
        G,
        AMERIKAL has good and marketable title to all of its property, real or personal,
        and other assets included in the Financial Statements, free and clear of
        all
        security interest, mortgages, liens, pledges, charges, claims or encumbrances
        of
        any kind or character.

      


      
        
          
          

        

        
          4

          
            

          

        

        
          
          

        

      

      Section
        7. Litigation

      


      Except
        as
        set forth in Exhibit
        D,
        to the
        best of RGGL'S knowledge there are no material actions, suits, proceedings,
        orders, investigations or claims pending or overtly threatened against AMERIKAL
        or its property of either, at law or in equity, or before or by any governmental
        department, commission, board, bureau, agency or instrumentality. AMERIKAL
        is
        not subject to any arbitration proceedings under collective bargaining
        agreements or otherwise or, to the best of RGGL'S knowledge subject to any
        government investigations or inquires: and to the best of RGGL'S directors,
        and
        responsible officers' of AMERIKAL, there is no basis for any of the
        foregoing.

      


      Section
        8. Tax Matters

      


      a. RGGL
        has
        prepared in a substantially correct manner and have filed all tax returns
        and
        reports heretofore required to be filed by them and paid all taxes shown
        as due
        thereon.

      


      b. No
        taxing
        authority has asserted any deficiency in the payment of any tax or informed
        RGGL
        that it intends to assert any such deficiency or to make any audit or other
        investigation of AMERIKAL for the purpose of determining whether such a
        deficiency should be asserted against AMERIKAL.

      


      Section
        9. Compliance with Laws

      


      To
        the
        best of RGGL'S knowledge, AMERIKAL is, in the conduct of business, in
        substantial compliance with all laws, statutes, ordinances, regulations,
        orders,
        judgments or decrees applicable to them, the enforcement of which, if AMERIKAL
        was not in compliance therewith, would have a materially adverse effect on
        the
        business of AMERIKAL, taken as a whole. Neither RGGL nor AMERIKAL have received
        any notice of any asserted present or past failure by AMERIKAL to comply
        with
        such laws, statutes, ordinances, regulations, orders, judgments or
        decrees.

      


      Section
        10. Employment and Labor Related Matters

      


      To
        RGGL'S
        knowledge, no employee of AMERIKAL is in violation of any material term of
        any
        employment contract, or any other contract or agreement relating to the
        relationship of such employee with AMERIKAL or any other party because of
        the
        nature of the business conducted or to be conducted by AMERIKAL. Each employee
        of AMERIKAL with access to confidential or proprietary information has executed,
        or in the ordinary course of business will execute, a proprietary information
        agreement obligating such employee to hold confidential AMERIKAL proprietary
        information. AMERIKAL has in all material respects complied with all applicable
        US and California Laws relating to employment.

      


      
        
          
          

        

        
          5

          
            

          

        

        
          
          

        

      

      Each
        party agrees not to directly solicit or recruit the other party's employees
        for
        a period of two years following the effective date of the
        DISTRIBUTION.

      


      Section
        11. Agreements and Commitments

      


      RGGL
        has
        provided AMERIKAL a complete and accurate list of each material agreement,
        contract, instrument and commitment to which AMERIKAL is a party.

      


      Section
        12. Personnel

      


      RGGL
        has
        provided AMERIKAL a true and complete list of names, title, and current salaries
        of all officers of AMERIKAL; the names of all directors of AMERIKAL the wage
        rates, (or range ), for each class of exempt and nonexempt, salaried and
        hourly
        employees of AMERIKAL all scheduled or contemplated increases in compensation
        or
        bonuses; and all scheduled or contemplated promotions.

      


      Section
        13. Intellectual Property

      


      AMERIKAL
        owns or has the right to use free and clear of all liens, charges, claims
        and
        restrictions, those patents, trademarks, service marks, trade names, copyrights,
        licenses and other intellectual property rights necessary to comply with
        this
        AGREEMENT. To the knowledge of RGGL or AMERIKAL, AMERIKAL has not infringed
        upon, nor is it infringing upon, any patent, trademark, service mark, and
        trade
        name, copyright or other intellectual property of any third party nor is
        RGGL
        and AMERIKAL aware of any violation by third party of such.

      


      Section
        14. Benefit Plans

      


      AMERIKAL
        does not maintain any retirement or deferred compensation plan, saving,
        incentive, stock option or stock purchase plan, unemployment compensation
        plan,
        vacation pay, severance pay, bonus or benefit arrangement, insurance or
        hospitalization program or any other fringe benefit arrangement for any
        employee, consultant, or agent of AMERIKAL or RGGL whether pursuant to a
        contract, agreement, custom, law, or informal understanding for which RGGL
        and
        AMERIKAL may have an ongoing material liability after the execution of this
        AGREEMENT.

      


      Section
        15. Assignment

      


      The
        Parties agree that no party may assign his interest under this AGREEMENT
        without
        the prior written consent of the other party, which consent will not be
        unreasonably withheld. However, each party may, by notice to the other party,
        assign its interest under this AGREEMENT to an affiliated company. In the
        case
        of such assignment, the Parties shall remain liable for all their obligations
        under this AGREEMENT.

      


      
        
          
          

        

        
          6

          
            

          

        

        
          
          

        

      

      Section
        16. Compliance with the laws, rules and regulations

      


      The
        Parties agree to comply with all applicable laws, rules and regulations of
        the
        United States, and California, DISTRIBUTEES agree to file applications and
        be
        responsible for all costs for any and all certificates, permits, licenses,
        governing authority approvals, and any other documentation otherwise necessary
        to meet the Parties' obligations under this AGREEMENT. DISTRIBUTEES and RGGL
        agree to execute and complete any and all Exhibits and supply all information
        necessary to complete this AGREEMENT on or before closing.

      


      Section
        17. Governing law

      


      This
        AGREEMENT shall be interpreted and governed by and enforced in accordance
        with
        the laws of the State of California.

      


      Section
        18. Dispute resolutions

      


      1. All
        disputes arising in connection with this AGREEMENT, or any agreement made
        in
        furtherance thereof, except as to matters of urgent interest, shall be finally
        settled by arbitration in accordance with the arbitration rules of the American
        Arbitration Association.

      


      2. The
        arbitral tribunal shall be composed of three (3) arbitrators.

      


      3. RGGL
        shall choose one arbitrator, DISTRIBUTEES shall choose one arbitrator, and
        the
        two so chosen shall appoint the third arbitrator. The place of arbitration
        shall
        be convenient to both parties in the State of California. The arbitral procedure
        shall be conducted in the English language.

      


      4. Each
        party to the arbitration shall bear the cost of their individual representation
        regardless of the arbitration decision and award and such cost shall not
        be a
        part of said decision and or award. 

      


      5. Each
        party to the arbitration shall share equally in any cost and fees of the
        American Arbitration Association that are assessed per the fee schedule as
        published.

      


      6. Any
        award
        or decision will be enforceable through any court of proper jurisdiction
        in the
        United States of America.

      


      Section
        19. Severability, Corrections, Counterparts.

      


      Any
        provision of the AGREEMENT prohibited by applicable law shall be invalid
        to the
        extent of such prohibition unless it is determined by the Parties hereto
        that
        such prohibition invalidates the purpose or intent of this AGREEMENT. The
        parties to this AGREEMENT agree to modify and execute any changes necessary
        to
        correct any errors clerical and verbiage which may cloud and or misdirect
        the
        intent and purpose of this AGREEMENT. This AGREEMENT may be executed in one
        or
        more counterparts, each of which when executed shall be deemed an original,
        but
        all of which taken together shall constitute one and the same
        document.

      


      
        
          
          

        

        
          7

          
            

          

        

        
          
          

        

      

      Section
        20. Force Majeure

      


      Neither
        party hereto shall be responsible for damages caused by the delay or failure
        to
        perform in whole or in part hereunder or noncompliance with any of the terms
        hereof when such delay, failure or noncompliance is caused by or results
        from
        acts of God, earthquakes, fires, floods, perils of sea, wars (declared or
        undeclared), terrorist acts, strikes, riots or any other causes beyond the
        control of the party who is in default or who is unable to comply with the
        terms
        of this AGREEMENT, whether or not similar to those enumerated.

      


      Section
        21. Modification

      


      This
        AGREEMENT may only be modified by an instrument in writing executed by all
        the
        Parties hereto this AGREEMENT.

      


      Section22.
        Notices

      


      All
        notices and communications hereunder shall be made in writing, posted in
        the
        U.S. Mail, and properly addressed to the Parties as follows:

      


      DISTRIBUTEES

      


      ______________________

      ______________________

      


      RG
        Global
        Lifestyles, Inc: (RGGL)

      30021
        Tomas, Suite 200

      Rancho
        Santa Margarita, CA 92688

      


      Amerikal
        Nutraceutical Corp. (AMERIKAL)

      17751
        Mitchell Ave.

      Irvine
        CA
        92614

      


      IN
        WITNESS WHEREOF, the parties do hereby agree to and execute this AGREEMENT
        by
        setting below their hand and seal, this 15th day of November 2005.

      


      Louis
        Knickerbocker

      


      


      /s/                                                
        

      As
        Chairman of the Board, President and C.E.O.,

      for
        and
        on behalf of,

      RG
        Global
        Lifestyles, Inc.

      


      
        
          
          

        

        
          8

          
            

          

        

        
          
          

        

      

      


      Louis
        Knickerbocker

      


      


      /s/                                                
        

      As
        C.E.O.,

      for
        and
        on behalf of,

      Amerikal
        Nutraceutical Corp.

      


      


      DISTRIBUTEES:

      


      


      *
        /s/
        Hooi Shoke Yan

      Hooi
        Shoke Yan

      Managing
        Director 

      Omeco
        Investment Group Ltd.

      


      


      *
        /s/
        Handajati Widjaja

      Handajati
        Widjaja

      


      


      *
        /s/
        Serialam Pasaribu

      Serialam
        Pasaribu

      


      


      *
        /s/
        Lindiani Poerwaningsih

      Lindiani
        Poerwaningsih

      


      


      *
        /s/
        Tan Wie Ling

      Tan
        Wie
        Ling

      


      


      *
        /s/
        Fitri Dafiyanti Kasidik

      Fitri
        Dafiyanti Kasidik

      


      


      *
        /s/
        Nasimun

      Nasimun

      


      
        
          
          

        

        
          9

          
            

          

        

        
          
          

        

      

      


      *
        /s/
        Linda Margarita Halim

      Linda
        Margarita Halim

      


      


      *
        /s/
        Chong Weiyi

      Chong
        Weiyi

      Managing
        Director

      Mastertime
        Worldwide Ltd.,

      


      


      *
        /s/
        Peh Ee Hong

      Peh
        Ee
        Hong

      Managing
        Director

      Winterpark
        Offshore Ltd.,

      


      


      *
        /s/
        Peh Ee Ming

      Peh
        Ee
        Ming

      Managing
        Director

      Good
        Vale
        Equities ltd,

      


      


      *
        By:
/s/                                                
        

      Anne
        Farrell - Attorney in Fact


      
        
          
          

        

        
          10

          
            

          

        

        
          
          

        

      


      INDEX
        of EXHIBITS

      


      
        	Exhibit
                A	
                Copy
                  of Articles of Incorporation of Amerikal Nutraceutical
                  Corp.

              


      

      


      
        	Exhibit
                B	
                Resolution
                  of Board of Directors of RG Global Lifestyles, Inc. Approval to
                  Sell.

              


      

      


      
        	Exhibit
                C	
                Liabilities
                  retained by RGGL

              


      

      


      
        	Exhibit
                D	
                Table
                  of DISTRIBUTEES and RGBL.OB common stock to be
                  transferred

              


      

      


      
        	Exhibit
                E	
                Escrow
                  Agreement

              


      

      


      
        
          
          

        

        
          11

          
            

          

        

        
          
          

        

      

    

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    


    RESOLUTIONS
      OF THE BOARD OF DIRECTORS OF 

    RG
      GLOBAL LIFESTYLES, INC.

    


    BOARD
      MEETING: NOVEMBER 15, 2005

    


    Agreement
      to Distribute Amerikal Nutraceutical, Inc.

    


    WHEREAS,
      there has been presented to this meeting a form of Separation and Distribution
      Agreement between RG Global Lifestyles, Inc. and certain shareholders
      (“Agreement”), providing for the distribution of all outstanding shares of
      common stock of Amerikal Nutraceutical Corp., a wholly owned subsidiary of
      the
      Company, in exchange for 7,500,000 shares of the Company’s common stock.
The
      Company is informed by its legal and accounting advisers that the transaction
      qualifies as a tax-free exchange under Section 355 of the Internal Revenue
      Code,
      with no gain or loss to be recognized by either party.

    


    WHEREAS,
      the Board has reviewed such form of Agreement and such terms and finds that
      it
      is in the best interest and to the benefit of the Company to enter in to and
      perform such Agreement on its terms;

    


    NOW
      THEREFORE BE IT RESOLVED, that the CEO of the Company is hereby authorized
      to
      execute, in the name and on behalf of the Company, and deliver an Agreement,
      substantially in the form of the Agreement presented at this meeting, except
      for
      such changes the CEO shall deem proper, such execution by the CEO of the
      Agreement to be conclusive evidence that the CEO deems all the terms and
      provisions thereof to be proper; and

    


    FURTHER
      RESOLVED, that each and every officer of the Company be and hereby is authorized
      in the name and behalf of this Company from time to time to take such actions
      and to execute and deliver such certificates, instruments, notices and documents
      as may be required or as such officer may deem necessary, advisable or proper
      in
      order to carry out and perform the obligations of the Company pursuant to these
      resolutions; all such actions to be performed in such manner, and all such
      certificates, instruments, notices, and documents to be executed and delivered
      in such form, as the officer performing or executing the same shall approve,
      the
      performance or execution thereof by such officer to be conclusive evidence
      of
      the approval thereof by such officer and the Board.

     

     

    
      	/s/                                                
              	/s/                                                
              
	Lou Knickerbocker - Chairman of the
              Board	Budy Hartono
	 	 
	 	 
	/s/                                                
              	/s/                                                
              
	Grant King - Director	 Bruce Thomsen
	 	 
	 	 
	/s/                                                
              	/s/                                                
              
	Karim Joseph Murray	
              Steve
                Ritchie

            


    

     

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    


    EXHIBIT
      ‘C’

    


    Liabilities
      Retained by RGGL

    


    RGGL
      expressly assumes and retains the responsibility for any funds advanced by
      or
      liabilities or expenses incurred by AMERIKAL to, for the benefit of, or on
      behalf of RGGL and its wholly-owned subsidiary AQUAIR, INC. from and after
      October 1, 2005 to and including the date of this Agreement. 

     

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    


    Exhibit
      “D”

    


    TABLE
      OF
      DISTRIBUTEES and RGBL.OB common stock to be transferred.

    
      


      
        	 	
                Transferred
                  Shares

              	
                Escrowed
                  Shares

              
	 	 	 	 
	
                Omeco
                  Investment Group

              	
                290385

              	 	
                12217

              
	 	 	 	 
	
                Hanajati
                  Widjaja

              	
                917222

              	 	
                38592

              
	 	 	 	 
	
                Serialam
                  Pasaribu

              	
                917223

              	 	
                38592

              
	 	 	 	 
	
                Lindiani
                  Poerwaningsih

              	
                917222

              	 	
                38592

              
	 	 	 	 
	
                Tan
                  Wie Ling

              	
                917223

              	 	
                38592

              
	 	 	 	 
	
                Fitri
                  Dafiyanta Kasidik

              	
                917223

              	 	
                38592

              
	 	 	 	 
	
                Nasimun

              	
                917223

              	 	
                38592

              
	 	 	 	 
	
                Linda
                  Margarita Halim

              	
                835121

              	 	
                35138

              
	 	 	 	 
	
                Mastertime
                  Worldwide

              	
                290386

              	 	
                12218

              
	 	 	 	 
	
                Winterpark
                  Offshore

              	
                290386

              	 	
                12218

              
	 	 	 	 
	
                Good
                  Vale Equities

              	
                290386

              	 	
                12218

              
	 	 	 	 
	
                TOTAL

              	
                7500000

              	 	
                315561

              


      

      


      
        
          
          

        

        
          
          

          
            

          

        

        
          
          

        

      

      


      ESCROW
        AGREEMENT

       

      This
        Escrow Agreement dated as of November ___, 2005 ("Agreement") is made by
        and
        among (i) RG Global Lifestyles, a California corporation ("RGGL"); (ii) Omeco
        Investment Group Ltd., Handajati Widjaja, Serialam Pasaribu, Lindiani
        Poerwaningsih, Tan Wie Ling, Fitri Dafiyanti Kasidik, Nasimun, Linda Margarita
        Halim, Mastertime Worldwide Ltd., Winterpark Offshore Ltd., Good Vale Equities
        Ltd., individuals and stockholders of RGGL, (collectively hereafter
“Distributees”); and (iii) Scott D. Olson, attorney at law, as escrow agent (the
        "Escrow Agent"),

      


           WHEREAS,
        RGGL and Distributees are parties to a Master Separation and Distribution
        Agreement dated as of November ___, 2005 ("Distribution Agreement");


      


           WHEREAS,
        pursuant to the Distribution Agreement, the parties have agreed that the
        Distributees will place into escrow 315,561 shares of RGGL common stock (“Escrow
        Funds”) to indemnify RGGL and/or Amerikal Nutraceutical Corp. (“Indemnitees”)
        effected by claims presented to RGGL for claims arising from the Distribution
        Agreement (“Claims”); 

      


      WHEREAS,
        the Agreement will expire in twelve months from the date of execution of
        the
        Distribution Agreement, whereupon all remaining Escrow Funds will be returned
        to
        Distributees.

      


           WHEREAS,
        it is a condition to the closing of the Distribution Agreement that the parties
        hereto will have entered into this Agreement and delivered the Deposit (as
        defined below) to the Escrow Agent to be held by the Escrow Agent as security
        for potential Claims upon the terms and conditions set forth
        herein;

      


           NOW,
        THEREFORE, in consideration of the premises and the mutual covenants and
        agreements herein contained, the parties hereto agree as follows:

      


      1.  Definitions.
        As used
        in this Agreement, the following terms shall have the following
        meanings:

      


           "Claim"
        means a
        claim for any loss suffered, incurred or paid by any Indemnitee arising out
        of
        the Distribution Agreement.

      


           "Claim
        Date"
        has the
        meaning set forth in Section
        6.

      


           "Claim
        Disbursement Amount"
        has the
        meaning set forth in Section
        6.

      


           "Claim
        Notice"
        has the
        meaning set forth in Section
        6.

      


           "Escrow
        Funds"
        means
        the 315,561 shares of RGGl common stock while held by the Escrow Agent from
        time
        to time pursuant to this Agreement.

      


      
        
          
          

        

        
          1

          
            

          

        

        
          
          

        

      

           "Expiration
        Date"
        means
        twelve months from the date of execution of the Distribution
        Agreement.

      


           "Final
        Instruction"
        has the
        meaning set forth in Section
        7.

      


      2.  Appointment
        of Escrow Agent.
        RGGL
        and Distributees hereby appoint the Escrow Agent to serve as agent for the
        purpose of holding and distributing the Escrow Fund upon the terms and
        conditions herein set forth, and the Escrow Agent accepts such appointment
        subject to the terms and conditions hereof.

      


      3.  Escrow
        Funds.
        Simultaneously with the execution of this Agreement, Distributees have deposited
        the Escrow Funds with the Escrow Agent and the Escrow Agent hereby acknowledges
        receipt of the Escrow Funds.

      


      4.  Maintenance
        of Escrow.
        The
        Escrow Agent shall hold the Escrow Fund in escrow and shall disburse the
        Escrow
        Fund pursuant to this Agreement.

      


      5.  Assertion
        of Claim.
        Indemitees may assert one or more Claims for which it seeks recovery hereunder
        on or prior to the Expiration Date. Indemitees shall assert such Claims by
        delivering a written notice ("Claim
        Notice")
        to the
        Escrow Agent (who will distribute to Distributees) which includes (i) the
        date
        of the Claim Notice ("Claim
        Date"),
        (ii)
        Indemnitees estimate of the Loss incurred by the Indemnitee in connection
        with
        such Claim ("Claim
        Disbursement Amount"),
        (iii)
        a reasonably detailed summary of the basis for such Claim, and (iv) a
        determination as to whether or not such Claim relates to the Distribution
        Agreement. Indemnitee may assert one or more Claim in a single Claim Notice.
        If
        Indemnitee desires to change a Claim Disbursement Amount of a Claim Notice,
        then
        it shall submit a new Claim Notice amending and restating the original Claim
        Notice. A Claim Notice shall indicate whether the Claim Disbursement Amount
        exceeds the balance of the Escrow Fund.

      


      7.  Final
        Instruction.
        For the
        purposes of this Agreement, a "Final
        Instruction"
        shall
        mean a written notice delivered to the Escrow Agent directing the disbursement
        of the Claim Disbursement Amount relating to a particular Claim, and which
        expressly states that it is a "Final Instruction" pursuant to this Section
        7.
        Except
        as provided in Subsections
        (b) and (d)
        below, a
        Final Instruction shall be signed by RGGL and Distributees. A Final Instruction
        shall be delivered to the Escrow Agent only under the following circumstances,
        and accompanied by the indicated documentation:

      


           (a)  If
        Distributees dispute any aspect of a Claim Notice, the Distributees shall
        give
        written notice of such dispute to the Escrow Agent, within 30 calendar days
        after receipt by Distributees of such Claim Notice. In such event, no Final
        Instruction may be given to the Escrow Agent except as provided in (c) or
        (d)
        below.

      


           (b)  If
        Distributees fail to respond to a Claim Notice within 30 calendar days after
        receipt by Distributees of such Claim Notice, or if Distributees notifies
        Indemnitee and the Escrow Agent in writing that there is no dispute with
        respect
        to a Claim Notice, Indemnitee shall have the right to deliver to the Escrow
        Agent a Final Instruction, signed only by Indemnitee, with respect to the
        Claims
        described in such Claim Notice. 

      


      
        
          
          

        

        
          2

          
            

          

        

        
          
          

        

      

           (c)  In
        the case of a Claim Notice which Distributees have disputed (as provided
        in
Subsection
        7(a)
        above),
        if Indemitee and Distributees reach an agreement with respect to the Claims
        described in a Claim Notice, Indemnitee and Distributees shall give the Escrow
        Agent a Final Instruction, signed by both Indemnitee and Distributees, with
        respect to such Claims. 

      


           (d)  In
        the case of a Claim Notice which Distributees have disputed (as provided
        in
Subsection
        7(a)
        above),
        if an arbitrator or a court of competent jurisdiction issues a final,
        non-appealable order specifying the amount of Indemnitee’s recovery (if any)
        with respect to a Claim, either Indemnitee or Distributees shall have the
        right
        to deliver to the Escrow Agent a Final Instruction with respect to such Claim
        based on and in compliance with such order, signed only by indemnitee or
        Distributees, as the case may be, and accompanied by a copy of such
        order.

      


      8.  Distribution
        of Escrow Fund.

      


           (a)  Disbursements
        to Indemitee.
        Upon
        receipt of a Final Instruction, the Escrow Agent shall promptly deliver to
        Indemnitee, funds in the form of RGGL common stock equivalent in value to
        the
        sum of the Claim Disbursement Amount set forth in such Final Instruction.
        Such
        common stock will be valued at the closing price of RGBL.OB as reported by
        the
        OTC:BB on the day of such disbursement.

      


           (b)  Disbursements
        to Distributees.
        If no
        Claim is "asserted and unresolved" (as defined below) by the Expiration Date,
        then the Escrow Agent shall promptly deliver to Distributees all of the Escrow
        Funds. If any RGGL Claims are asserted and unresolved by the Expiration Date,
        then the Escrow Agent shall promptly deliver to Distributees Escrow Funds
        in an
        amount equal to the positive difference, if any, between (A) the Claim
        Disbursement Amounts relating to such Claims and (B) the amount of Escrow
        Funds
        as of immediately prior to the Expiration Date. Upon receipt of Final
        Instructions after the Expiration Date relating to Claims that were asserted
        and
        unresolved on the Expiration Date, the Escrow Agent shall promptly deliver
        to
        Distributees all of the Escrow Funds, if any, that remains in the Escrow
        Account
        after payment to Indemnitee of the Claim Disbursement Amounts relating to
        such
        Final Instructions. For the purposes of this Section
        8(b),
        the
        phrase "asserted
        and unresolved"
        means,
        with respect to any Claim, the Escrow Agent has received a Claim Notice but
        no
        Final Instruction with respect to such Claim.

      


      9.  Limitation
        of Liability of Escrow Agent; Etc.

      


           (a)  Nature
        of Duties; Liability; Indemnification.
        It is
        understood and agreed that the duties of the Escrow Agent hereunder are purely
        ministerial in nature and that the Escrow Agent shall not be liable for any
        error of judgment, fact or law, or any act done or omitted to be done, except
        for its own willful misconduct or that of its employees and agents. The Escrow
        Agent's determination as to whether an event or condition has occurred, or
        been
        met or satisfied, or as to whether a provision of this Agreement has been
        complied with, or as to whether sufficient evidence of the event or condition
        or
        compliance with the provision has been furnished to it, shall not subject
        the
        Escrow Agent to any claim, liability or obligation whatsoever, even if it
        shall
        be found that such determination was improper and incorrect; provided,
        that
        the Escrow Agent and its employees and agents shall not have been guilty
        of
        willful misconduct or gross negligence in making such determination. RGGL
        and
        Distributees jointly and severally agree to indemnify the Escrow Agent for,
        and
        to hold it harmless against, any loss, liability, or reasonable expense
        ("Cost")
        incurred without willful misconduct on the part of the Escrow Agent, arising
        out
        of or in connection with its entering into this Agreement and carrying out
        its
        duties hereunder, including costs and expenses of defending itself against
        any
        claim of liability in connection herewith or therewith. The right to
        indemnification set forth in the preceding sentence shall include the right
        to
        be paid by RGGL and Distributees in respect of Costs as they are incurred
        (including Costs incurred in connection with defending itself against any
        claim
        of liability in connection herewith). The Escrow Agent shall promptly repay
        any
        amounts so advanced if it shall ultimately be determined by a final order
        of a
        court of competent jurisdiction from which no appeal is or can be taken that
        the
        Escrow Agent is not entitled to such indemnification.

      


      
        
          
          

        

        
          3

          
            

          

        

        
          
          

        

      

           (b)  Documents
        and Instructions.
        The
        Escrow Agent acts hereunder as a depository only and shall not be responsible
        or
        liable in any manner whatsoever for the genuineness, sufficiency, correctness
        or
        validity of any agreement, document, certificate, instrument or item deposited
        with it or any notice, consent, approval direction or instruction given to
        it,
        and the Escrow Agent shall be fully protected, under Section
        9(a)
        above,
        for all acts taken in accordance with any written instruction or instrument
        given to it hereunder in accordance with the provisions of this Agreement,
        and
        reasonably believed by the Escrow Agent to be genuine and what it purports
        to
        be.

      


           (c)  Conflicting
        Notices, RGGL Claims, Demands or Instructions.
        If at
        any time the Escrow Agent shall receive conflicting notices, claims, demands
        or
        instructions with respect to the Escrow Fund, or if for any other reason
        it
        shall in good faith be unable to determine the party or parties entitled
        to
        receive monies from the Escrow Fund, the Escrow Agent may refuse to make
        any
        distribution or payment and may retain the Escrow Fund in its possession
        until
        it shall have received instructions in writing concurred in by all parties
        in
        interest, or until directed by a final order or judgment of an arbitrator
        or a
        court of competent jurisdiction from which no appeal is or can be taken,
        whereupon the Escrow Agent shall make such disposition in accordance with
        such
        instructions or such order.

      


           (d)  Advice
        of Counsel.
        The
        Escrow Agent may consult with, and obtain advice from, legal counsel and
        employees in the event of any dispute or question as to the construction
        of any
        of the provisions hereof or its duties hereunder, and it shall incur no
        liability and shall be fully protected and indemnified under Section
        9(a)
        above
        for all acts taken, in the absence of gross negligence or willful misconduct,
        in
        accordance with the opinion and instructions of such counsel, and the reasonable
        costs of such counsel shall be subject to reimbursement under Section
        9(a)
        above.

      


      
        
          
          

        

        
          4

          
            

          

        

        
          
          

        

      

           (e)  Compensation
        and Expenses.
        RGGL
        agrees to pay, and shall be solely responsible for, all fees, disbursements
        and
        other expenses charged by the Escrow Agent for the performance of the Escrow
        Agent's services hereunder. The Escrow Agent's fee for services for this
        Agreement is $2,000. The Escrow Agent shall be entitled to reimbursement
        on
        demand for all reasonable expenses incurred in connection with the
        administration of this Agreement or the escrow created hereby which are in
        excess of its compensation for normal services hereunder, including without
        limitation, payment of any reasonable legal fees and expenses incurred by
        the
        Escrow Agent in connection with resolution of any Claim by any party hereunder.
        

      


           (f)  Resignation
        of Escrow Agent.
        The
        Escrow Agent may resign at any time upon giving the other parties hereto
        thirty
        (30) days' notice to that effect. In such event the successor Escrow Agent
        shall
        be such person, firm or corporation as shall be mutually selected by RGGL
        and
        Distributees. It is understood and agreed that the Escrow Agent's resignation
        shall not be effective until a successor Escrow Agent agrees to act hereunder;
        provided,
        that in
        the event no successor Escrow Agent is appointed and acting hereunder within
        thirty (30) days of such notice, the Escrow Agent may pay and deliver the
        Escrow
        Fund into a court of competent jurisdiction; and provided,
        further,
        that
        RGGL and Distributees may appoint a successor escrow agent hereunder at any
        time
        so long as such successor shall accept and agree to be bound by the terms
        of
        this Agreement (except that any such successor escrow agent shall be entitled
        to
        customary fees payable by RGGL and Distributees as provided in Section
        9(e))

      


      10.  Notices.
        All
        notices, consents, approvals, directions and instructions required or permitted
        under this Agreement shall be effective when received and shall be given
        in
        writing and delivered either by hand or by registered or certified mail,
        postage
        prepaid, or by telecopier, and addressed as follows:

      


           If
        to Distributees:

                

                

                Attention:
        

                Facsimile:  (
        ) - 

      


           If
        to RGGL:

      


                RG
        Global Lifestyles, Inc.

                30021
        Tomas, Suite 200

                Rancho
        Santa Margarita, CA 92688

                Attention:  Grant
        King

                Facsimile:  (949)
        - 

      


      
        
          
          

        

        
          5

          
            

          

        

        
          
          

        

      

           If
        to the Escrow Agent:

      


                Scott
        D. Olson, Esq.

                417
        Poinsettia Ave.

                Corona
        del Mar, CA 92625

      


      11.  Miscellaneous.

      


           (a)  Entire
        Agreement, etc.
        This
        Agreement and the Distribution Agreement contain the entire agreement among
        the
        parties with respect to the subject matter hereof and supercede all other
        prior
        agreements and understandings, both written and oral, among the parties with
        respect to the subject matter hereof. In the event of a conflict between
        the
        terms and provisions hereof and of the Distribution Agreement, the terms
        and
        provisions hereof shall govern the rights, obligations and liabilities of
        the
        Escrow Agent.

      


           (b)  Amendments
        and Supplements.
        This
        Agreement may not be amended, supplemented or discharged, and no provision
        hereof may be modified or waived, except by an instrument in writing signed
        by
        all of the parties hereto.

      


           (c)  No
        Waiver.
        No
        provision hereof may be waived, except by an instrument in writing signed
        by the
        party waiving compliance. The failure of any party hereto to enforce at any
        time
        any of the provisions of this Agreement shall in no way be construed to be
        a
        waiver of any such provision, nor in any way to affect the validity of this
        Agreement or any part hereof or the right of such party thereafter to enforce
        each and every such provision. No waiver of any breach of or non-compliance
        with
        this Agreement shall be held to be a waiver of any other or subsequent breach
        or
        non-compliance. The rights and remedies herein provided are cumulative and
        are
        not exclusive of any rights or remedies that any party may otherwise have
        at law
        or in equity.

      


           (d)  Successors
        and Assigns.
        This
        Agreement shall be binding upon and shall inure to the benefit of each of
        the
        parties hereto, and their respective heirs, successors, assigns, distributees
        and legal Agents.

      


           (e)  Governing
        Law.
        This
        Agreement shall be governed by and construed and enforced in accordance with
        the
        substantive law of the State of California without regard to its principles
        of
        conflicts of laws. Any provision hereof which may prove invalid or unenforceable
        under any law shall not affect the validity or enforceability of any other
        provision hereof.

      


           (f)  Construction
        of Agreement.
        A
        reference to a Section shall mean a Section in this Agreement unless otherwise
        expressly stated. The titles and headings herein are for reference purposes
        only
        and shall not in any manner limit the construction of this Agreement which
        shall
        be considered as a whole. The words "include," "includes" and "including"
        when
        used herein shall be deemed in each case to be followed by the words "without
        limitation".

      


      
        
          
          

        

        
          6

          
            

          

        

        
          
          

        

      

           (g)  Counterparts.
        This
        Agreement may be executed in several counterparts, each of which shall be
        deemed
        an original, but all of which shall constitute one and the same
        instrument.

      


      *
        * * *
        *

      


      IN
        WITNESS WHEREOF, the parties hereto have executed or caused this Escrow
        Agreement to be duly executed as a sealed instrument as of the day and year
        first above written.

      


      RG
        GLOBAL
        LIFESTYLES, INC.

      


      


      By:  /s/                                                
        

           Name:  Lou
        Knickerbocker

           Title:    Chief
        Executive Officer

      


      


      DISTRIBUTEES:

       

      *
        /s/
        Hooi Shoke Yan

      Hooi
        Shoke Yan

      Managing
        Director 

      Omeco
        Investment Group Ltd.

      


      


      *
        /s/
        Handajati Widjaja

      Handajati
        Widjaja

      


      


      *
        /s/
        Serialam Pasaribu

      Serialam
        Pasaribu

      


      


      *
        /s/
        Lindiani Poerwaningsih

      Lindiani
        Poerwaningsih

      


      


      *
        /s/
        Tan Wie Ling

      Tan
        Wie
        Ling

      


      


      *
        /s/
        Fitri Dafiyanti Kasidik

      Fitri
        Dafiyanti Kasidik

      


      
        
          
          

        

        
          7

          
            

          

        

        
          
          

        

      

      


      *
        /s/
        Nasimun

      Nasimun

      


      


      *
        /s/
        Linda Margarita Halim

      Linda
        Margarita Halim

      


      


      *
        /s/
        Chong Weiyi

      Chong
        Weiyi

      Managing
        Director

      Mastertime
        Worldwide Ltd.,

      


      


      *
        /s/
        Peh Ee Hong

      Peh
        Ee
        Hong

      Managing
        Director

      Winterpark
        Offshore Ltd.,

      


      


      *
        /s/
        Peh Ee Ming

      Peh
        Ee
        Ming

      Managing
        Director

      Good
        Vale
        Equities ltd,

      


      


      *
        By:
/s/                                                
        

       

      Anne
        Ferrell - Attorney in Fact

      


      


      ESCROW
        AGENT:

      


      SCOTT
        D.
        OLSON, ESQ.

      


      


      /s/                                                
        

      


      
        
          
          

        

        
          8