This User Agreement ("Agreement") is an agreement between E.B.O.Z., Inc. dba LinkBuddies.com ("LinkBuddies"), a California corporation, and the party set forth in the related order registration form incorporated herein by reference (together with any subsequent order registration forms submitted by User, the "Order Form"), and applies to the purchase or registration of all services (collectively, the "Services") ordered by User on the Order Registration Form. Such party is referred to in this Agreement as "User" or "you". PLEASE READ THIS AGREEMENT CAREFULLY. BY CLICKING ON THE "I AGREE - JOIN NOW" BUTTON ON THE ORDER REGISTRATION FORM, YOU ARE AGREEING TO BE BOUND BY THE TERMS OF THIS AGREEMENT AND ALL TERMS AND CONDITIONS INCORPORATED BY REFERENCE IN THIS AGREEMENT, INCLUDING LINKBUDDIES' USAGE POLICY. YOUR USE OF THE SERVICES CONSTITUTES ACCEPTANCE OF THIS AGREEMENT. LinkBuddies reserves the right to reject this Agreement for any reason or no reason, prior to acceptance thereof by LinkBuddies. Activation of the Services shall indicate LinkBuddies' acceptance of this Agreement. Subject to the terms and conditions of this Agreement, LinkBuddies will provide to User the Services selected by User set forth on the Order Form.

1.Usage Policy.
Under this Agreement, User shall comply with LinkBuddies' then current "Terms of Use", as amended, modified or updated from time to time by LinkBuddies, which currently can be viewed at http://www.linkbuddies.com and which is incorporated in this Agreement by reference. User hereby acknowledges that it has reviewed the Terms of Use and that the terms of the Terms of Use are incorporated herein by reference. In the event of any inconsistencies between this Agreement and the Terms of Use, the terms of the Terms of Use shall govern. Notwithstanding anything to the contrary contained in this Agreement, LinkBuddies may immediately take corrective action, including disconnection or discontinuance of any and all Services, or termination of this Agreement in the event of notice of possible violation by User of the Terms of Use. In the event LinkBuddies takes corrective action due to a violation of the Terms of Use, LinkBuddies shall not refund to User any fees paid in advance of such corrective action. User hereby agrees that LinkBuddies shall have no liability to User or any of User's customers due to any corrective action that LinkBuddies may take (including, without limitation, disconnection of Services).

2. Amendment.
LinkBuddies may amend, modify or update this Agreement or the Terms of Use at any time in its sole discretion, and User shall be bound by any such amendment, modification or update. LinkBuddies may, but is under no obligation to, provide notice of any amendment, modification or update of this Agreement or the Terms of Use. Any modification is effective on the earlier of two days after posting on LinkBuddies' website or two days after the sending of a notice by LinkBuddies to User by e-mail or conventional mail. If any material modification to this Agreement or the Terms of Use is unacceptable to you, you may terminate your subscription as provided in Section 3. However, if you do not terminate the Agreement, or if you continue to use the Services following effectiveness of the modification, your continued use will mean that you have accepted that modification. LinkBuddies reserves the right to amend its service offerings and add, delete, suspend or modify the terms and conditions of the Services, at any time and from time to time, and to determine whether and when any such changes apply to both existing and future customers.

3. Term; Termination; Cancellation Policy.
The initial term of this Agreement shall be as set as one year (the "Initial Term"). The Initial Term shall begin upon commencement of the Services to User. After the Initial Term, this Agreement shall automatically renew for successive terms of equal length as the Initial Term, unless terminated or cancelled by either party as provided in this section. The Initial Term and all successive renewal periods shall be referred to, collectively, as the "Term". This Agreement may be terminated by either party without giving the other party prior notice.

4. Banner Exchange Service
You must be a registered User of LinkBuddies to use this service.

ACCEPTABLE SITES - LinkBuddies reserves the right to reject any advertisements from entities for any reason, including those products and/or advertisements deemed to be inappropriate in any way. This includes advertisements or links to pornography, violence, vulgar language, dating/personal ad sites, mp3 sites, gambling, racial/hate promotion, foreign language, and pay to surf the web etc.

HTML CODE - Participants agree to include the full, unmodified HTML code (provided by LinkBuddies) for displaying ads on their web site. The HTML Code may not be modified in any way.

IMMEDIATE DISPLAYING OF ADS - New participants can immediately start displaying ads at their site upon signing up. This initial time is a probation period, during which credits are accumulated, but your ad is not displayed elsewhere. After your site and ad are checked against our standards (usually within two business days) your status is changed to an active member and your ad is placed into the general rotation. Participants whose site and/or ad do not meet the LinkBuddies standards lose any unused ad displays they may have accumulated during the probation period.

SPAM/UCE POLICY - LinkBuddies has a zero-tolerance policy for unsolicited commercial email. This includes both newsgroup postings and bulk email. Members who violate this policy and send out SPAM having any reference to LinkBuddies within the message will immediately lose their account, without notice.

INACTIVE ACCOUNTS - At LinkBuddies discretion, members with no activity (not displaying LinkBuddies ads on their site) for three days are removed from the general rotation. As soon as they display a LinkBuddies ad, they are placed back into the general rotation and their ad begins displaying again. Members with no activity for a period of two months will automatically be deleted from the system. Any accumulated credits, as well as any referred accounts, are lost when an account is deleted.

INFLATED TRAFFIC COUNTS - Participants may not artificially inflate traffic counts to his/her site using a device, program, or other means. A Participant may not include LinkBuddies ads on any pages that automatically reload or go to another page without the interaction of the user.

5. Premium Services
You must be a registered User of LinkBuddies and specifically subscribe to use this paid service. This service is provided on an as-is basis and LinkBuddies accepts no responsibility for the accuracy of the data or information delivered to you from the Premium Services. LinkBuddies reserves the right to terminate any subscriber at any time, without notice. Since the Premium Services provide real-time data and information, LinkBuddies has a no-refund policy.

6. Property Rights.
LinkBuddies owns all right, title and interest in and to the Services and LinkBuddies' trade names, trademarks, service marks, inventions, copyrights, trade secrets, patents, know-how and other intellectual property rights relating to the design, function, marketing, promotion, sale and provision of the Services and the related hardware, software and systems ("Marks"). Noting in this Agreement constitutes a license to User to use or resell the Marks.

7. Disclaimer of Warranty.
User agrees to use all Services and any information obtained through or from LinkBuddies, at User's own risk. User acknowledges and agrees that LinkBuddies exercises no control over, and accepts no responsibility for, the content of the information passing through LinkBuddies' host computers, network hubs and points of presence or the Internet. THE SERVICES PROVIDED UNDER THIS AGREEMENT ARE PROVIDED ON AN AS IS, AS AVAILABLE BASIS. NONE OF LINKBUDDIES, ITS PARENT, SUBSIDIARY OR AFFILIATED CORPORATIONS, OR ANY OF THEIR RESPECTIVE EMPLOYEES, OFFICERS, DIRECTORS, SHAREHOLDERS, AFFILIATES, AGENTS, SUPPLIERS, THIRD-PARTY INFORMATION PROVIDERS, MERCHANTS, LICENSORS OR THE LIKE (EACH, AN "LINKBUDDIES PERSON") 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 LINKBUDDIES PROVIDES. NO LINKBUDDIES PERSON MAKES ANY WARRANTIES THAT THE SERVICES WILL NOT BE INTERRUPTED OR ERROR FREE; NOR DO ANY OF THEM MAKE ANY WARRANTIES 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. LINKBUDDIES IS NOT LIABLE, AND EXPRESSLY DISCLAIMS ANY LIABILITY, FOR THE CONTENT OF ANY DATA TRANSFERRED EITHER TO OR FROM CUSTOMER OR STORED BY CUSTOMER OR ANY OF CUSTOMER'S CUSTOMERS VIA THE SERVICES PROVIDED BY LINKBUDDIES. NO ORAL ADVICE OR WRITTEN INFORMATION GIVEN BY ANY LINKBUDDIES PERSON, WILL CREATE A WARRANTY; NOR MAY YOU RELY ON ANY SUCH INFORMATION OR ADVICE. The terms of this section shall survive any termination of this Agreement.

8. Indemnification.
User agrees to indemnify, defend and hold harmless LinkBuddies and its parent, subsidiary and affiliated companies, and each of their respective officers, directors, employees, shareholders and agents (each an "indemnifiedparty" and, 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 attorney's fees) threatened, asserted, or filed by a third party against any of the indemnified parties arising out of or relating to (i) User's use of the Services, (ii) any violation by User of the Usage Policy, (iii) any breach of any representation, warranty or covenant of User contained in this Agreement or (iv) any acts or omissions of User. The terms of this section shall survive any termination of this Agreement.

9. Limitation of Liability.
User agrees that no LinkBuddies Person, under any circumstances, shall be held responsible or liable for situations where the Services are accessed by third parties through illegal or illicit means, including situations where such data is accessed through the exploitation of security gaps, weaknesses or flaws (whether known or unknown to LinkBuddies at the time) which may exist in the Services or LinkBuddies' equipment used to provide the Services.
Under no circumstances, including negligence, shall any LinkBuddies Person be liable for any indirect, incidental, special, consequential or punitive damages, or loss of profits, revenue, data or use by User, any of its customers, any Reseller User or any other third party, whether in an action in contract or tort or strict liability or other legal theory, even if LinkBuddies has been advised of the possibility of such damages. No LinkBuddies Person shall be liable to User, any of its customers, any Reseller User or any other third party, for any loss or damages that result or are alleged to have resulted from the use of or inability to use the Services, or that results from mistakes, omissions, interruptions, deletion of files, loss of data, errors, viruses, defects, delays in operations, or transmission or any failure of performance, whether or not limited to acts of God, communications failure, theft, destruction or unauthorized access to LinkBuddies' records, programs, equipment or services.
Notwithstanding anything to the contrary in this Agreement, LinkBuddies' maximum liability under this Agreement for all damages, losses, costs and causes of actions from any and all claims (whether in contract, tort, including negligence, quasi-contract, statutory or otherwise) shall not exceed the actual dollar amount paid by User for the Services 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.
User understands, acknowledges and agrees that if LinkBuddies takes any corrective action under this Agreement because of an action of User or one if its customer or a Reseller User, that corrective action may adversely affect other customers of User or other Reseller Users, and User agrees that LinkBuddies shall have no liability to User, any of its customers or any Reseller User due to such corrective action by LinkBuddies.
This limitation of liability reflects an informed, voluntary allocation between the parties of the risks (known and unknown) that may exist in connection with this Agreement. The terms of this section shall survive any termination of this Agreement.

10. Force Majeure.
LinkBuddies shall not be liable for failure or delay in performing it 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, interruption of or delay in transportation, unavailability of, interruption or delay in telecommunications or third party services (including DNS propagation), failure of third party software or hardware or inability to obtain raw materials, supplies or power used in or equipment needed for provision of the Services.

11. Governing Law; Jurisdiction; Arbitration.
This Agreement shall be governed in all respects by California law without regard to the conflict of law provisions thereof. Both parties submit to personal jurisdiction in California. Any controversy or claim arising out of, relating to or in connection with this Agreement, or the breach thereof, shall be subject to arbitration administered by the American Arbitration Association ("AAA") in accordance with its then existing Commercial Arbitration Rules (collectively, the "AAA Rules") and judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The place of arbitration shall be Los Angeles, California, or any other place selected by mutual agreement of the parties. An award rendered in connection with an arbitration pursuant to this Section shall be final and binding upon the parties and the parties agree and consent that the arbitral award shall be conclusive proof of the validity of the determinations of the arbitrations set forth in the award, and any judgment upon such an award may be entered and enforced in any court of competent jurisdiction. The parties agree that the award of the arbitral tribunal will be the sole and exclusive remedy between them regarding any and all claims and counterclaims between them with respect to the subject matter of the arbitrated dispute. The parties hereby waive all in person and jurisdictional defenses in connection with any arbitration hereunder or the enforcement of an order or award rendered pursuant thereto. In any legal action, the prevailing party will be entitled to recover all legal expenses incurred in connection with the action, including but not limitedto its costs, both taxable and non-taxable, and reasonable attorney's fees. The terms of this section shall survive any termination of this Agreement.

12. Assignment.
User shall not have the right to assign this Agreement without the prior written consent of LinkBuddies. This Agreement shall be binding upon and inure to the benefit of User and LinkBuddies and their successors and permitted assigns.

13. Entire Agreement; Severability.
This Agreement, together with the Order Registration Form and any other documents or agreements specifically identified in this Agreement, represents the entire agreement between the parties, and supercedes all previous representations, understandings or agreements. 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.
User hereby represents that he, she or it is either, an individual entering this Agreement for his or her personal use and is over 18 years of age, or a corporation, limited partnership or other legal entity, duly organized, validly existing and in good standing under the laws of the state of its organization and the person acting on behalf of User is duly authorized to accept, execute and deliver this Agreement on behalf of User.
Revised March 2004