High Speed Internet Service Agreement

READ CAREFULLY. THIS AGREEMENT IMPOSES OBLIGATIONS UPON YOU.

1. General. The High Speed Internet service provides you with access to the Internet (the "Service") and is provided as an option to our basic Internet access service.

If you are not already an Echo Online Internet Inc. Internet access service subscriber, you will have to become one, starting by agreeing to this Service Agreement. If, after we confirm your payment preferences, you decide to cancel your subscription to the High Speed Internet service before installation has been completed, pursuant to Section 5 of this Service Agreement you will be charged a cancellation fee to cover the costs that we incur in processing your order.

If you subscribe to the Service, you will receive a copy of our High Speed Internet Access Manager software. The High Speed Internet service also requires use of an Internet browser. If you subscribe to the High Speed Internet service, you will receive a copy of Netscape™ Communicator and Microsoft™ Internet Explorer software. As outlined in Section 11 of this Service Agreement, your use of any such software supplied to you in connection with Service will be subject to the terms and conditions of an associated software license agreement ("Software License Agreement"). A copy of the applicable software agreement will be presented during the installation process for the relevant software. Please take time to review the terms of the applicable software license agreement before installing or using the software.

If you subscribe to the Service, you will also receive along with the applicable software and associated Software License Agreement(s), confirmation copies of your subscription particulars, this Service Agreement and, if applicable, your Ethernet card.

This Service Agreement between Your Service Provider ("Your Service Provider") and you sets out duties and responsibilities associated with providing you with the Service through a designated account (the "Account"). By accessing the Service, you agree to the terms and conditions contained in this Service Agreement. If you do not wish to be bound by these terms and conditions, you may not access or use the Service.

2. Service Provider. For the purposes of this Agreement, Your Service Provider is determined by the company from which you are seeking Internet access. Your Service Provider will be Echo Online Internet Inc. Only Your Service Provider is responsible for providing the Service to you.

3. Use Subject to Service Provider's Policies. You are solely responsible for all access to the Service through your Account. You agree to comply with and use the Service in accordance with Your Service Provider's policies respecting the Service as provided from time to time, including this Service Agreement and the Acceptable Use Policies, as well any policies to which you are directed when registering for or using the Service, and with any applicable laws. You agree to hold Your Service Provider, its affiliates and its agents harmless from all liabilities and expenses related to any violation of this Service Agreement by you or any user of your Account, or in connection with your or their use of the Service. While using the Service, you may not post, transmit or otherwise distribute information constituting or encouraging conduct that would constitute a criminal offense or give rise to civil liability, or otherwise use the Service in a manner which is contrary to law or to Your Service Provider's policies or would serve to restrict or inhibit any other user from using or enjoying the Service or the Internet. Without limiting the foregoing, you agree not to use the Service or any equipment provided in connection with the Service, for operation of an Internet Service Provider's business nor for any other non-residential purpose. Any resale of bandwidth or any part of the High Speed Internet service provided by Your Service Provider is strictly prohibited.

4. Fees and Charges. The Service is provided in accordance with the monthly rates and installation fees, if any, identified to you upon placing your order for the Service. Rates and fees do not include applicable taxes or any long distance charges. Partial months will be charged at the full monthly rate. Your Service Provider will not prorate prices for a partial month of the Service. Separate and additional rates and fees may apply to the lease of the Service modem as specified by Your Service Provider. You agree to pay all such fees and charges, including applicable taxes, incurred in connection with the provision of and/or use of the Service in accordance with the rates and terms established by Your Service Provider for the Service or to which you are directed to review when using the Service. Your Service Provider reserves the right to alter its rates and terms upon reasonable notice, which may be provided to you in writing or to which you may be directed to review when using the Service.

Unless otherwise stated, any amount under this Service Agreement must be paid within 30 days after receipt of invoice. All invoices not paid when due will bear interest at the lesser of 18% per annum or the maximum amount permitted by law. You have the option to pay for the Service by credit card or by pre-authorized payment.

5. Refund/Cancellation Policies. Once your order has been placed for the Service and Your Service Provider's customer service group ("Member Services") has contacted you to establish your Account, you will have entered into a binding contract with Your Service Provider. If you subsequently cancel your order prior to activation of the Service you will be charged a $100 cancellation fee as liquidated damages for preparatory Service rendered by Your Service Provider. You may discontinue your Service at any other time, subject to our general terms and conditions and the cancellation fee for any non-returned Service modem as specified in Section 23 of this Service Agreement, which will be charged as liquidated damages.

6. High Speed Internet Service. The Service is accessed through a designated account (the " Account") which will be established for you by Member Services. The Service includes:

Ø As described on the front cover of the Internet Service agreement and/or Schedule if applicable.

7. Service Availability. The Service is only available for use on Bell Canada telephone lines and a maximum of two (2) Service connections per residential address is permitted. You acknowledge and agree that the telephone number check you completed upon placing your order is only a preliminary, geographical check to determine if the Service is available in your geographical area. Due to the nature of the Service technology, Your Service Provider reserves the right to deem the Service unavailable to you up to, including, and after the installation. Your Service Provider assumes no liability whatsoever for any claims, damages, losses or expenses arising out of or otherwise relating to the unavailability of the Service in you geographical area, even where such unavailability occurs after installation of the Service.

8. Minimum System Requirements for the Service. Subject to Section 9, the following are the minimum system requirements for the Service:

(i) Windows System

Microsoft Windows 95/98/NT 4.0/2000
Pentium Processor 166 MHz, or equivalent
32 MB of memory (RAM)
75 MB of free hard drive space
256 colours at 800x600 resolution
Ethernet card or free slot
CD-ROM drive (required)

(ii) Macintosh System

MAC OS 7.6.1 and Open Transport 1.2 installed
Power PC
32 MB of memory (RAM)
75 MB of free hard drive space
256 colours at 800x600 resolution
Ethernet card
CD ROM drive (required)

9. Your Equipment. It is your responsibility to ensure that your computer system meets the current minimum system requirements stated by Your Service Provider as being necessary to use the Service. From time to time, the computer equipment required to access and use the Service may change. Accordingly, your computer equipment may cease to be adequate to access the Service. In such event, your sole remedy will be to terminate this Service Agreement.

10. Ethernet Card. Upon installation, Your Service Provider will warrant the supplied Ethernet card, if any, for a period of 30 days in accordance with the warranty terms supplied with the card. If the supplied Ethernet card is found defective after a period of 30 days from the installation, it is your responsibility to deal directly with the card manufacturer.

Should you choose to use an Ethernet card other than the one Your Service Provider supplies, the installation of the Ethernet card is solely your responsibility. Your Service Provider will not be held responsible for any claims related to the faulty installation or performance of your Ethernet card.

11. Software and Documentation Supplied. Any software or documentation supplied by Your Service Provider or its agents to you to access the Internet shall remain the property of Your Service Provider or its agents, as applicable. You shall take appropriate steps to protect same against loss or damage. The use by you of any such software and documentation in connection with the Service shall be subject to the terms and conditions of an associated software license agreement ("Software License Agreement"). A copy of the applicable Software License Agreements will either be included with the software or will be presented during the registration or installation process. It is your responsibility to ensure that you review and agree to the terms and conditions of the applicable Software License Agreements before installing or using the software or documentation.

12. Installation Appointments. In no event will Your Service Provider be responsible for any claims, damages, losses or expenses, including without limitation lost wages or missed work, in the event that an installation appointment for the Service is missed, either by Your Service Provider or by any third party installer.

It is your responsibility to create data backups before the installation. Your Service Provider or its agents will not be held responsible for any loss of data.

13. Performance Levels. Speed is a function of the bottlenecks experienced upon the wider network architecture of the Internet itself. As such Your Service Provider does not guarantee the maximum Service performance (throughput speeds) levels but will make every reasonable effort to ensure the highest possible quality of service is always delivered. You understand that any content that you may access through the Service may be subject to "caching" at intermediate locations on the Internet.

14. Customer Service Policies. Your Service Provider shall make Member Services available to you as follows:

Ø General technical support will be available during posted hours.

Ø Help will be provided for supported systems only.

Ø Responsibilities will cover installation and on-going technical support with the following qualifications:

(i) It is your responsibility to have any Ethernet Card supplied under this Service Agreement installed so that it is recognized properly without error by your operating system;

(ii) Member Services will not debug hardware conflicts such as IRQ, RAM, and IO port assignment problems;

(iii) Member Services will assist in configuring software at the network layer, including:

1. Control Panel, Network icon parameters (TCP/IP only), and
2. Dial-up networking parameters;

(iv) Member Services will not assist in supporting other protocols and solving LAN-related problems or multi-provider configurations;

(v) Member Services will assist in configuring the Netscape Communications and/or Microsoft Internet Explorer browser software, mail and news reader; and

(vi) Member Services will not assist in configuring Plug-ins.

15. Security. Your Service Provider will not be responsible for any corrupted files or viruses which affect the user of the Service. It is your responsibility to safeguard your system, through appropriate means (e.g. using commercially available software), from theft, unauthorized use or system corruption. Any detriment caused to the network as a result of your failure to properly secure your system may result in the immediate termination of your Service.

16. Service Bandwidth Resale Prohibited. Resale of bandwidth or any other part of the Service for any purpose is strictly forbidden. Failure to comply with this condition will result in immediate cancellation of the Service with no refunds of any kind.

17. IP Address / Host Name. Any IP address assigned to you by Your Service Provider is the property of Your Service Provider at all times. IP addresses will change each time your Service modem or system is powered off, or any time at the discretion of Your Service Provider without prior notice to you. Your Service Provider assumes no liability whatsoever for any claims, damages, losses or expenses arising out of or otherwise relating to any change in IP Addressing.

18. Change in Residential Telephone Service. If a change in your local telephone service is requested from your local phone company, it is your sole responsibility to advise Your Service Provider of the changes. This includes moves, regardless of whether your phone number changes or not, changes to your phone number, and any other changes that may occur to your local telephone service. Any applicable cancellation and/or re-installation charges will be charged to your account.

19. Member Services. If you have any questions regarding the terms and conditions of this Service Agreement, you must contact Your Service Provider Member Services via e-mail at dsl@eol.ca.

20. User Information. Your messages may be the subject of unauthorized third party interception and review. An individual with Internet access can cause damage, incur expenses and enter into contractual obligations while on the Internet. All such matters are your responsibility. Your Service Provider has no obligation to monitor the Service. However, you agree that Your Service Provider reserves the right to monitor the Service electronically from time to time and to disclose any information necessary to satisfy any laws, regulations or other governmental request or as necessary to operate the Service or to protect itself or others.

21. No Liability for Content. Be aware that some content, products or services ("Content") available with or through the Service may be offensive to you or may not comply with applicable laws. You understand that neither Your Service Provider nor any of its affiliates attempt to censor or monitor any such Content. You understand, however, that such Content may be subject to "caching" at intermediate locations on the Internet when being accessed through the Service. You assume total responsibility and risk for access to or use of such Content and for use of the Internet. Your Service Provider and its affiliates assume no liability whatsoever for any claims or losses arising out of or otherwise relating to access to or use of such Content.

22. You Can Best Control the Risk and Therefore Are Responsible. The fees charged by Your Service Provider reflect the allocation of risk herein and the limited recourse to Your Service Provider provided for in this Service Agreement. Your Service Provider will not assume any responsibility for your acts or omissions or those of any individual who uses your Account. As between Your Service Provider and you, you are better able to put in place physical and procedural impediments to the inappropriate use of and to supervise your Account. Account and password protection shall be your responsibility. Any detriment that is caused to the network as a result of a failure to properly secure your computer system may result in the termination of the Service.

23. The Service Modem.

(a) As outlined in Section 4 of this Service Agreement, separate and additional charges may apply to the lease of the Service modem as may be specified by Your Service Provider from time to time. If leased, the Service modem will always remain the property of Your Service Provider. As such, if the Service is cancelled or terminated for any reason, the Service modem must be returned by calling Your Service Provider to make arrangements to have the Service modem either picked up via Purolator or dropped off at a Purolator location. A receipt from Purolator must be obtained. If the modem is not received within 30 days of calling Your Service Provider, a cancellation fee will apply.

(b) You agree to use and maintain the Service modem, and all other hardware and software delivered to you, in compliance with the applicable operating instructions provided by Your Service Provider. You also agree to return such materials, at your own risk, in good repair and working order. Until returned to and received by Your Service Provider, you bear the entire risk of theft of, damage to or destruction of these materials. All of your obligations in respect of the Service modem, and all other hardware and software delivered to you, will survive the expiration or termination of this Service Agreement to the extent required for their full observance and performance.

(c) With respect to the Service modem, the following non-refundable cancellation fees will apply:

(i) if the Service modem is returned in accordance with paragraph (a) above, no cancellation fee will apply, provided a receipt is obtained from Purolator and provided to Your Service Provider Member Services, if requested;

(ii) if the Service modem is not returned in accordance with paragraph (a) above, a cancellation fee of $300.00 will apply.

24. Limited Warranty. The Service and any software or other deliverables provided by Your Service Provider and/or its agents are provided "as is" and "as available" without warranties or conditions of any kind. Neither Your Service Provider nor its affiliates warrant the uninterrupted use or operation of the Service or any deliverable provided under this Service Agreement. The entire risk as to the quality and performance of the Service is with you. Further, neither Your Service Provider nor its affiliates warrant that any data or files sent by or to you will be transmitted in uncorrupted form or within a reasonable period of time, that such data or files will not be intercepted, that other users will not gain access to any of your computer equipment, or that any Content or other material accessible through the Service is free of viruses or other harmful components, or will not be subject to "caching" at intermediate locations on the Internet when being accessed through the Service.

YOUR SERVICE PROVIDER MAKES NO EXPRESS OR IMPLIED REPRESENTATIONS, WARRANTIES OR CONDITIONS OF ANY KIND WHATSOEVER, INCLUDING BUT NOT LIMITED TO WARRANTIES OF TITLE OR NON-INFRINGEMENT, OR IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, WITH REGARD TO THE SERVICE OR ANY MERCHANDISE, INFORMATION, CONTENT OR SERVICE PROVIDED ON THE INTERNET AND ALL REPRESENTATIONS, WARRANTIES, OR CONDITIONS OF ANY KIND, EXPRESS OR IMPLIED ARE, TO THE EXTENT PERMITTED BY APPLICABLE LAW, HEREBY EXCLUDED.

25. Limitation of Liability. In the event of any breach by Your Service Provider, its affiliates or its agents, including any breach of a fundamental term or any negligence, your exclusive remedy shall be to receive from Your Service Provider payment for actual and direct damages to a maximum amount equal to the fees paid hereunder by you to Your Service Provider during the month immediately preceding the relevant breach. Other than the foregoing remedy, under no circumstances shall Your Service Provider, its affiliates or its agents be liable to you or any third party for:

(i) any direct, indirect, special, or consequential damages, including loss of profits and loss of business opportunities, that result in any way from this Service Agreement, including your use of the Service or access to the Internet, or any part thereof, or your reliance on or use of information, services or merchandise provided on or through the Service, or that result from mistakes, omissions, interruptions, deletion or corruption of files, errors, defects, delays in preparations, or transmission, or failure of performance, or

(ii) any losses or expenses (including legal fees) arising out of, or in connection with any allegation, claim, suit or other proceeding based upon a contention that the use of the Service by you or a third party through your Account infringes the intellectual property rights or contractual rights of any third party.

In addition, Your Service Provider is not liable for:

(i) any act or omission of a telecommunications carrier whose facilities are used in establishing connections to points which Your Service Provider does not directly serve;

(ii) defamation or copyright infringement arising from material transmitted or received over Your Service Provider 's or its affiliates facilities; or

(iii) infringement of patents arising from combining or using customer- provided facilities with Your Service Provider's or its affiliates facilities.

26. Termination and Account Suspension. This Service Agreement may be terminated by you upon notice to Your Service Provider. Your Service Provider may suspend or restrict the Service, at any time, or terminate this Service Agreement if:

(i) the operations or efficiency of the Service is impaired by the use of your Account or the Service; or

(ii) any amount is past due from you to Your Service Provider; or

(iii) there has been or is any breach of any term or condition of this Service Agreement.

In the event of an Account suspension for any of the above reasons, a service charge (in the amount of $175.00) will be applied to your Account. If there is or has been an inadvertent misuse of your Account which impairs the operations or efficiency of the Service, Your Service Provider reserves the right to suspend your Account until the problem has been corrected, without any reduction in your rate for the Service. If your Account is suspended and the outstanding problem has not been resolved within 30 days from your last bill date, the Service may be disconnected. If so, the applicable installation fee will apply if you wish to resume your subscription to the Service.

Your Service Provider shall have no responsibility to notify any third party providers of services, merchandise or information of such termination or suspension. Any termination of this Service Agreement shall not relieve you from any amounts owing or other liability accruing hereunder prior to the time that such termination becomes effective.

27. Amendment. Your Service Provider may modify this Service Agreement from time to time by reasonable notice to you, and your continued use of the Service following notice of such modification shall be deemed to be your acceptance of such modification. If you do not agree to any modification of this Service Agreement, you must immediately stop using the Service.

28. Information. You hereby acknowledge that Your Service Provider and its affiliates may retain and use any information, comments or ideas conveyed by you relating to the Service (including any products and services made available on the Service). This information may be used to provide you with better service. Your Service Provider will open and maintain a customer file which will be kept at its office as indicated to you at the time of registration for the Service.

29. Miscellaneous. This Service Agreement, including any and all documents and Your Service Provider's policies referenced herein, constitutes the entire agreement between Your Service Provider and you pertaining to the subject matter hereof. Your Service Provider failure to insist upon or enforce strict performance of any provision of this Service Agreement shall not be construed as a waiver of any provision or right. If any of the provisions contained in this Service Agreement are determined to be void, invalid or otherwise unenforceable by a court of competent jurisdiction, such determination shall not affect the remaining provisions contained herein. Where any provision of this Service Agreement conflicts with an applicable tariff, the tariff shall supercede this Service Agreement only in respect of the conflicting provision. This Service Agreement shall be governed by and construed in accordance with the laws of the province of Ontario and the federal laws of Canada applicable therein. Your Service Provider may assign its rights and obligations under this Service Agreement to any affiliated entity without your prior written consent. The parties have required that this Service Agreement and all documents relating there to be drawn up in English. Les parties ont demandé que cette convention ainsi que tous les documents qui s'y rattachent soient rédigés en anglais.

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