Last Modified March 9, 2000

Hutchison Technologies is a Verio Partner. As a provider of Internet access, web site hosting, and other Internet-related services, Verio and Verio Partners offers its customers (also known as subscribers), and their customers and users, the means to acquire and disseminate a wealth of public, private, commercial, and non-commercial information. Verio respects that the Internet provides a forum for free and open discussion and dissemination of information, however, when there are competing interests at issue, Verio reserves the right to take certain preventative or corrective actions. In order to protect these competing interests, Verio has developed an Acceptable Use Policy ("AUP"), which supplements and explains certain terms of each customer's respective service agreement and is intended as a guide to the customer's rights and obligations when utilizing Verio's services. This AUP will be revised from time to time. A customer's use of Verio's services after changes to the AUP are posted on Verio's web site, www.verio.com, will constitute the customer's acceptance of any new or additional terms of the AUP that result from those changes.

One important aspect of the Internet is that no one party owns or controls it. This fact accounts for much of the Internet's openness and value, but it also places a high premium on the judgment and responsibility of those who use the Internet, both in the information they acquire and in the information they disseminate to others. When subscribers obtain information through the Internet, they must keep in mind that Verio cannot monitor, verify, warrant, or vouch for the accuracy and quality of the information that subscribers may acquire. For this reason, the subscriber must exercise his or her best judgment in relying on information obtained from the Internet, and also should be aware that some material posted to the Internet is sexually explicit or otherwise offensive. Because Verio cannot monitor or censor the Internet, and will not attempt to do so, Verio cannot accept any responsibility for injury to its subscribers that results from inaccurate, unsuitable, offensive, or illegal Internet communications.

When subscribers disseminate information through the Internet, they also must keep in mind that Verio does not review, edit, censor, or take responsibility for any information its subscribers may create. When users place information on the Internet, they have the same liability as other authors for copyright infringement, defamation, and other harmful speech. Also, because the information they create is carried over Verio's network and may reach a large number of people, including both subscribers and nonsubscribers of Verio, subscribers' postings to the Internet may affect other subscribers and may harm Verio's goodwill, business reputation, and operations. For these reasons, subscribers violate Verio policy and the service agreement when they, their customers, affiliates, or subsidiaries engage in the following prohibited activities:

Spamming -- Sending unsolicited bulk and/or commercial messages over the Internet (known as "spamming"). It is not only harmful because of its negative impact on consumer attitudes toward Verio, but also because it can overload Verio's network and disrupt service to Verio subscribers. Also, maintaining an open SMTP relay is prohibited. When a complaint is received, Verio has the discretion to determine from all of the evidence whether the email recipients were from an "opt-in" email list.

Intellectual Property Violations -- Engaging in any activity that infringes or misappropriates the intellectual property rights of others, including copyrights, trademarks, service marks, trade secrets, software piracy, and patents held by individuals, corporations, or other entities. Also, engaging in activity that violates privacy, publicity, or other personal rights of others. Verio is required by law to remove or block access to customer content upon receipt of a proper notice of copyright infringement. It is also Verio's policy to terminate the privileges of customers who commit repeat violations of copyright laws.

Obscene Speech or Materials -- Using Verio's network to advertise, transmit, store, post, display, or otherwise make available child pornography or obscene speech or material. Verio is required by law to notify law enforcement agencies when it becomes aware of the presence of child pornography on or being transmitted through Verio's network.

Defamatory or Abusive Language -- Using Verio's network as a means to transmit or post defamatory, harassing, abusive, or threatening language.

Forging of Headers -- Forging or misrepresenting message headers, whether in whole or in part, to mask the originator of the message.

Illegal or Unauthorized Access to Other Computers or Networks -- Accessing illegally or without authorization computers, accounts, or networks belonging to another party, or attempting to penetrate security measures of another individual's system (often known as "hacking"). Also, any activity that might be used as a precursor to an attempted system penetration (i.e. port scan, stealth scan, or other information gathering activity).

Distribution of Internet Viruses, Worms, Trojan Horses, or Other Destructive Activities -- Distributing information regarding the creation of and sending Internet viruses, worms, Trojan horses, pinging, flooding, mailbombing, or denial of service attacks. Also, activities that disrupt the use of or interfere with the ability of others to effectively use the network or any connected network, system, service, or equipment.

Facilitating a Violation of this AUP -- Advertising, transmitting, or otherwise making available any software, program, product, or service that is designed to violate this AUP, which includes the facilitation of the means to spam, initiation of pinging, flooding, mailbombing, denial of service attacks, and piracy of software.

Export Control Violations -- Exporting encryption software over the Internet or otherwise, to points outside the United States.

Usenet Groups -- Verio reserves the right not to accept postings from newsgroups where we have actual knowledge that the content of the newsgroup violates the AUP.

Other Illegal Activities -- Engaging in activities that are determined to be illegal, including advertising, transmitting, or otherwise making available ponzi schemes, pyramid schemes, fraudulently charging credit cards, and pirating software.

Other Activities -- Engaging in activities, whether lawful or unlawful, that Verio determines to be harmful to its subscribers, operations, reputation, goodwill, or customer relations.

As we have pointed out, the responsibility for avoiding the harmful activities just described rests primarily with the subscriber. Verio will not, as an ordinary practice, monitor the communications of its subscribers to ensure that they comply with Verio policy or applicable law. When Verio becomes aware of harmful activities, however, it may take any action to stop the harmful activity, including but not limited to, removing information, shutting down a web site, implementing screening software designed to block offending transmissions, denying access to the Internet, or take any other action it deems appropriate.

Verio also is aware that many of its subscribers are, themselves, providers of Internet services, and that information reaching Verio's facilities from those subscribers may have originated from a customer of the subscriber or from another third-party. Verio does not require its subscribers who offer Internet services to monitor or censor transmissions or web sites created by customers of its subscribers. Verio has the right to directly take action against a customer of a subscriber. Also, Verio may take action against the Verio subscriber because of activities of a customer of the subscriber, even though the action may effect other customers of the subscriber. Similarly, Verio anticipates that subscribers who offer Internet services will cooperate with Verio in any corrective or preventive action that Verio deems necessary. Failure to cooperate with such corrective or preventive measures is a violation of Verio policy.

Verio also is concerned with the privacy of on-line communications and web sites. In general, the Internet is neither more nor less secure than other means of communication, including mail, facsimile, and voice telephone service, all of which can be intercepted and otherwise compromised. As a matter of prudence, however, Verio urges its subscribers to assume that all of their on-line communications are insecure. Verio cannot take any responsibility for the security of information transmitted over Verio's facilities.

Verio will not intentionally monitor private electronic mail messages sent or received by its subscribers unless required to do so by law, governmental authority, or when public safety is at stake. Verio may, however, monitor its service electronically to determine that its facilities are operating satisfactorily. Also, Verio may disclose information, including but not limited to, information concerning a subscriber, a transmission made using our network, or a web site, in order to comply with a court order, subpoena, summons, discovery request, warrant, statute, regulation, or governmental request. Verio assumes no obligation to inform the subscriber that subscriber information has been provided and in some cases may be prohibited by law from giving such notice. Finally, Verio may disclose subscriber information or information transmitted over its network where necessary to protect Verio and others from harm, or where such disclosure is necessary to the proper operation of the system.

Verio expects that its subscribers who provide Internet services to others will comply fully with all applicable laws concerning the privacy of on-line communications. A subscriber's failure to comply with those laws will violate Verio policy. Finally, Verio wishes to emphasize that in signing the service agreement, subscribers indemnify Verio for any violation of the service agreement, law, or Verio policy, that results in loss to Verio or the bringing of any claim against Verio by any third-party. This means that if Verio is sued because of a subscriber's or customer of a subscriber's activity, the subscriber will pay any damages awarded against Verio, plus costs and reasonable attorneys' fees.

We hope this AUP is helpful in clarifying the obligations of Internet users, including Verio and its subscribers, as responsible members of the Internet. Any complaints about a subscriber's violation of this AUP should be sent to abuse@verio.net.

This Service Agreement ("Agreement") applies to the purchase from Hutchison Technology, a NTT/VERIO partner (collectively, "HUTCHISON TECHNOLOGY") of all services (collectively, the "Services") set forth on Customer's Service Order Form or Domain Name Registration Form as applicable, incorporated by reference and attached  hereto, if any, except that if Customer is also ordering Web site production or colocation services, Customer is also required to sign the agreements specific to those services.

HUTCHISON TECHNOLOGY reserves the right to modify its network and facilities used to provide the Services for purposes including but not limited to accommodating evolving technology and increased network demand, and providing enhanced services. HUTCHISON TECHNOLOGY shall use reasonable efforts to notify Customer of any planned changes to HUTCHISON TECHNOLOGY's network or facilities that may adversely affect the Services provided hereunder.

TERM

This Agreement shall be for the term specified on Customer's Service Order Form or Domain Name Registration Form, as applicable (the "Initial Term"). This Agreement will be automatically renewed, at the end of the Initial Term, on a month-to-month basis unless either party provides sixty (60) days written notice to the other of termination of this Agreement prior to the end of the then current term. The Initial Term and all subsequent extensions thereof are collectively referred to herein as the "Term" of this Agreement. Customers may terminate this Agreement prior to the end of the Initial Term or any extension thereof in accordance with the Cancellation section herein.

BILLING AND PAYMENT

Fees: During the term of this Agreement, Customer shall pay the fees in advance for the period of Services that are set forth on the Service Order Form and/or the Domain Name Registration Form as applicable. In addition to such fees, HUTCHISON TECHNOLOGY may charge taxes, fees or assessments by governmental agencies and HUTCHISON TECHNOLOGY shall have the right, at any time, to pass through and invoice to Customer any new or increased taxes, fees, assessments or other charges imposed on or required to be collected by HUTCHISON TECHNOLOGY by any governmental agency. Customer shall also be responsible for paying all taxes, fees or assessments and other charges imposed on Customer by any governmental agency that may result from this Agreement, or any of the activities contemplated hereunder.

Terms of Payment: Invoices are due and payable upon receipt. All payments shall be made in U.S. currency.

Service Continuation after Initial Term: The fees set forth in the Service Order Form or Domain Name Registration Form are guaranteed during the Initial Term of this Agreement. If Customer continues to receive the Services after the Initial Term without entering into a new agreement or agreement extension, the fees charged after the Initial Term shall be at the then standard HUTCHISON TECHNOLOGY rates for such services, without discount, determined month to month.

Service Charge: Customer will pay a late payment charge equal to 1.5% (or the highest amount permitted by law, whichever Is lower) per month or portion thereof on the outstanding balance of any invoice remaining unpaid thirty (30) days after the date upon which payment is due.

Suspension Or Interruption Of Service For Non-Payment: In the event Customer's account becomes past due for more than thirty (30) days, or if HUTCHISON TECHNOLOGY has a reasonably held belief that Customer may be unable to pay its debts as they become due (i.e., is financially insecure), HUTCHISON TECHNOLOGY may, in its sole discretion, suspend, interrupt or disconnect the Services upon ten (10) days written notice to Customer. In the event of such suspension, interruption or disconnection, Customer may be required to post a deposit or such other security, as HUTCHISON TECHNOLOGY reasonably deems necessary in order to resume receiving the Services. In addition, if HUTCHISON TECHNOLOGY reasonably determines that Customer may be financially insecure, HUTCHISON TECHNOLOGY may require such other action of Customer as HUTCHISON TECHNOLOGY reasonably determines is necessary under the circumstances, including letters of credit, security deposit(s), restrictions on available credit or other action as HUTCHISON TECHNOLOGY may require from time to time regardless of Customer's then-current payment status on its account or its payment history on such account. Failure to satisfy HUTCHISON TECHNOLOGY's request for such action within timelines reasonably set by HUTCHISON TECHNOLOGY may result in immediate termination of service without further notice. Customer may not withhold or set off any payment for any reason without HUTCHISON TECHNOLOGY's prior written consent. HUTCHISON TECHNOLOGY shall have no liability for any loss or damage resulting from its suspension or termination of Services under this Agreement.

ACCEPTABLE USES

Customer shall at all times adhere to the HUTCHISON TECHNOLOGY Acceptable Use Policy, as amended from time to time by HUTCHISON TECHNOLOGY effective upon posting of the revised policy on the HUTCHISON TECHNOLOGY website, currently located at http://www.HutchisonTech.com. Notwithstanding anything to the contrary contained herein, HUTCHISON TECHNOLOGY may immediately take corrective action, including disconnection or discontinuance of any and all Services, or terminate this Agreement in the event of notice of possible violation by Customer of the HUTCHISON TECHNOLOGY Acceptable Use Policy. In the event HUTCHISON TECHNOLOGY takes corrective action due to a violation of the HUTCHISON TECHNOLOGY Acceptable Use Policy, HUTCHISON TECHNOLOGY shall not refund to Customer any fees paid in advance of such corrective action.

CANCELLATION POLICY

Customer may terminate this Agreement by giving HUTCHISON TECHNOLOGY at least sixty (60) days prior written notice. However, Customer remains obligated to pay all amounts remaining in the Initial Term and any extension thereof, and if HUTCHISON TECHNOLOGY has purchased equipment on behalf of Customer, at Customer's request or pursuant to Customer's order, including but not limited to circuit and router, Customer shall assume responsibility for payments for such equipment, until paid in full. Dial-up, Shared Hosting, and Dedicated Server customers may terminate this Agreement as it relates to those services by giving HUTCHISON TECHNOLOGY at least thirty (30) days prior written notice, and are not obligated to pay equipment costs, and except for SiteMerlin Shared Hosting customers, are not obligated to pay amounts remaining in the Initial Term.

In order to terminate early, Customer's primary contact person on the account should notify HUTCHISON TECHNOLOGY of such request to do so. In the case of credit card orders, all termination requests should be signed by Customer's primary contact person on the account who must provide the last four digits of the credit card on file with HUTCHISON TECHNOLOGY. However, HUTCHISON TECHNOLOGY shall not be liable for unauthorized termination of an account.

IP ADDRESS OWNERSHIP

HUTCHISON TECHNOLOGY shall maintain and control ownership of all IP numbers and addresses that may be assigned to Customer by HUTCHISON TECHNOLOGY and HUTCHISON TECHNOLOGY reserves, in its sole discretion, the right to change or remove any and all such IP numbers and addresses. HUTCHISON TECHNOLOGY is required by ARIN (American Registry for Internet Numbers) to document on a whois server which entity is using the IP space. If Customer is assigned a static IP address, Customer consents to HUTCHISON TECHNOLOGY's inclusion of customer's name, company name if a business, postal address, e-mail address, IP address, and telephone number in the whois server.

CACHING

Customer expressly (i) grants to HUTCHISON TECHNOLOGY a license to cache the entirety of Customer's Web Site, including content supplied by third parties, hosted by HUTCHISON TECHNOLOGY under this Agreement and (ii) agrees that such caching is not an infringement of any of Customer intellectual property rights or any third party's intellectual property rights.

BANDWIDTH USAGE

Customer agrees that its bandwidth usage shall not exceed the number of megabytes per month for the Services ordered by Customer (as set forth on Customer's Service Order Form, when applicable. HUTCHISON TECHNOLOGY reserves the right to monitor Customer's bandwidth usage and if it exceeds the allowed number of megabytes per month, HUTCHISON TECHNOLOGY, in its sole discretion, may assess additional standard charges, put into place and exercise technical solutions which prevent such excessive use and or disconnect or discontinue any and all Services to Customer upon ten (10) days advance notice to Customer. In the event that HUTCHISON TECHNOLOGY elects to disconnect or discontinue any and all Services, Customer shall not be entitled to a refund of any fees paid in advance of such disconnection or discontinuance.

EQUIPMENT

Customer acknowledges that any hardware, software, and other equipment utilized by HUTCHISON TECHNOLOGY to provide the Services or supplied by HUTCHISON TECHNOLOGY to Customer for purposes of Customer receiving the Services (collectively, the "Equipment") is and remains the property of HUTCHISON TECHNOLOGY or its licensors, subject to purchase rights, if any, specifically granted to Customer under this Agreement. HUTCHISON TECHNOLOGY's sole liability for any malfunction or defect in the Equipment shall be the Service Level Agreements, if any, referenced in this Agreement or attached hereto and Customer's sole and exclusive remedy for such malfunction or defect shall be the remedies set forth in such Service Level Agreements. In the event that Customer exercises a purchase option for the Equipment, Customer acknowledges that any rights or remedies. Customer may have regarding the performance or compliance of such purchased Equipment are limited to warranties, if any, extended by the manufacturer of such Equipment, to the extent that such warranties are ssignable by HUTCHISON TECHNOLOGY to Customer. Customer further acknowledges that HUTCHISON TECHNOLOGY will have no responsibility for any other equipment utilized by Customer to receive the Services whether supplied by Customer or any Third Party ("Customer Provided Equipment"). Customer is responsible for risk of loss or damage to any Equipment supplied by HUTCHISON TECHNOLOGY to Customer to enable Customer to receive the Services and shall ensure that, during the term of this Agreement, such Equipment is insured for full replacement value with a reputable insurance company licensed to do business in the state in which the Equipment is located. Customer shall operate the Equipment supplied by HUTCHISON TECHNOLOGY in accordance with HUTCHISON TECHNOLOGY and manufacturer's guidelines. Customer is entitled to use any Equipment supplied by HUTCHISON TECHNOLOGY only in connection with Customer permitted use of the Service(s). Customer shall not resell, transfer, export or re-export any Equipment, or any technical data derived therefrom, in violation of any applicable United States or foreign law and is responsible for loss of or damage to such Equipment.

HUTCHISON TECHNOLOGY reserves the right to substitute, change or modify the Equipment or any software utilized to provide the Services at any time. HUTCHISON TECHNOLOGY shall not be responsible for any changes in Service(s) that cause Customer Provided Equipment to become obsolete, require modification or alteration, or otherwise affect the performance of the Service(s). However, if practicable (without an obligation to expend funds or incur additional
costs), HUTCHISON TECHNOLOGY will assist Customer in resolving any such Equipment problems over which HUTCHISON TECHNOLOGY may have control.

HUTCHISON TECHNOLOGY may interrupt the Services at any time, without liability to Customer, to perform scheduled or emergency maintenance.

HUTCHISON TECHNOLOGY may, in its sole discretion, take corrective action, including assessment of additional charges, disconnection or discontinuance of any and all Services, or termination of this Agreement, in the event Customer engages in or commits any of the following acts:

 Alter, modify or improperly use, including violations of HUTCHISON TECHNOLOGY's Acceptable Use Policy, any portion of the Equipment or software utilized to provide the Services

 · Perform or attempt to perform maintenance services on the Equipment unless specifically requested by HUTCHISON TECHNOLOGY to do so

 · Attach devices or other equipment not approved by HUTCHISON TECHNOLOGY [or the
original manufacturer of the Equipment] to the Equipment

 · Alter or modify Customer's IP address space on any interface on the Equipment without prior communication to HUTCHISON TECHNOLOGY

In the event that HUTCHISON TECHNOLOGY elects to take any corrective action, Customer
shall not be entitled to a refund of any fees paid in advance prior to such corrective action. HUTCHISON TECHNOLOGY shall not have any liability to Customer in the event Customer engages in or commits any of the foregoing acts nor shall HUTCHISON TECHNOLOGY be liable to Customer for any corrective action taken.

DISCLAIMER OF WARRANTY

 Customer acknowledges and agrees that HUTCHISON TECHNOLOGY exercises no control over, and accepts no responsibility for, the content of the information passing through HUTCHISON TECHNOLOGY's host computers, network hubs and points of presence (the
"HUTCHISON TECHNOLOGY Network") or the Internet. NOTWITHSTANDING ANY OTHER ORAL OR WRITTEN COMMUNICATIONS BETWEEN HUTCHISON TECHNOLOGY AND CUSTOMER ABOUT OR IN CONNECTION WITH THE
SERVICES, TO THE EXTENT PERMITTED BY APPLICABLE LAW, NEITHER HUTCHISON TECHNOLOGY, ITS EMPLOYEES, AFFILIATES, AGENTS, SUPPLIERS, SUB-CONTRACTORS, THIRD-PARTY INFORMATION PROVIDERS, MERCHANTS, LICENSORS NOR THE LIKE MAKE ANY WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT FOR THE SERVICES OR ANY EQUIPMENT HUTCHISON TECHNOLOGY PROVIDES. SUBJECT TO ANY SERVICE LEVEL AGREEMENTS SPECIFICALLY REFERENCED HEREIN, THE SERVICES AND EQUIPMENT PROVIDED UNDER OR ASSOCIATED WITH THIS AGREEMENT ARE PROVIDED ON AN "AS IS" BASIS. NEITHER HUTCHISON TECHNOLOGY, ITS EMPLOYEES, AFFILIATES, AGENTS, SUPPLIERS, SUB-CONTRACTORS, THIRD-PARTY INFORMATION
PROVIDERS, MERCHANTS, LICENSORS OR THE LIKE, WARRANT THAT THE SERVICES WILL NOT BE INTERRUPTED OR ERROR FREE; NOR DO ANY OF THEM MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES OR AS TO THE ACCURACY, RELIABILITY OR CONTENT OF ANY INFORMATION SERVICES OR MERCHANDISE CONTAINED IN OR PROVIDED THROUGH THE SERVICES. HUTCHISON TECHNOLOGY IS NOT LIABLE FOR THE CONTENT OR LOSS OF ANY DATA TRANSFERRED EITHER TO OR FROM
CUSTOMER OR STORED BY CUSTOMER OR ANY OF CUSTOMER'S CLIENTELE VIA THE SERVICE(S) PROVIDED BY HUTCHISON TECHNOLOGY.

INDEMNIFICATION

Customer will indemnify, save harmless, and defend HUTCHISON TECHNOLOGY and all directors, officers, employees, sub-contractors and agents of HUTCHISON TECHNOLOGY (collectively "indemnified parties") from and against any and all claims, damages, losses, liabilities, suits, actions, demands, proceedings (whether legal or administrative) and expenses (including but not limited to reasonable attorneys' fees) arising out of or relating to the use of the Services by Customer, including any violation of the HUTCHISON TECHNOLOGY Acceptable Use Policy. Such claims shall include, but shall not be limited to, claims based upon trademark, service mark, trade name, copyright and patent infringement, trademark dilution, tortious interference with contract or prospective business relations, unfair competition, defamation or injury to reputation, or other injuries or damage to business.

LIMITATION OF LIABILITY

 IN NO EVENT SHALL HUTCHISON TECHNOLOGY, ITS EMPLOYEES, AFFILIATES, AGENTS, SUPPLIERS, SUB-CONTRACTORS, THIRD-PARTY INFORMATION PROVIDERS, MERCHANTS, OR LICENSORS (THE "HUTCHISON TECHNOLOGY GROUP") BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, OR LOSS OF PROFITS, REVENUE, DATA OR USE, SUFFERED BY CUSTOMER OR ANY THIRD PARTY, WHETHER IN AN ACTION IN CONTRACT, TORT OR STRICT LIABILITY OR OTHER LEGAL THEORY, EVEN IF HUTCHISON TECHNOLOGY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. In no event will the HUTCHISON TECHNOLOGY Group's liability for any damages, losses and causes of actions whether in contract or tort (including negligence or otherwise) exceed the actual amount paid by Customer for the Service which gave rise to such damages, losses and causes of actions during the 12-month period prior to the date the damage
or loss occurred or the cause of action arose. Some jurisdictions do not allow the exclusion or limitation of warranties or incidental or consequential damages, or the limitation of liability with respect to death or personal injury due to negligence, so that the above limitations or
exclusions may not apply to Customer. In such jurisdictions, HUTCHISON TECHNOLOGY's
liability (and the liability of its affiliates, agents, content providers and service providers) shall be limited to the greatest extent permitted by applicable law.

FORCE MAJEURE

HUTCHISON TECHNOLOGY shall not be liable for failure or delay in performing its
obligations hereunder if such failure or delay is due to circumstances beyond its reasonable control, including, without limitation, acts of any governmental body, war, insurrection, sabotage, embargo, fire, flood, strike or other labor disturbance, breakdown or damage to machinery,
equipment or software, malfunctioning of software, corruption of data, interruption of or delay in transportation, unavailability of or interruption or delay in telecommunications or third party services, failure of third party software or inability to obtain raw materials, supplies, or power used in or equipment needed for provision of the Services. In the event of such a Force Majeure, the party shall give the other party prompt written notice within ten (10) days of the Force Majeure. If any such event continues for a continuous period of thirty (30) days, Customer may terminate this Agreement.

INTELLECTUAL PROPERTY

Customer represents and warrants that Customer's use of the Services shall not infringe the intellectual property or other proprietary rights of HUTCHISON TECHNOLOGY or any third party. Customer further acknowledges that all right, title and interest in any and all technology, including the software, that is part of or provided with the Services and any trademarks or service marks of HUTCHISON TECHNOLOGY or third parties utilized in connection with the Services (collectively, "HUTCHISON TECHNOLOGY Intellectual Property") are vested in HUTCHISON TECHNOLOGY and/or in HUTCHISON TECHNOLOGY's licensors. Unless otherwise specifically provided in this Agreement, Customer shall have no right, title, claims or interest in or to the HUTCHISON TECHNOLOGY Intellectual Property. Customer may not copy, modify or translate the HUTCHISON TECHNOLOGY Intellectual Property or related documentation, or decompile, disassemble or reverse engineer the HUTCHISON TECHNOLOGY Intellectual Property, to use it other than in connection with the Services, or grant any other person or
entity the right to do so. Unless otherwise specifically provided in this Agreement, Customer is not authorized to distribute or to authorize others to distribute the HUTCHISON TECHNOLOGY Intellectual Property in any manner without the prior written consent of HUTCHISON TECHNOLOGY; provided, however, that nothing in this sentence would preclude Customer from using the HUTCHISON TECHNOLOGY Intellectual Property as incorporated in the Services. This paragraph shall not operate to extinguish, restrict, vary, waive or affect in any manner whatsoever any right, title or interest which Customer may now have or hereafter acquires
in, or in relation to, the third-party software that is part of or provided with the Services solely to the extent such third-party licensors publicly provide such rights, title or interest in the third-party software to Customer.

CONFIDENTIAL INFORMATION

Each party acknowledges that, in the course of the performance of this Agreement, it may have access to customer information and communications, including proprietary information claimed to be unique, secret, or confidential, and which constitutes the exclusive property and trade secrets of the other party or third parties ("Confidential Information"). Except as provided in HUTCHISON TECHNOLOGY's Acceptable Use Policy (AUP), each party agrees to maintain the confidentiality of the Confidential Information and to use the Confidential Information only to the extent necessary for legitimate business uses in connection with this Agreement. Upon request of either party or on termination or expiration of this Agreement, each party shall return the Confidential Information of the other party then in its possession. Nothing in this Agreement shall prohibit or limit either party's use of information which (a) is now, or hereafter becomes, publicly known or available through lawful means; (b) is rightfully in receiving party's possession, as evidenced by receiving party's records; (c) is disclosed to the receiving party without confidential or proprietary restriction by a third party who rightfully possesses and rightfully discloses the information; (d) is independently developed by the receiving party without any breach of this Agreement; (e) is the subject of a written permission to disclose provided by the disclosing party; or (f) is required to be disclosed by law, court order or request by any government or regulatory authority. Customer further agrees and acknowledges that HUTCHISON TECHNOLOGY may disclose Customer account information in accordance with HUTCHISON TECHNOLOGY's AUP and Privacy Policy, located at http://www.Hutchison Technology.com, as amended from time to time by HUTCHISON TECHNOLOGY effective upon posting of the revised policy at the URL.

CUSTOMER DATA.

Customer is solely responsible for all its content residing on HUTCHISON TECHNOLOGY
servers, and except as otherwise agreed with HUTCHISON TECHNOLOGY, for the backup and
restoration of such content.

SELECTED SERVICES
 WEB HOSTING

Web hosting consists of the server space and software services provided to the Customer including but not limited to the HTTP service, FTP service and POP service per the Service Order.

Set-Up and Updating. HUTCHISON TECHNOLOGY will initially configure the server for use. After the Virtual Private Server is configured, the Customer will be solely responsible for all Web Site content management.

Maintenance Services. HUTCHISON TECHNOLOGY will perform maintenance services as HUTCHISON TECHNOLOGY determines reasonably necessary to maintain the continuous operation of the Server. Customer understands that such maintenance may require server downtime. HUTCHISON TECHNOLOGY will attempt to provide prior notice of the maintenance downtime, except when circumstances beyond HUTCHISON TECHNOLOGY's control limit HUTCHISON TECHNOLOGY's ability to do so.

Excessive CPU Usage. Customer acknowledges that Customer's use of excessive amounts of CPU processing may be detrimental to the functioning of the Server for Customer and other Server customers. Customer agrees that if HUTCHISON TECHNOLOGY, in its sole reasonable discretion, determines that Customer is using excessive amounts of CPU processing on any of HUTCHISON TECHNOLOGY's servers, HUTCHISON TECHNOLOGY may take corrective action which HUTCHISON TECHNOLOGY, in its sole reasonable discretion, determines appropriate, including assessment of additional standard charges, institution of technical solutions which prevent such excessive use, disconnection or discontinuance of any and all Services, or termination of this Agreement. In the event that HUTCHISON TECHNOLOGY elects to take any corrective action, Customer shall not be entitled to a refund of any fees paid in advance prior to such corrective action.

Web Site. Customer will be solely responsible for the development, operation and maintenance of Customer's Web site and products and all contents and materials appearing online or on Customer's products, including without limitation (a) the accuracy and appropriateness of
content and materials appearing within the Web site or related to Customer's products, (b) ensuring that the content and materials appearing within the Web site or related to Customer's products do not violate or infringe upon the rights of any third party, and (c) ensuring that the
content and materials appearing within the Web site or related to Customer's products are not libelous or otherwise illegal. Customer will be solely responsible for the final calculation and application of any and all applicable shipping costs and sales taxes. Customer will also be solely
responsible for accepting, processing, and filling any customer orders, and for handling any customer inquiries or complaints arising therefrom.

Customer is subject to applicable data protection, intellectual property, and consumer protection laws, and is responsible for the security of any customer credit card numbers and related customer information Customer may access as a result of conducting electronic commerce transactions through the Software. Customer will keep all such information confidential and will use the same degree of care and security as Customer use with Customer's confidential information.

Data Backup. Hutchison Technology will provide three levels of backup--the first two on
disk, and the third on tape; however, Customer acknowledges that this backup service is not intended as a comprehensive backup service and that Customer is solely responsible for all its content residing on HUTCHISON TECHNOLOGY servers and for backup thereof. Hutchison Technology shall not be liable for data loss.

MISCELLANEOUS
GOVERNING LAW. The validity, interpretation, enforceability, and performance of this Agreement shall be governed by and construed in accordance with the laws of the State of Indiana.

ENFORCEMENT OF AGREEMENT

In the event it is necessary for HUTCHISON TECHNOLOGY to enforce its rights under this
agreement, Customer agrees to pay all fees incurred by HUTCHISON TECHNOLOGY (including, but not limited to, attorney's fees and collection agency fees)

AMENDMENT OR WAIVER

Except as otherwise provided herein, this Agreement may not be amended except upon the written consent of Customer and an officer of HUTCHISON TECHNOLOGY. No failure to exercise and no delay in exercising any right, remedy, or power hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right, remedy, or power hereunder preclude any other or further exercise thereof or the exercise of any other right, remedy, or power provided herein or by law or in equity. The waiver by any party of the time for performance of any act or condition hereunder shall not constitute a waiver of the act or condition itself.

ASSIGNMENT AND SEVERABILITY

This Agreement shall be binding upon and inure to the benefit of Customer, HUTCHISON TECHNOLOGY and HUTCHISON TECHNOLOGY's respective successors, and assigns. Customer may not assign this Agreement without the prior written consent of HUTCHISON TECHNOLOGY, which consent will not be unreasonably withheld or delayed. If any provision of
this Agreement shall be held by a court of competent jurisdiction to be invalid, unenforceable, or void, the remainder of this Agreement shall remain in full force and effect.

NOTICES

All notices to Customer hereunder shall be given at the Billing Address provided on the Service Order Form, Domain Name Registration Order Form. All notices to HUTCHISON TECHNOLOGY hereunder shall be given to:

HUTCHISON TECHNOLOGY
P.O. Box 157
Shelbyville, Indiana 46176
(866) 604-2362
Facsimile: 317.392.2952

Any notice hereunder shall be in writing and shall be given by registered, certified or Express mail, or reliable overnight courier addressed to HUTCHISON TECHNOLOGY at the address above and to Customer at the address provided in the Service Order Form; or by facsimile to HUTCHISON TECHNOLOGY via the above facsimile number and to Customer via the facsimile number provided in the Service Order Form; or by e-mail to the Customer at the e-mail address provided on the Service Order Form. Notice shall be deemed to be given upon the earlier of actual
receipt or three (3) days after it has been sent, properly addressed and with postage prepaid.

ENTIRE AGREEMENT

This Agreement, and any other document or agreements specifically identified in this Agreement, supercedes all previous representations, understandings or agreements.

SURVIVAL

The rights and obligations of the parties in this Agreement that would by their nature or context be intended to survive the expiration or termination of this Agreement shall so survive.

ACCEPTANCE OF SERVICES

ACCEPTANCE OF THIS AGREEMENT BY HUTCHISON TECHNOLOGY MAY BE SUBJECT, IN HUTCHISON TECHNOLOGY'S ABSOLUTE DISCRETION, TO SATISFACTORY COMPLETION OF A CREDIT CHECK AND CONTINUED CREDIT WORTHINESS OF CUSTOMER. ACTIVATION OF SERVICE SHALL INDICATE HUTCHISON TECHNOLOGY'S ACCEPTANCE OF THIS AGREEMENT. USE OF THE HUTCHISON TECHNOLOGY NETWORK CONSTITUTES ACCEPTANCE OF THIS AGREEMENT. CUSTOMER REPRESENTS AND WARRANTS THAT CUSTOMER HAS FULL AUTHORITY AND RIGHT TO ENTER INTO THIS AGREEMENT.
CUSTOMER FURTHER REPRESENTS AND WARRANTS THAT CUSTOMER IS AT LEAST 18 YEARS OF AGE, AND THAT CUSTOMER IS NOT LOCATED IN A COUNTRY SUBJECT TO U.S. EMBARGOES, OR LISTED ON THE U.S. TREASURY DEPARTMENT'S LIST OF SPECIALLY DESIGNATED NATIONALS, OR LISTED ON U.S. COMMERCE DEPARTMENT'S DENIED PERSONS LIST OR ENTITIES LIST.