This Agreement by and between TheWorks Internet, a Limited Liability Company, duly authorized and existing under the laws of the State of California with its main office at 757 "L" Street, Fresno, California 93721 (TheWorks); and the Customer (as indicated in this agreement) for the provision by TheWorks or its subcontractors and affiliates, of certain computer and network services, for the use by the Customer.

This service is to cover network and computer system access by the Customer only and does not extend to any other person, corporation or entity, regardless of their relationship with the Customer. This account is considered personal and private, and under no circumstances is the account login name or password to be shared by the account holder with outside parties. Third party traffic, including UseNet News postings and electronic mail, sent via the Customer's account is expressly forbidden. No more than one dial-up connection can be used at any time for each separate account held by the Customer. Accounts which have been transferred to other parties or show other activity in violation of this paragraph, are subject to immediate cancellation.

Use of this account to violate the security of any computer network, crack passwords or security encryption codes, transfer or store illegal material including that deemed threatening or obscene, or engage in any kind of illegal activity is expressly prohibited. The Customer will abide by all the rules, regulations and policies of those networks and computer systems accessed via this account whether operated by TheWorks or not. The Customer agrees to indemnify and hold TheWorks harmless from any claims resulting from the Customer's use of the service which damages either the Customer or another party or parties.

The account holder is responsible for any and all fixed and accumulative charges for this account. The account setup fee, which is non-refundable, and your first month service fee will be charged to your account immediately. Each month, on the date of this agreement, your account will be charged the monthly access fee for the new month plus any accumulated hourly charges for the past month. Unused free hours do not accrue from one month to the next. If you are paying for your account by check, TheWorks may require a $100.00 deposit for those accounts that have hourly charges. TheWorks shall in NO CASE BE RESPONSIBLE FOR TELEPHONE LINE CHARGES ACCUMULATED BY THE CUSTOMER. IT IS THE RESPONSIBILITY OF THE CUSTOMER TO ENSURE THE NUMBER THEY ARE DIALING IS A LOCAL, TOLL FREE CALL, OR EXPECT TO PAY CHARGES FOR LONG DISTANCE.

The Customer agrees to pay all billed amounts according to credit card issuer agreement until the Customer cancels the account or discontinues credit card billing, via written letter to the address above, or faxed to TheWorks at (559) 650-0469. Payments by check not made within 14 days of the billing date are to be considered delinquent and may be subject to reasonable collection and legal fees as well as interest accrued at 1.5% per month, or the state legal limit, whichever is lower. Returned checks are subject to a change of $25.00. All account holders will be given 60 days notice prior to any change in policy or price. For additional billing policy, please see “Billing Policy for TheWorks Internet, LLC” available on our website http://www.theworks.com under the Policy section.

Any change the Customer requests to their account, including without limitation protocol, username, configuration, or passwords, is subject to a minimum fee of $15.00. The actual fee will be quoted by TheWorks at the time of the request.

The Customer agrees that TheWorks has the right to suspend activity of an account for any reason, including without limitation the investigation of policy or agreement violations, inappropriate use, use of excessive system or network resources, or nonpayment of service fees.

Accounts may be canceled at any time by either TheWorks or the Customer, on or before the first day of the month of the current billing cycle, with written notice sent by the Customer to the address of TheWorks listed in this agreement or by email to billing@theworks.com, or by TheWorks, without notice. It shall be the responsibility of the Customer to keep TheWorks informed as to a valid mailing address to which this notice can be sent. The Customer agrees that TheWorks has the right to delete all data, files, or other information that is stored in the Customer's account if either the Customer or TheWorks cancels the account, for any reason. All refunds are prorated on a monthly basis.

It is the Customer's responsibility to provide all hardware, peripherals, and software necessary to support the particular account and configuration selected. TheWorks assumes basic technical competence on the part of the account holder, as well as the ability to independently obtain and configure the necessary software and hardware. TheWorks will provide free phone support for most technical issues relating to the setup of the Customer's account and for technical issues that may arise over the lifetime of the account; however, TheWorks has the right to determine the extent to which it will work with any Customer. The Customer will endeavor to use e-mail technical support whenever possible by contacting support@theworks.com.

LIMITED WARRANTY. TheWorks warrants that, if a Customer is dissatisfied with the service, TheWorks will, upon notification from the Customer to TheWorks, refund any pre-paid amount and bill the accumulated hourly charges up to that date. Other than the foregoing, no warranty is made by TheWorks regarding any information, services or products provided through, in connection with, or located on the computer systems of TheWorks or other services provided by TheWorks, and TheWorks hereby expressly disclaims any and all warranties, including without limitation: 1) any warranties as to the availability, accuracyus behavior, negligence, or under any other cause of action, shall be strictly limited to the amount paid by or on behalf of the Customer to TheWorks for the current month.

The terms and conditions of this agreement supersede any previous agreement, statement of terms and conditions, or understanding between TheWorks and the Customer. The Customer agrees that TheWorks has the right to change or modify its acceptable use policy at any time.

By the use of a TheWorks account the Customer accepts the terms and conditions set forth in this agreement.

Rev 20020204, CCC