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This Stock Purchase and Sale Agreement (the ?Agreement?) dated as of January 19, 2005, by and between Fanrock Investments Limited., a corporation organized under the laws of the British Virgin Islands (?Seller?) and InfoSonics Corporation, a Maryland corporation (?Buyer?). For purposes of this Agreement, each of Seller and Buyer may be referred to individually as a ?Party,? and Seller and Buyer may be referred to collectively as the ?Parties.?

WHEREAS, Seller owns all of the issued and outstanding shares of common stock (the ?Primasel Stock?) in Primasel S.A., a corporation organized under the laws of Uruguay (?Primasel?);

WHEREAS, MultiRadio S.A., a corporation organized under the laws of Argentina (?MultiRadio?), is a party to a certain distribution agreement, dated January 1, 2005, with Samsung (the ?Distribution Agreement?);

WHEREAS, Buyer desires to purchase from Seller, and Seller desires to sell to Buyer, the Primasel Stock, subsequent to MultiRadio assigning its rights, title, and interest in the Distribution Agreement to Primasel, pursuant to the terms of this Agreement.

NOW, THEREFORE, in consideration of the premises and of the mutual covenants contained in this Agreement, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:

1. Transfer of Primasel Stock. Upon the terms and conditions contained in this Agreement, at the Closing, Seller will sell, assign, convey, transfer, and deliver to Buyer, and Buyer will purchase and acquire from Seller, all of Seller?s right, title and interest in an to the Primasel Stock free and clear of all liens, security interests, and any other encumbrances or charges of any kind.

2. Purchase Price. In consideration of the aforesaid sale, assignment, conveyance, transfer, and delivery of the Primasel Stock, Buyer will pay or cause to be paid to Seller, on the dates set forth below, the purchase price determined as follows (the ?Purchase Price?):

2.1. Buyer will issue to Seller shares of the Buyer?s common stock, $0.001 par value (the ?InfoSonics Common Stock?) on the dates and in the amounts set forth below if Primasel meets the revenue amounts indicated below. As used in this Agreement, the terms ?revenue? and ?revenues? shall mean revenues for which payment has been received and will not include accrued but unpaid revenue:

2.1.1. If at any time during the period beginning on the date of Closing and ending on the third anniversary of Closing (the ?Purchase Price Term?), the total cumulative revenues of Primasel for the Purchase Price Term are equal to or greater than $5,000,000, then no later than the last day of the calendar month following the month in which this total cumulative revenues amount occurs, Buyer shall issue to Seller 37,500 shares of InfoSonics Common Stock.

2.1.2. If at any time during the Purchase Price Term the total cumulative revenues of Primasel for the Purchase Price Term are equal to or greater than $7,500,000, then no later than the last day of the calendar month following the month in which this total cumulative revenue amount occurs, Buyer shall issue to Seller an additional 37,500 shares of InfoSonics Common Stock.

2.1.3. If at any time during the Purchase Price Term the total cumulative revenues of Primasel for the Purchase Price Term are equal to or greater than $10,000,000, then no later than the last day of the calendar month following the month in which this total cumulative revenue amount occurs, Buyer shall issue to Seller an additional 22,500 shares of InfoSonics Common Stock.

2.1.4. If at any time during the Purchase Price Term the total cumulative revenues of Primasel for the Purchase Price Term are equal to or greater than $15,000,000, then no later than the last day of the calendar month following the month in which this total cumulative revenue amount occurs, Buyer shall issue to Seller an additional 22,500 shares of InfoSonics Common Stock.

For purposes of determining the value of the shares of InfoSonics Common Stock issued to Seller, each share of InfoSonics Common Stock issued to Seller shall be valued as equal to the average of the closing prices of InfoSonics Common Stock on the American Stock Exchange for the first five trading days of the calendar month in which the shares are to be issued to Seller.