Overview
This agreement is between AXAGEN Inc., ("AXAGEN") and the Customer to provide Web Hosting on AXAGEN's network of shared servers as well as for Applications and web design/development services. For payment, we accept PayPal, Cheques and cash in Canadian and US funds. PRICES MAY CHANGE WITHOUT PRIOR NOTICE.

Billing
All hosting services are normally billed before domain transferring or domain registration. Bills for partial periods are prorated to 1/2 months. For customers that exceed their monthly Traffic Allowance, AXAGEN reserves the right to bill the customer an additional $10.00 per month for each 1,000 megabytes of data transfer. Please refer to our pricing schedule for current rates. AXAGEN reserves the right to change pricing within thirty (30) days notice. Pre-paid annual contract rates are not affected until renewals take effect. Quotes are in effect for thirty (30) days from delivery, after which prices are no longer guaranteed.

Domain Hosting
Domain hosting is not based on IP hosting service. However, customers requiring an SSL certificate, extra IP address or Static IP address will incur an additional charge.

Network and Web Service
The Customer understands and agrees that AXAGEN will make every effort to keep our network of servers running continuously. However, our servers will, from time-to-time, be disconnected due to Servers or routine maintenance, upgrades and other required events. In addition, due to circumstances beyond our control, service may be periodically interrupted. AXAGEN will make its best effort to keep all information on our servers backed-up. However, the Customer assumes responsibility for making separate back-ups of any information posted to our servers. AXAGEN is not responsible for lost materials or information. AXAGEN shall have no obligation to provide services to the extent and for the period that AXAGEN is prevented from doing so by reason of any cause beyond its reasonable control, including without limitation the inability to use or the failure of any third party telecommunications carrier. On the other hand, to keep web servers running properly, AXAGEN reserves the right to suspend any website that is under attack or experiencing abnormal activity problems.

Security
AXAGEN will also make its best effort to maintain security on our network of servers. However, the nature of the Web and the Internet is not secure by default. Our Shared Secure Servers use the Secure Sockets Layer ("SSL") between a compatible web browser and our servers. Information forwarded from our Secure Servers that does not use SSL will not be as secure as using SSL. Client asking for SSL services is charged extra for individual IP.

Content
The Customer assumes full responsibility for all content posted to AXAGEN's servers on the Customer's behalf, including any trademark, copyright, patent or other intellectual property submitted to AXAGEN for either creative services and/or straight posting to our servers. AXAGEN reserves the right to remove without notice any material which, in its sole opinion, may result in a violation of intellectual property rights of others or any other applicable Federal, Provincial, Common, or International laws or regulations. AXAGEN does not tolerate e-mail spamming or similar abuses of its network. The Customer will comply with the current AXAGEN Acceptable Use Policy ("AUP"). Customer acknowledges that the AUP may be amended by AXAGEN from time to time, and the Customer agrees to be bound by such amendments. The Customer will adhere to the laws of Quebec and Canada in using the services including but not limited to those laws regarding: court ordered publication bans, restrictions on publishing, printing, distributing, possessing, selling, advocating, promoting or exposing, obscene material, child pornography, or hate propaganda and Client understands that these situations could generate criminal liability; restrictions on the use of trade-marks or trade names; restrictions on the use of copyright work, including without limitation softwares; restrictions on defamation, libel, harm to reputation, invasion of privacy, misuse or failure to protect personal information, violation of secrecy, unfair competition and other situations which could generate civil liability; and vi) export and import restrictions. The Customer will be solely responsible for any and all items or statements transmitted, posted, received or created through the Customer's account, on AXAGEN's system or any other system, and their content, even if transmitted, posted, received or created by someone else, and the Customer agrees to indemnify and hold AXAGEN, its directors, officers, employees, agents, contractors and affiliates, harmless from any loss, damage or liability which may result therefrom.

Services
AXAGEN PROVIDES SERVICES TO CUSTOMER ON AN "AS IS" BASIS. IN NO EVENT SHALL AXAGEN, ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, CONTRACTORS OR AFFILIATES, BE LIABLE FOR ANY CLAIM FOR INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING WITHOUT LIMITATION: PUNITIVE, EXEMPLARY, OR AGGRAVATED DAMAGES; DAMAGES FOR LOSS OF PROFITS OR REVENUE; FAILURE TO REALIZE EXPECTED SAVINGS; LOSS OF USE OR LACK OF AVAILABILITY OF CLIENT'S FACILITIES, INCLUDING ITS COMPUTER RESOURCES AND ANY STORED DATA; AND CONTRIBUTION OR INDEMNITY IN RESPECT OF ANY CLAIMS AGAINST CLIENT; EVEN IF AXAGEN HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AXAGEN, ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, CONTRACTORS OR AFFILIATES, BE LIABLE FOR ANY CLAIM FOR DAMAGES, DIRECTLY OR INDIRECTLY RESULTING FROM THE USE OF OR INABILITY TO USE THE SYSTEMS, NETWORKS OR TRANSMISSION/COMMUNICATION FACILITIES OF THIRD PARTIES INCLUDING WITHOUT LIMITATION THE USE BY AXAGEN OF TELECOMMUNICATIONS CARRIERS IN THE PROVISION OF THE SERVICES HEREIN. IN ANY EVENT, AXAGEN’s MAXIMUM LIABILITY FOR ANY CLAIM WHATSOEVER, AND CLIENT'S SOLE REMEDY, SHALL BE AN AWARD FOR DIRECT, PROVABLE DAMAGES NOT TO EXCEED THE AMOUNT OF FEES PAID TO AXAGEN UNDER THIS AGREEMENT DURING THE CURRENT TERM, INCLUDING WITHOUT LIMITATION CLAIMS FOR BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE. THIS CLAUSE SHALL SURVIVE THE TERMINATION OF THIS AGREEMENT. THE SERVICES ARE NOT GUARANTEED AND AXAGEN GIVES NO REPRESENTATIONS, WARRANTIES OR CONDITIONS OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION WARRANTIES AS TO UNINTERRUPTED OR ERROR FREE SERVICE, ACCESSIBILITY, PRIVACY OF FILES OR E-MAIL, SECURITY, MERCHANTABILITY, QUALITY OR FITNESS FOR A PARTICULAR PURPOSE AND THOSE ARISING BY STATUTE OR OTHERWISE, OR FROM A COURSE OF DEALING OR USAGE OF TRADE. THIS CLAUSE SHALL SURVIVE THE TERMINATION OF THIS AGREEMENT.

This Agreement is governed by the laws of the Province of Québec and the federal laws of Canada. The parties submit to the non-exclusive jurisdiction of the Courts of Québec. The Parties hereby expressly exclude the application of the United Nations Convention on Contracts for the International Sale of Goods and the Sale of Goods Act (Québec), as amended, replaced or re-enacted from time to time. The Parties have required that this agreement and all documents relating thereto 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. If any part of this Agreement is held to be unenforceable or invalid, it will be severed from the rest of this Agreement, which shall continue in full force and effect. This Agreement and any schedules or other documents referred to herein, constitutes the entire agreement between the parties relating to the Services and supersedes all prior written or oral agreements, representations and other communications between the parties, and shall endure to the benefit of and be binding upon each of the Client and AXAGEN and their respective successors and permitted assigns.

Cancellation of Services
AXAGEN and the Customer may cancel the hosting and maintenance portions only of this agreement at will at any time with ninety (90) days written notice. In the event that this contract is cancelled by AXAGEN, the Customer will receive a pro-rated refund of any unused portion of the billing period. Domain registration, VeriSign, Thawte, SSL, Design and programming fees and any Domain Transfer fee account set-up fees are non-refundable. Customer acknowledges that these terms and conditions are subject to change without notice. THE CUSTOMER'S CONTINUED USE OF AXAGEN SERVICES CONSTITUTES ACCEPTANCE OF THESE CONDITIONS AND ANY AND ALL MODIFIED TERMS.

Acceptable Use Policy
AXAGEN Inc. maintains an "Acceptable Use Policy" (AUP) which is updated from time to time. Conduct that violates this policy includes, but is not limited to, the activities in the following list, when such violations involve or utilize or are handled by AXAGEN's network or servers.

Use of accounts in such a way as would violate AXAGEN's contracts with its service providers:

• Giving access to your account, through sharing of passwords or otherwise, to any person other than the assigned user or pre-authorized group users.
• Using the network to gain unauthorized access to any computer system.
• Unauthorized attempts to circumvent data protection schemes or uncover security loopholes.
• This includes running programs that are designed to identify security loopholes and/or decrypt intentionally secure data.
• Knowingly or recklessly performing an act that will interfere with the normal operation of AXAGEN's computers, peripherals, or network.
• Deliberately wasting/overloading AXAGEN's network/server resources or those of any other system via AXAGEN.
• Initiating or propagating electronic chain letters. Inappropriate or unsolicited mass mailings or talk requests such as multiple mailings to newsgroups, mailing lists or individuals.
• Inappropriate posting of commercial or inflammatory material to newsgroups not intended or inappropriate for such postings.
• Forging communications to make them appear to originate from another person. Attempting to monitor or tamper with another user's electronic communications, or reading, copying, changing or deleting another user's files or software without the express agreement of the other user. Every attempt will be made to resolve informally minor infractions of this AUP. Depending on the severity and likelihood of mal-intent of a violation of the above, AXAGEN may at its sole discretion: Notify the individual user and/or corporate point of contact with a warning. Disable, temporarily or otherwise, the specific user's access. Notify the appropriate federal or provincial authorities.