On a dusty patch of land off a highway in northern Iraq, Faisal watches his three-week-old son cry in the tent that is now his home.

The temperature hovers around 40 degrees Celsius (104 Fahrenheit), and aid being distributed to those at the camp, including mattresses and fans, has yet to reach Faisal's tent.

He brought his family here days earlier, fleeing the strategic Shiite-majority town of Tal Afar when Sunni militants swept in.

"We left after they arrived. I'm Sunni, but I knew that there would be fighting and killing and I didn't want to do either," he says, his bare feet covered in grit.

Standing next to him is 25-year-old Mohammed, who fled his home in Mosul, the first city to fall to a major militant offensive that began last week and overran swathes of Iraq in a matter of days.

"They came to me and told me, even though I'm Muslim, that I had to pledge allegiance to them and go to the mosque to redeclare my faith!"

"They considered me an infidel," he said, pointing to tattoos on his arms that puritanical jihadists consider a violation of Islamic law.

Mohammed decided to leave immediately, taking his 10-month-old daughter Maryam and wife Ghajar with him.

The camp they are in is just outside the border with Iraq's autonomous three-province Kurdish region, which non-residents can enter only with a special permit.

Those permits are being issued to many fleeing the militant advance, particularly minority Christians and Yazidis.

But Sunni Arabs require a sponsor inside Kurdish territory to enter, and many like Faisal and Mohammed don't have one.

They say they are glad to be safe, but complain that the conditions at the camp are tough.

Dust devils sweep through it, raising spirals of rubbish as children wander aimlessly between the tents below.

- Waiting to register -

"We've been here two days, and we have to wait for someone to register us before we can get aid," Faisal says.

He crowds hopefully with his already registered neighbours as they surge towards an aid offered by the International Organisation for Migration and a Kurdish charity.

The Kurdish group -- the Barzani Charity Foundation -- is overseeing the camp in coordination with Kurdish authorities and international organisations.

Volunteer Paysan Yussef, 19, walks along rows of tents to register those inside and hand out slips to be exchanged for aid.

Irate men crowd around her, berating her for failing to register them quickly enough.

"I'm doing the best I can. Look at the list, I'm trying to do my work," she replies.

Iraq's Kurds were oppressed by former dictator Saddam Hussein, a Sunni, but Yussef says she feels no bitterness towards the Sunnis seeking Kurdish help now.

"I'm a refugee myself," she laughs.

"I'm a Syrian Kurd, from the town of Qamishli, and I left because of the fighting in Syria. So I know how they feel."

Farther down the road towards Arbil, the capital of the autonomous Kurdish region, cars idle at a checkpoint manned by members of the Kurdish armed forces known as the peshmerga.

"We're protecting the Kurdish areas and checking for Arabs," says 24-year-old Nechirvan Jazah, examining a driver's identification papers.

"They can't enter here without a residency and someone to sponsor them in Kurdistan."

Nearby are hundreds of displaced Iraqi Arabs lined up to plead for entry.

Some have just arrived from Mosul and other towns, while others have come from the nearby camp.

Many, like Faisal and Mohammed, describe fleeing the militants, but others insist they were happy to see the jihadists and their allies arrive.

"The gunmen in Mosul are decent people, they are treating the residents well," said a woman who identified herself only as Umm Abdullah, or "mother of Abdullah".

"We're not leaving because of them, we're leaving because the government is bombing and has cut the electricity and water in Mosul," she adds, her face covered by a black niqab veil.

"To be honest, I'm happy they took control of Mosul. I see them as rebels, not gunmen, and I think they will make the city better."