LIMITED TRADEMARK LICENSE AGREEMENT

                This LIMITED TRADEMARK LICENSE AGREEMENT (the “Agreement”) is entered into on  this 31st day of December, 2013 (the “Effective Date”) by and among Broadvox, LLC (“Broadvox” or “Licensor”), a Delaware limited liability company with its principal office located at 75 Erieview Plaza, Suite 400, Cleveland, OH 44114; Fusion Telecommunications International, Inc. (“Fusion”), a Delaware corporation with its principal office located at 420 Lexington Avenue, Suite 1718, New York, NY 10170; and Fusion BVX, LLC, F/K/A Fusion Broadvox Acquisition Corp. (“FBVX”, and together with Fusion, “Licensees”), a Delaware limited liability company with its principal office located at 420 Lexington Avenue, Suite 1718, New York, NY 10170.  The aforementioned entities may be referred to individually as a “Party” or collectively as the “Parties.” Any capitalized terms used herein but not specifically defined in this Agreement shall have the meaning ascribed to them in the APA (defined below).

                WHEREAS, Licensees and certain of Broadvox’s affiliate companies, BroadvoxGo! LLC  and Cypress Communications, LLC, (collectively, the “Sellers”) entered into an Asset Purchase and Sale Agreement, dated as of August 30, 2013, as amended (the "APA"), pursuant to which Licensees agreed to purchase from Sellers substantially all Acquired Assets, and the Assumed Liabilities, of the Business;

WHEREAS, Broadvox is the owner of trade names and/or marks containing or  the name Broadvox” and derivatives thereof;

WHEREAS, in order to facilitate the transition of the Business to Licensees, Broadvox desires to grant to Licensees a limited license to use the name “Broadvox” and derivatives thereof, for a reasonable transitional period.

NOW, THEREFORE, in consideration of the foregoing and of the mutual covenants and representations contained herein, the Parties agree as follows:

(b) The “Term” of the license granted herein shall commence on the Closing Date and continue in accordance with the use terms specified in Exhibit 1, “License Use Terms” attached hereto and incorporated herein, and each of the use terms therein shall establish the applicable duration of the license Term for the corresponding Trademark use.

(c) Subject to the conditions hereof, Licensees may use and distribute Licensor’s advertising, sales, marketing and promotional materials, and other documents and materials containing or bearing any Marks in connection with the continued operation of the Business during the transition period solely in a manner consistent with Licensor’s operation of the business immediately prior to the Closing Date.

(d) Apart from the Marks, no other trademark or logo may be affixed to, or used in connection with, the Acquired Assets, except that Licensees may affix their trade name(s) on packaging, advertising and promotional materials for the same.

(e) On and after the Closing Date, Licensees shall not represent that they are, or otherwise hold themselves out as being, affiliated with Licensor.  In the context of entering into or conducting any contractual relationships with third parties, Licensees shall make clear to any and all such parties that Licensees, rather than Licensor, are entering into or conducting any such contractual relationships.

i. Licensees shall not grant any third parties the right to use any of the Marks, or any other mark confusingly similar to the Marks, and shall not sublicense the right to use any of the Marks without the prior written consent of Licensor.  Licensees shall not grant or attempt to grant a security interest in, or otherwise encumber, the Marks or record any such security interest or encumbrance against any application or registration of the Marks in the U.S. Patent and Trademark Office or elsewhere.

ii. Licensees acknowledge that they are familiar with the high standards, quality, style and image of Licensor, and Licensees shall, at all times, use the Marks in a manner consistent with these standards, quality, style and image.  Licensees shall ensure that they: (1) use the Marks only in the form and manner consistent with which, and in connection with goods and services of a level of quality equal to or greater than the quality of goods and services in connection with which, Licensor used the Marks immediately prior to the Closing Date, and (2) comply with all applicable laws and industry practice in connection with its use and distribution of materials containing or bearing the Marks.

iii. Licensees may not nor attempt to, nor permit, enable or request any other person or entity to: (1) use any Mark in any manner, or engage in any other act or omission, that tarnishes, degrades, disparages or reflects adversely on a Mark or Licensor’s business or reputation, or that might dilute or otherwise harm the value, reputation or distinctiveness of or Licensor’s goodwill in any Mark; (2) register or file applications to register in any jurisdiction any Trademark that consists of, incorporates, is confusingly similar to, or is a variation, derivation, modification or acronym of, any Marks; or (3) contest the ownership or validity of any of the Marks including in any litigation or administrative proceeding.

(g) If Licensees fail to comply with any of the terms and conditions in this Article 2 or otherwise fail to comply with Licensor’s reasonable directions in relation to the use of the Marks, Licensor may immediately terminate the license granted herein.

(a) Licensor hereby disclaims all express and implied representations and warranties concerning the Marks and all responsibility or liability under this Section 3 for claims by third parties after the Closing Date arising out of or relating to the use of any Marks by Licensees or their Affiliates, except Licensor represents and warrants that it has the legal right to license Licensee’s use of the Marks in accordance with this Agreement. In addition to any other available remedies, Licensees shall indemnify and hold harmless Licensor and its Affiliates, officers, directors, employees, agents, successors and assigns, including Sellers (the “Indemnified Parties”) from and against all third party suits, claims, losses, damages, and expenses, including court costs and reasonable attorney’s fees (the “Claims”) after the Closing Date arising out of or relating to (i) Licensees’ use of any Marks, (ii) Claims arising out of Licensees’ or their Affiliates' use of any Marks in violation of Article 2, or (iii) Licensor’s grant of the license under this Agreement; provided that no indemnification hereunder shall be available to the extent that Licensor did not own or have the legal right to license Licensee’s use of the Marks in accordance with this Agreement.

(b) Indemnification Procedure. Licensees (the “Indemnifying Parties”) agree to (a) defend, or at its option settle, any Claims against the Indemnified Parties as agreed to herein; and (b) pay any final judgment entered against the Indemnified Parties on such issue or any settlement thereof.  The Indemnifying Parties shall not take any action, which unreasonably exposes the Indemnified Parties to a risk of damages, which would not be covered by such indemnity, and may not settle any matter without the prior written consent of Licensor.

(a) Notification. Licensees shall immediately notify Licensor in writing giving reasonable detail of any actual, suspected or threatened: (1) infringement of the Marks; (2) opposition to the Marks; (3) claim that use of the Marks infringe the rights of any third party; or (4) other claim to which the Marks may be subject.

(b) Actions. With respect to any of the matters listed in Section 6(a) above: (1) Licensor shall decide, in its sole and absolute discretion, what action, if any, to take; (2) Licensor shall have exclusive control over all claims and proceedings; (3) Licensees shall provide Licensor with all assistance that Licensor may require in the conduct of any claims or proceedings; and (4) Licensor shall bear the cost of any proceedings and shall be entitled to retain all sums recovered in any action for its own account.