TERMS OF SERVICE

Website Terms of Use

The following are terms of a legal agreement between you and Silicon Connections LLC, ("SC"). By accessing, browsing and/or using this web site, you acknowledge that you have read, understood, and agree, to be bound by these terms and to comply with all applicable laws and regulations, including export and re-export control laws and regulations. If you do not agree to these terms, do not use this web site.

This Web site may contain other proprietary notices and copyright information, the terms of which must be observed and followed. Information on this Web site may contain technical inaccuracies or typographical errors. Information may be changed or updated without notice. SC may also make improvements and/or changes in the products, services and programs described in this information at any time without notice.

SC assumes no responsibility regarding the accuracy of the information that is provided by SC and use of such information is at the recipient's own risk. SC provides no assurances that any reported problems may be resolved with the use of any information that SC provides. By furnishing information, SC does not grant any licenses to any copyrights, patents or any other intellectual property rights.

SC does not want to receive confidential or proprietary information from you through our Web site. Please note that any information or material sent to SC will be deemed NOT to be confidential. By sending SC any information or material, you grant SC an unrestricted, irrevocable license to use, reproduce, display, perform, modify, transmit and distribute those materials or information, and you also agree that SC is free to use any ideas, concepts, know-how or techniques that you send us for any purpose. However, we will not release your name or otherwise publicize the fact that you submitted materials or other information to us unless: (a) we obtain your permission to use your name; or (b) we first notify you that the materials or other information you submit to a particular part of this site will be published or otherwise used with your name on it; or (c) we are required to do so by law.

SC's obligations with respect to its products and services are governed solely by the agreements under which they are provided. If you obtain a product or service from SC off this web site that is provided without an agreement, that product or service is provided "AS-IS" with no warranties whatsoever, express or implied, and your use of that product or service is at your own risk.

SC makes no representations whatsoever about any other Web site which you may access through this one. When you access a non-SC Web site, even one that may contain the SC-logo, please understand that it is independent from SC, and that SC has no control over the content on that Web site. In addition, a link to a non-SC Web site does not mean that SC endorses or accepts any responsibility for the content, or the use, of such Web site. It is up to you to take precautions to ensure that whatever you select for your use is free of such items as viruses, worms, trojan horses and other items of a destructive nature.

IN NO EVENT WILL SC BE LIABLE TO ANY PARTY FOR ANY DIRECT, INDIRECT, SPECIAL OR OTHER CONSEQUENTIAL DAMAGES FOR ANY USE OF THIS WEB SITE, OR ON ANY OTHER HYPER LINKED WEB SITE, INCLUDING, WITHOUT LIMITATION, ANY LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR OTHER DATA ON YOUR INFORMATION HANDLING SYSTEM OR OTHERWISE, EVEN IF WE ARE EXPRESSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

ALL INFORMATION IS PROVIDED BY SC ON AN "AS IS" BASIS ONLY. SC PROVIDES NO REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY AND NONINFRINGEMENT.

SC may at any time revise these terms by updating this posting. By using this web site, you agree to be bound by any such revisions and should therefore periodically visit this page to determine the then current terms to which you are bound.

General Terms and Conditions of Service

This Agreement is between SILICON CONNECTIONS LLC, a California Limited Liability Company, (hereinafter referred to as "SC"), 1600 School Street Suite 103, Moraga CA 94556, and subscribers to SC's Internet connectivity accounts, (hereinafter referred to as "Client"). This agreement is the sole agreement between SC and Client, and supersedes any other oral or written representations, understandings or agreements. SC reserves the right, upon reasonable notice to modify these terms and conditions. By using an SC account, Client agrees to these terms and conditions. If you do not agree to these terms and conditions, please notify SC in writting and SC will cancel your account. SC will give you a refund of the monthly service charge, but the service connection charge is nonrefundable.

1. INTERNET USAGE

1.1 An SC login account entities the Client to login on only one modem or TCP/IP session at a time. Multiple logins are not allowed. Client agrees to only open a session for interactive use. When the user is finished with a session, they must disconnect the connection. Using any program with the intent to keep a session active while not being used for interactive use is not permitted. Clients are responsible for security of their passwords, and are expected to maintain user identification and password information in confidence and not allow nonsubscribers to use their account. SC Clients should change passwords regularly, and maintain proper records. SC is not responsible for password security, but will change passwords if lost for a service charge.

1.2 SC expects its clients to use the Internet properly, in a manner consistent with good manners and good citizenship. SC will assist clients in that regard. However, SC reserves the right to cancel the account of clients who intentionally and or repeatedly disregard the following guidelines.

A. Do not send mass­unsolicited electronic mail. Mass­unsolicited electronic mail is defined as any electronic mail sent to a group of electronic mail addresses, where the recipients have not specifically requested information or a response.

B. Do not post commercial advertisements to USENET newsgroups unless the newsgroup specifically states in its FAQ (Frequently Asked Questions) that advertisements are permissible.

C. Do not use an SC account for any unlawful purpose, including but not limited to: Online gambling, transmission, posting or downloading of child pornography, intentional spreading of computer viruses, unlawful entry into public or private computer systems including SC's own network infrastructure, or any other violation of Federal or State law.

D. Do not engage in any activity that unreasonably burdens SC's system resources. SC may cancel any account immediately and without notice if such account restricts or prohibits other SC clients from accessing their accounts.

2. PAYMENT AND BILLING

2.1 Accounts are charged monthly. SC will accept payment by credit card or check. Client agrees to pay $25.00 for each check returned by the bank. If payment is made by credit card, SC will automatically bill your credit card account the amount due each month, in which case you will not receive an invoice. If you pay by check, an invoice will be mailed to you every three months for the following three months of service, and payment is due 15 days after the invoice date for the full three months of service. Business accounts paying by check may be invoiced monthly, depending on the type of services subscribed.

2.2 Dialup access accounts include a 10 day free trial period. If the account is cancelled within the 10 day trial period, a refund will be given for the amount of the initial startup and first month fee. After the 10 day trail period, no pro-rated refunds will be given for pre-paid services. If an account is closed on or after the billing cycle date, the account will remain open until the period of service that has been pre-paid has expired.

2.3 Delinquent accounts will be canceled without notice. All information on canceled accounts and all files (including electronic mail, World Wide Web pages and home directory files) stored in that account's directories will be deleted. SC assumes no responsibility or liability therefore.

2.4 Hard disk usage charges will be billed monthly to each account which uses more than the allotted disk space. Personal accounts receive 10MB of disk space. Business accounts receive 40MB. $0.50 per megabyte in excess of the allotted disk space will be charged monthly. Disk space usage includes any and all files owned by an SC login name, including electronic mail files.

2.5 Web site transfer fees will be billed monthly to each account that uses more than the allotted web site transfer volume in megabytes (millions of bytes). Personal accounts receive 100Mb of data transfer included in the monthly service fee. Personal accounts transferring more than 100Mb per month are required to change their account to a business account.

Business accounts included transfer amounts and prices for additional transfer charges vary based on the business account selected. Prices are listed on SC’s website at http://www.silcon.com and are incorporated into this agreement by this reference.

2.6 In the event that a billing dispute occurs concerning any charges billed to you by SC, you must submit a documented claim, in writing, for the disputed amount. You must pay any outstanding balance, minus the disputed amount, prior to the due date of the invoice. You must submit all documentation as may be reasonably be required to support the claim. All claims must be submitted to SC within ninety (90) days of receipt of the billing for those services. If you do not submit a claim as stated above, you waive all rights to file a claim thereafter.

3. LIABILITY AND INDEMNITY

3.1 SC intends to provide high quality, user friendly, reliable connectivity to the Internet, utilizing high quality equipment and services. Client understands that SC has no control over the information available on or exchanged over the Internet and accessed through SC. SC disclaims any warranty of merchantability or fitness for a particular purpose, and disclaims any warranty or guarantee of the authenticity, accuracy, timeliness, or completeness of any information received from or transmitted through the Internet. Client's sole and exclusive remedy for any default by SC, and SC's exclusive liability to Client shall be an appropriate adjustment in the monthly fee for the month in which a failure of service occurs. Interruptions and outages due to power failures, failures in equipment, telephone lines, and other such causes beyond the reasonable control of SC shall not entitle Clients to adjustment in monthly charges unless the interruption is solely attributable to SC and lasts more than 24 hours. Client agrees that in no event will SC be liable for any direct, indirect, consequential, special or punitive damages or losses incurred by Client in connection with Client's use of SC accounts, the SC system or any of the data or other materials transmitted through or residing on SC's system, even if SC has been advised of the possibility of such damage or loss.

3.2 Client agrees to defend and indemnify and hold SC harmless, to the greatest extent allowed by law, from and against any and all losses, claims, proceedings, damages, injuries, liabilities, losses, costs and expenses (including reasonable attorneys fees) relating to any act, omission, fault or negligence of Client in the use of the SC account, including but not limited to any breach of these terms and conditions, and including materials or information transmitted or received by Client in connection with the SC account or system leading wholly or partially to claims against SC by other users or third parties.

4. PRIVACY

SC provides private electronic mail services to all SC accounts. SC endeavors to protect the privacy of Clients' electronic mail, but does not warrant or guarantee the privacy of that mail. SC strongly recommends that wherever possible, users employ their own security procedures to protect the privacy of their personal or sensitive messages.

5. COMPLIANCE WITH LAWS, SUITABILITY OF INTERNET MATERIALS

5.1 Clients agree to use their SC account in compliance with all applicable laws, and not to violate any trademark, copyright, or other intellectual property rights of others. Clients may up-load, down-load, transmit and redistribute public domain materials. Client is solely responsible for determining if materials are within the public domain. Clients will not upload, down-load or distribute copyright, trademark, patent or other protected material through an SC account without prior consent of the owner of such material.

5.2 There is a wide variety of information accessible on the Internet. Some information contains profanity and/or sexually explicit language and/or images that are not suitable for viewing by minors. Client certifies that he/she is over the age of 18, and assumes full responsibility for the use of the SC account by anyone under the age of 18, and Client agrees to enforce compliance with these terms and conditions by all such users.

5.3 These terms and conditions shall be interpreted and enforced in accordance with the laws of the State of California. If either party should initiate legal action to recover damages on account of a breach of these terms and conditions, including actions for collection of unpaid service charges, the prevailing party shall be entitled to attorneys fees and costs incurred in bringing such action. Client agrees that any action brought hereunder may be filed in Contra Costa County, California.

ADSL Service Agreement

1. Term of Contract. This Agreement has an initial term of one year (the "initial term"), beginning on the date service is successfully installed (as determined by SC), and will continue on a month-to-month basis thereafter. After the initial term, either party may terminate this Agreement upon thirty (30) days written notice. The obligations of Paragraphs 5, 6, and 12 shall survive termination of this Agreement.

1.1 Early Termination. After circuit installation, Customer may terminate this agreement at any time with 30 days written notice to SC. Customer will be immediately responsible for paying a $300.00 early termination fee and all applicable service fees up to the date of service disconnection. Prior to circuit installation, customer may terminate this agreement with written notice to SC and will be immediately responsible for paying a $75.00 cancellation fee.

2. Description of Service. SC’s ADSL Internet service (“Service”) consists of one point to point private virtual circuit between a Customer's premises and SC's DSL supplier's serving wire center that utilizes Digital Subscriber Line ("DSL") technology. A DSL circuit provides upstream and downstream maximum throughput rates, dependant on the service speed ordered, that range from 128 Kbps to 6.0 Mbps. ADSL service may have a lower network priority than ProDSL data packets. The maximum throughput rate also depends on such factors as the distance of the Customer's premise from the serving wire center and the quality of the copper telephone line serving the premise. Obtainable Internet access speeds will vary based on Internet usage levels; SC provides Internet access services over the DSL circuit without guarantee of performance, throughput or availability.

2.1 General Terms and Conditions. In addition to this Agreement, Customer agrees to abide by SC's general Terms and Conditions of Service, available at the Internet URL http://www.silcon.com/terms.html, as amended from time to time.

2.2 Restrictions of Use / Non-Resale. This service is for use by the end user Customer only and may be installed only at residential locations. Customer may not resell or provide access services received through the DSL circuit to any other party without prior written consent of SC. If SC determines that the installation address is not a residence, SC reserves the right to bill Customer the full installation and monthly fees of the comparable ProDSL business product. The residential location restriction will not apply to services designated as "SOHO" ("Small Office Home Office") services.

3. Payment Terms. The rates and charges set forth in the attached Exhibit A will apply during the term of this Agreement. In addition, SC shall bill any applicable Federal, state, and local mandated surcharges, fees, user's fees, universal service contributions and taxes to Customer. SC shall invoice Customer by the first day of the month, for each month of service at Customer’s address set forth below. Customer shall pay all charges within 15 calendar days of the date that SC's monthly invoices are mailed. Past due invoices shall bear interest at 1.5% per month until paid. Service is subject to termination or interruption without notice if invoices remain unpaid after 45 days. SC shall endeavor but shall not be required to provide advance warning of termination or suspension for nonpayment. Unless otherwise specified in writing by SC all payments shall be made to SC at 1600 School Street, Suite 107, Moraga, CA 94556.

4. Limited Warranty. SC warrants to Customer, subject to the limitations set forth below, that the services provided hereunder shall be provided in substantial accordance with the terms of this Agreement during the term of this Agreement.

A. Customer understands and acknowledges that the actual transmission speeds delivered by SC may vary from the transmission speeds otherwise expected by Customer based on such factors as the length and gauge of the line serving the Client, and other operational characteristics of the facilities and equipment used by SC and SC's suppliers. SC and Customer shall undertake commercially reasonable efforts to work with each other to meet Customer's needs for SC's services.

B. SC shall use commercially reasonable efforts to provide installation, repair and maintenance functions agreed to be provided hereunder. In the event that Customer experiences a substantial reduction in transmission speed or significant interruption of service, SC will undertake, at no charge to Customer, commercially reasonable efforts to restore Client's service. SC shall not be responsible for service issues concerning a Customer's computer hardware, network or software.

C. Customer understands and acknowledges that the Service does not provide 911 or other emergency and ancillary services conventionally available from telephone companies.

D. Customer acknowledges and understands that the lack of facilities or other operational impediments may preclude or delay SC's actual installation, repair and maintenance service.

E. SC will make reasonable efforts to provide 5 business-day notification to Customer on Scheduled Network Maintenance. SC may interrupt its provision of service for maintenance and other operational reasons, without any compensation or notice to Customer other than a commercially reasonable refund from SC. SC also reserves the sole and exclusive right to terminate its service in any area or cease operations with 60 days notice to Customer.

F. This limited warranty shall not apply if: (1) the Customer's equipment has been subjected to unusual physical or electrical stress, misuse, neglect, accident or abuse, or damaged by any other external causes; (2) SC’s service or equipment has been improperly installed by someone other than SC or SC's subcontractors or affiliates; or (3) the service is used in violation of applicable law or in violation of instructions furnished by SC.

G. Warranty: All SC-installed or repaired premise wiring is warranted to be free from defects for a period of 30 days from the date of work completion. SC may outsource inside wire installations.

H. Warranty: If the Customer purchases premises equipment directly from SC, the equipment will carry a manufacturer's warranty of one year beginning on the billing start date for the SC service. In the event that the equipment is determined to be faulty within this warranty period, SC will facilitate receipt of the replacement equipment to the Customer on an expedited basis.

THE FOREGOING LIMITED WARRANTIES SHALL BE IN LIEU OF AND EXCLUDE ALL OTHER EXPRESS OR IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE OR PURPOSE.

5. Limitation of Liability. In no case shall SC's liability exceed the amount of fees due to SC in the last Customer invoice for services associated with any circuit or circuits that give rise to the liability. Except as otherwise provided for in this Agreement, neither party shall have any liability to the other party for any direct, indirect, special, incidental, or consequential damages of any kind, regardless of whether such damages are foreseeable by either or both parties. Except as specifically provided in this Agreement, this agreement does not provide and shall not be construed to third parties, including any Customer, with any remedy claim, cause of action or privilege.

6. Customer’s Responsibilities; Indemnity. Customer understands and agrees that SC does not control or operate the Internet. Customer assumes all risk and responsibility for its use of the Service, including Internet access, and shall be fully responsible for compliance with all applicable laws relating thereto. Customer agrees to fully indemnify and defend SC, its officers, directors, employees and agents to the greatest extent allowed by law, from and against any liability of any type or kind arising out of or resulting from Customer’s use of the Service provided hereunder, including but not limited to its use of the Internet. Should SC learn of any unauthorized or illegal use of the Internet or the Services provided hereunder by Customer, SC reserves the right to immediate termination of this Agreement and the Service provided hereunder. SC will endeavor to provide notice and opportunity to Customer to cure any alleged violation, but SC shall have the right to terminate the Service immediately in the exercise of SC’s best judgment.

7. Acceptance of Service. Customer understands that SC is providing service hereunder from its supplier. SC’s supplier considers an installation successful if the maximum throughput rate is equal to or greater than 80% of ordered service. Customer has a 3-business day acceptance period to cancel or change the installed service. If the Customer does not cancel or change the service within such time, Customer shall be deemed to accept the installation as successful.

8. Billing Start Dates. Billings will start on the date that the service is successfully installed (the "billing start date"), unless the service is rejected within the 3-day Acceptance period as defined herein. Payments are due on the first of each month without prior notice or invoice.

9. Force Majeure. SC shall not be responsible for any failure to perform any obligation or provide service hereunder because of any Act of God, strikes, work stoppage, equipment or facilities shortages, failure of supply or equipment, governmental acts or directives, war, riot or civil commotion, or any other force beyond SC's reasonable control. Customer's remedies are limited as set forth herein.

10. Entire Agreement, Amendments, Severability. This Agreement, which includes all Attachments and Schedules referenced herein, constitutes the entire Agreement between the parties concerning the subject matter hereof and supersedes any prior agreements, representations, statements, negotiations, understandings, proposals or undertakings, oral or written, with respect to the subject matter expressly set forth herein. Any amendment or supplement to this Agreement shall be in writing. If any provision of this Agreement shall be held to be illegal, invalid or unenforceable, each party agrees that such provision shall be enforced to the maximum extent permissible so as to effect the intent of the parties, and the validity, legality and enforceability of the remaining provisions of this Agreement shall not in any way be affected or impaired thereby. If necessary to affect the intent of the parties, the parties shall negotiate in good faith to amend this Agreement to replace the unenforceable language with enforceable language that reflects such intent as closely as possible.

11. Dispute Resolution and Choice of Law. The parties shall attempt to resolve any disputes between them prior to resorting to litigation. Customer's remedies are limited as set forth herein. Any dispute arising between the parties shall be brought in Contra Costa County, California, and shall be governed by California law. In any action arising out of the non-payment of amounts due hereunder, the non-prevailing party shall pay the prevailing party its attorney’s fees and costs of collection.

12. Assignment. Customer may not assign or transfer the rights or obligations under this Agreement to any third person (including transfers incident to an acquisition or change in control of Customer) without the prior written consent of SC.

Exhibit A – ADSL

Installation and Other Fees

Service Order Charges

One-time Charge

Inside wiring from RJ45 Wall Jack to NID (optional)

$99.00

Field Technician Dispatch (during normal business hours) First hour/Minimum Charge. For each additional 15 minutes: $25.00.

$199.00

Field Technician Dispatch (other hours: after hours, weekends, holidays) First hour/Minimum Charge. For each additional 15 minutes: $30.00.

$199.00

Other Service Charges

One-time Charge

Upgrade/downgrade of ADSL Service (involves a dispatch of FT)

$199.00

Upgrade/downgrade of HomeDSL Service (no dispatch of FT)

$0.00

Missed Appointment (i.e., customer no-show) Charge

$199.00