Premium Support Agreement

THE USE OF EVERYONE.NET'S SUPPORT SERVICES ("SUPPORT SERVICES") IS SUBJECT TO THE TERMS AND CONDITIONS OF THIS SUPPORT AGREEMENT, AS AMENDED FROM TIME TO TIME UPON NOTICE FROM EVERYONE.NET, THE END-USER SERVICES AGREEMENT, THE CLIENT SERVICES AGREEMENT, ALL EXHIBITS THERETO AND ALL RELATED AMENDMENTS. PROCEEDING WITH THE USE OF THE SERVICES, OR THE CONTINUED USE OF THE SERVICES AFTER RECEIVING NOTICE OF ANY CHANGES, CONSTITUTES YOUR ASSENT TO AND ACCEPTANCE OF THE SUPPORT AGREEMENT. IF YOU DO NOT AGREE WITH ALL THE TERMS, PLEASE RETURN TO THE HOME PAGE NOW.

EVERYONE.NET® INCORPORATED
SUPPORT SERVICES AGREEMENT

This Premium Support Agreement ("Agreement") is an agreement between you, an individual or an individual acting on behalf of your employer, the corporation, partnership, or other legal entity that will be using the Everyone.net support services ("Support User") and Everyone.net Incorporated, a California corporation located at 2635 N. First St., Suite 128, San Jose, CA 95134-2041 ("Company"). The use of Everyone.net's support services (the "Support Services") is subject to the terms and conditions of this Agreement and the terms and conditions of the End-User Services Agreement, the Client Services Agreement, all Exhibits thereto and all related amendments.

1. Fees and Payment.

Support User shall pay the fees for the Support Services as provided in this Agreement and the End-User Services Agreement, the Client Services Agreement, all Exhibits thereto and all related amendments. All fees are due immediately and prior to Company's provision of Support Services. All fees are non-refundable unless termination is requested within fourteen (14) days of signup. Company reserves the right to change rates by notifying Support User by email, to the email address provided in Support User's Control Center account with Company, thirty (30) days prior to the effective date of the change. Support User shall make all payments in U.S. currency with a credit card which will be billed in advance for any and all monthly fees, or through any other payment methods authorized by Company.

Unless a written cancellation notice is received, the Company will use the current account billing profile to renew the Support Service at the end of the Monthly, 6-month, and Yearly service. Cancellation notices must be received at emailcancellation@everyone.net.

Company reserves the right to suspend or terminate Support Service if credit card charges are denied. Such suspension or termination shall not relieve User of the obligation to pay the fees due. Support User agrees to pay to Company Company's reasonable expenses, including attorneys' fees and collection agency fees, incurred in enforcing Company's rights under this Agreement.

2. Usage.

a. Gold and Personal Support Services. Each Support User using the Gold and/or Personal Support Services is entitled to a maximum of two Support User Requests per day. A "Support User Request" is a telephone call or an email message during business hours, provided that a Support User using the Gold Support Services only receives support via telephone for the first fourteen (14) days after signing up for the Support Services.

b. Platinum and Business Support Services. Each Support User using the Platinum Support Services is entitled to a maximum of two Support User Requests per day. Those Support Users who are Company's Clients (as defined in the Client Services Agreement) also are entitled to one End-User Request per day per end-user who has registered for a Company service through that Client ("Registered End-User"). An "End-User Request" is an email message during business hours. Support Users using the Platinum Support Services may have up to two thousand five hundred (2,500) Registered End-Users, and if a Support User exceeds two thousand five hundred (2,500) Registered End-Users during the term of the Support Services, that Support User will be charged a prorated amount based on the number of Registered End-Users for the duration of the term of the Support Services. Company provides alternate pricing to Support Users with more than two thousand five hundred (2,500) Registered End-Users using the Platinum Support Services.

c. Exceeding the Support Services usage limits may result in the termination of Support User's Support Services.

d. Per-Incident Support Services. Per Incident Support is available during normal business hours of 9am to 5pm Pacific Standard Time, Monday through Friday, excluding California state holidays. Each Per-Incident Support User is entitled to telephone or email help to get technical support to address one (1) issue, or "incident". An incident is defined as a specific, discrete issue that can be answered by isolating its origin to a single cause. Each telephone call is limited to a maximum of twenty (20) minutes. If the issue remains unsolved at the close of the call or email, Everyone.net will continue to work to resolve the incident for a maximum of five (5) business days. Subject to Section 3.d. below, Company will use commercially reasonable efforts to respond to Per-Incident Support User Requests that have been submitted during the above-identified hours via telephone or email within twenty (20) minutes from receipt. Company will not respond via telephone to Per-Incident Requests originating from countries outside the United States and Canada.

3. Service Levels.

a. Support Services are available during normal business hours of 9am to 5pm Pacific Standard Time, Monday through Friday, excluding California state holidays.

b. Support User Requests by Telephone. Subject to Section 3.d. below, Company will use commercially reasonable efforts to respond to Support User Requests that have been submitted during the above-identified hours via telephone within two (2) business hours from receipt (e.g., telephone Requests received on Thursday at 10am being returned on or before 12pm Thursday); however, Requests received after 3pm Pacific Standard Time may not be returned on or before 10am the following business day. Company will not respond to telephone calls or Requests originating from countries outside the United States and Canada.

c. Support User Requests by Email. Subject to Section 3.d. below, Company will use commercially reasonable efforts to respond to Support User Requests that have been submitted via email within twenty-four (24) business hours from receipt (e.g., email Requests received on Friday during business hours being returned on or before 5pm Pacific Standard Time the following Monday, and email Requests received on Saturday or Sunday being returned on or before 5pm Pacific Standard Time the following Tuesday).

d. Non-"Mail Plus Total Protection" End-User Requests. Company will use commercially reasonable efforts to respond to End-User Requests submitted via email (excluding Requests originating from End-Users who are Members of Company's Mail Plus Total Protection service, who are subject to Section 3.c. above) within forty-eight (48) business hours (e.g., Requests received on Friday during business hours being returned on or before 5pm Pacific Standard Time the following Tuesday and Requests received on Saturday or Sunday being returned on or before 5pm Pacific Standard Time the following Wednesday).

e. Scope of Support Services. Company shall be obligated to provide Support Services solely for the Company Services that Support User has signed up for in Support User's Control Center account. In no event shall Company be obligated to provide Support Services for any software, hardware, or such not under the control of Company, or for any problems outside the reasonable control of Company.

4. Term; Termination.

a. This Agreement shall commence by the next business day upon payment approval, and shall continue on a month-to-month basis in full force and effect unless and until terminated as provided below.

b. Company reserves the right to terminate this Agreement for any breach of the provisions hereof as determined by Company in its sole discretion. Company shall have no obligation to refund any of Support User's fees due to early termination of the Support Services.

c. Support User may terminate the Support Services at any time upon thirty (30) days' advance notice by sending an email to Company at emailcancellation@everyone.net, with such notice and termination date effective upon the close of the following calendar month. Company shall have no obligation to refund any of Support User's fees for those calendar months. Support Users who terminate the Support Services within fourteen (14) days of signup will be provided with a full refund.

d. Termination or expiration of this Agreement shall not terminate the Client Services Agreement or the End-User Services Agreement.

5. Survival. Sections 6 through and including 13, and, except as otherwise expressly provided herein, any right of action for breach of this Agreement prior to termination, shall survive any termination of this Agreement.

6. Warranty Disclaimer. COMPANY AND ITS THIRD PARTY SUPPLIERS MAKE NO WARRANTIES TO YOU OR ANY PERSON OR ENTITY WITH RESPECT TO ANY INFORMATION, CONTENT, OR OTHER MATERIALS OR SERVICES PROVIDED OR MADE AVAILABLE BY THEM HEREUNDER, AND DISCLAIM ALL IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. FURTHERMORE, COMPANY AND ITS THIRD PARTY SUPPLIERS DO NOT GUARANTEE THE ACCURACY, ADEQUACY, OR COMPLETENESS OF ANY DATA INFORMATION OR DATA SUPPLIED, AND SHALL NOT BE LIABLE FOR ANY ERRORS, OMISSIONS, INTERRUPTIONS, LOSS OF DATA, OR DELAYS THEREIN OR FOR THE RESULTS OBTAINED FROM THE USE OF SUCH DATA OR INFORMATION OR FOR ANY DAMAGES WHATSOEVER ARISING IN CONNECTION WITH USE OF THE DATA OR INFORMATION BY SUPPORT USER OR ITS USERS.

7. Compliance with Applicable Law. Support User represents and warrants that Support User's use of the Support Services shall comply with any and all applicable laws, rules, and regulations of any governmental body, agency, or other competent authority.

8. Indemnification.

a. Support User shall defend (or settle, if expressly authorized by Company) at its expense any claim or suit against Company, its affiliates or their officers, directors, employees, contractors, agents, or other representatives arising out of or relating to the use of the Support Services.

b. Support User shall indemnify and hold harmless Company against and from damages, costs, and attorneys' fees, if any, incurred in defending and/or resolving any claim or demand made by any third party due to or arising out of Support User's use of the Support Services.

9. Waiver of Damages; Limited Liability.

a. NOTWITHSTANDING ANYTHING ELSE IN THIS AGREEMENT OR OTHERWISE, IN NO EVENT SHALL COMPANY BE LIABLE OR OBLIGATED UNDER THIS AGREEMENT OR UNDER CONTRACT, NEGLIGENCE, STRICT LIABILITY, OR OTHER LEGAL OR EQUITABLE THEORY FOR ANY DAMAGES WHATSOEVER, INCLUDING DIRECT, INDIRECT, INCIDENTAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES OR LOST PROFITS OR COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBLITY OF SUCH DAMAGES.

b. IN NO EVENT SHALL COMPANY BE LIABLE FOR ANY AND ALL MATTERS RELATING TO THIS AGREEMENT FOR ANY AGGREGATE AMOUNT IN EXCESS OF $500.

10. Relationship of Parties. The parties hereto expressly understand and agree that each party is an independent contractor in the performance of each and every part of this Agreement, and is solely responsible for all of its employees and agents and its labor costs and expenses arising in connection therewith. Neither party nor its agents or employees are the representatives of the other party for any purpose, and neither party has the power or authority as agent, employee, or any other capacity to represent, act for, bind, or otherwise create or assume any obligation on behalf of the other party for any purpose whatsoever. The parties agree that the use of the term "Client" to refer to the customer is not intended to have any legal significance and is merely used as a matter of convenience.

11. Notices. Notices under this Agreement shall be sufficient only if: (i) personally delivered; (ii) delivered by a major commercial rapid delivery courier service; (iii) mailed, postage or charges prepaid, by certified or registered mail, return receipt requested; (iv) successfully mailed electronically; or (v) successfully faxed or emailed to a party at its fax or email address last provided to the other party. If not received sooner, notice by mail shall be deemed received five (5) business days after deposit in the U.S. mails.

12. Amendment. Company may modify this Agreement at any time, and such modifications shall be effective immediately upon posting or other notification to Support User. Support User's continued access or use of the Services shall be deemed its conclusive acceptance of the modified Agreement.

13. Miscellaneous.

a. Prohibition Against Assignment. Neither this Agreement nor any rights, licenses, or obligations hereunder, may be assigned by Support User, in whole or in part, without the prior written consent of Company. Any attempted assignment in violation of this section will be void and without effect. Subject to the foregoing, this Agreement will benefit and bind the parties' successors and assigns.

b. Applicable Law; Attorneys' Fees. This Agreement shall be governed by and construed in accordance with the laws of the State of California without reference to conflict of law principles thereof. In any action to enforce this Agreement, the prevailing party will be entitled to costs and attorneys' fees. The sole jurisdiction and venue for any legal actions arising under this Agreement shall be in either the U.S. District Court for the Northern District of California or the Superior Court of California for San Francisco County.

c. Entire Agreement. This Agreement, together with all Exhibits, constitute the entire agreement between the parties with respect to the subject matter hereof, and supersede all prior discussions, documents, agreements and prior course of dealing.

d. Waiver. The failure of either party to enforce its rights under this Agreement at any time for any period shall not be construed as a waiver of such rights.

e. Severability. In the event that any of the provisions of this Agreement shall be held by a court or other tribunal of competent jurisdiction to be unenforceable, such provision(s) shall be limited or eliminated to the minimum extent necessary so that the provision and this Agreement shall otherwise remain in full force and effect and enforceable.

f. Force Majeure. Company shall not be liable, nor in breach of this Agreement, by reason of any failure or delay in the performance of its obligations hereunder on account of strikes, shortages, fires, earthquakes, power shortages, acts of God, or any other cause which is beyond the reasonable control of the parties.

h. Third Party Beneficiaries. Company's third party licensors and information providers are intended beneficiaries of this Agreement.

i. Headings. Headings and captions are for convenience only and are not to be used in the interpretation of this Agreement.

THE PERSON ACCEPTING THIS AGREEMENT REPRESENTS AND WARRANTS THAT HE OR SHE IS AUTHORIZED TO ENTER INTO THIS AGREEMENT ON BEHALF OF SUPPORT USER.