ZIPCON ONLINE INFORMATION SERVICE AGREEMENT TERMS Current as of September 1995 1. Zipcon Information Service (the "Service") consists of com- puting and information services and software, information and other content provided by Zipcon ("Zipcon"). In addition, third parties provide information, software, and other content (collec- tively, "Third Party Content") which may be accessed over the Service. These terms and any Operating Rules published over the Service constitute the entire and only agreement (collectively, the "Agreement") between Zipcon and member (including its desig- nated users) with respect to the Service and supersede all other communications and agreements with regard to the subject matter hereof. 2. Upon notice published over the Service, Zipcon may modify this agreement, the Operating Rules or prices, and may discon- tinue or revise any or all other aspects of the Service at its sole discretion and without prior notice. Unless otherwise agreed, member's right to use the Service or to designate users is not transferable and is subject to any limits established by Zipcon, or by member's credit card company if billing is through a credit card. 3. Member agrees to indemnify Zipcon against liability for any and all use of member's account. 4. Member is responsible for and must provide all telephone and other equipment and services necessary to access the Service. 5. Member shall pay, in accordance with the provisions of the Billing Option selected by member, any registration or monthly fees, connect time charges, minimum charges and other charges in- curred by member or its designated users at the rates in effect for the billing period in which those charges are incurred, in- cluding but not limited to charges for any purchases made through the Service and any surcharges incurred while using any supple- mental networks or services other than the Service. Member shall pay all applicable taxes relating to use of the Service by member or its designated users. Member shall be responsible for all use of the Service accessed through member's or its designated users' password(s). 6. MEMBER EXPRESSLY AGREES THAT USE OF THE SERVICE IS AT MEM- BER'S SOLE RISK. NEITHER OF THE PROVIDERS NOR ANY OF THEIR IN- FORMATION PROVIDERS, LICENSERS, EMPLOYEES, OR AGENTS WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR FREE; NOR DO THE PROVIDERS OR ANY OF THEIR INFORMATION PROVIDERS, LICENSERS, EM- PLOYEES OR AGENTS MAKE ANY WARRANTY AS TO THE RESULTS TO BE OB- TAINED FROM USE OF THE SERVICE. THE SERVICE IS DISTRIBUTED ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF TITLE OR IM- PLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OTHER THAN THOSE WARRANTIES WHICH ARE IMPLIED BY AND IN- CAPABLE OF EXCLUSION, RESTRICTION, OR MODIFICATION UNDER THE LAWS APPLICABLE TO THIS AGREEMENT. NEITHER OF THE PROVIDERS NOR ANYONE ELSE INVOLVED IN CREATING, PRODUCING OR DELIVERING THE SERVICE SHALL BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF USE OF THE SERVICE OR IN- ABILITY TO USE THE SERVICE OR OUT OF ANY BREACH OF ANY WARRANTY. MEMBER EXPRESSLY ACKNOWLEDGES THAT THE PROVISION OF THIS PARA- GRAPH SHALL ALSO APPLY TO THE THIRD PARTY CONTENT. 7. Except as expressly permitted in the Operating Rules, nei- ther member nor its designated users may reproduce, redistribute, retransmit, publish or otherwise transfer, or commercially ex- ploit, any information, software or other content which they re- ceive through the Service. 8. The provisions of paragraphs 6 and 7 are for the benefit of Zipcon and their respective Information Provider, Licensers, Em- ployees, and Agents; and each shall have the right to assert and enforce such provisions directly on their own behalf. 9. This agreement is, and shall be governed by and construed in accordance with the law of the State of Washington applicable to agreements, made and performed in Washington. Any cause of ac- tion of member or its designated users with respect to the Ser- vice must be instituted within one year after the claim or cause of action has arisen or be barred. 10. If Member's account is a qualified business account and ap- proved by Zipcon for corporate billing, charges for the services provided under this Agreement will be accumulated and identified by User ID and will normally be invoiced following the end of the monthly billing period in which the service is provided. Terms of payment on all charges are net, seven (7) days in the currency in which billed. If any payment due hereunder is not made by the member within thirty (30) days after the invoice date, late charges of one and one-half percent (1 1/2%) per month shall be due and payable with respect to such payment, and Zipcon may, in addition, at its sole discretion and without notice to the mem- ber, (a) suspend its performance under this agreement and the member's and its designated users' access to and use of the Ser- vice, or (b) terminate this agreement and member's and its desig- nated users' access to and the use of the Service. For accounts not approved by Zipcon for corporate billing, member must provide payment by credit card or check. 11. Notwithstanding any acknowledgment of a member purchase or- der by Zipcon, any provision or condition in any purchase order, voucher, or other memorandum of the member which is in any way inconsistent with, or adds to, the provisions of this agreement is null and void. Neither the course of conduct between parties nor trade practice shall act to modify the provisions of this Agreement. If any provision of this Agreement is determined to be invalid, all other provisions shall remain in full force and effect. The provisions of paragraphs 7, 9, and 12 and all obliga- tions of and restrictions on member and its designated users shall survive any termination of this Agreement. Zipcon 6910 Roosevelt Way NE Suite 122 Seattle, WA 98115 Voice: 206-524-0612 Data: 206-576-7500 ZIPCON ONLINE INFORMATION SERVICE AGREEMENT TERMS Current as of September 1995