Colocation and DSL Terms and Conditions

1. Services. Customer agrees to purchase telecommunication and/or network access services ("Services") from Service Provider. Customer shall be responsible for obtaining and maintaining any equipment needed to access, connect to, or use the Services. Customer shall be responsible for insuring that such equipment is compatible with the Services. Services provided by Service Provider are for the sole use of the Customer and not for resale of any kind without the prior written consent of Service Provider, which may be given in its sole discretion. In the event the Customer attempts to resell the Services, Service Provider may, at its sole discretion, increase the fees associated with the Services, or terminate the Services.

The local telephone company and the DSL service provider do not guarantee that repairs on DSL circuits will be made within a specific time frame of after normal business hours, on weekends or on holidays. A T1 data circuit is recommended for applications that must be up all the time.

Customer is responsible for providing an available 10BaseT port and for providing a 10BaseT cable that will be used to connect the DSL adapter to the 10BaseT port. Customer is also responsible for installation of browser software and configuration of all file servers and computer systems that are to have Internet access. Software installation and configuration can by done by customer's support staff or by customer's computer consultant or service organization. Customer is also responsible for any time and material or other charges incurred for inside wiring.

DSL service is distance sensitive. If the actual DSL speed available to Customer's service location is less than ordered then customer will be notified of the speed that is available and may either cancel the order at that time or accept the lower speed at the monthly fee currently in effect for that speed. If Customer's location is too far from the telephone company central office, this agreement shall be cancelled and customer notified that service for their location is not available.

2. Billing. Customer agrees to pay all charges to Customer's account, including applicable taxes and charges to recover taxes paid, in accordance with billing terms in effect at the time the fee or charge becomes payable. Customer agrees to provide Service Provider with accurate and complete billing information, including Customer's legal name, address, telephone number and credit card information. Customer agrees to report to Service Provider all changes to this information within thirty (30) days of any change, including any change in the expiration date of Customer's credit card. Customer agrees to pay an order processing fee at time of Acceptance. This fee will be applied toward Customer's subsequent billings. The recurring monthly fee is due and payable in advance of the first day of each monthly billing period for which the Customer has purchased Services, with the first payment due and payable on the activation date of the Services. Customer agrees to pay a fee for processing unpaid checks or rejected credit cards. Monthly fees are non-refundable. The initial payment may include non-recurring installation charges including, but not limited to equipment, inside wiring and installation fees. Delinquent accounts are subject to immediate termination or suspension of Services at the sole discretion of Service Provider. If payment is not received by Service Provider within fifteen (15) days from the date payment is due, a Customer's account is considered delinquent and Customer will be subject to a late payment fee of 1.5% per month of the outstanding balance on Customer's account or $15 dollars, whichever is greater (not to exceed the maximum rate permitted by law). Customer is also responsible for all attorney and collection fees arising from our efforts to collect any unpaid balance.

Service Provider reserves the right to disconnect and/or temporarily suspend an account from service without warning if in Service Providers’ sole discretion there is a reasonable suspicion that such disconnection or suspension would prevent or interrupt a violation of this Agreement or Service Providers’ Online Policies.

Subject to the provision of the Digital Millennium Copyright Act and any other applicable laws and regulations, Service Providers reserves the right to remove or block access to, either permanently or temporarily, any files which Service Providers suspects or which a third party alleges are associated with a violation of the law, this Agreement or Service Providers’ Online Policies or with the account responsible for such violation. This includes but is not limited to blocking access to Usenet news articles.

5. IP Addresses. IP addresses are not portable and are not assigned for independent administration or distribution. Customer understands that IP assignments are not guaranteed, and may be modified as required by Service Provider and/or the American Registry for Internet Numbers (ARIN).

6. Collocation Services. Collocation customers may access their hardware outside normal business hours (9:00AM – 7:00PM) by contacting the Service Provider Network Operation Center and scheduling an appointment. Service Provider support personnel is available 24 hours a day to actively resolve issues with customer supplied and leased hardware. During normal business hours, this support is $90 an hour. Outside normal business hours, a per-incident charge of $250 is assessed in addition to the $90 an hour support charge. Service Provider makes available tape backup facilities to its collocation customers. Customers can both supply tape drive and tapes for their servers and allow Service Provider support personnel to change tapes on weekdays, or configure the system to be backed up by the nightly Service Provider backup. This backup configuration is included in the setup fees for collocation services.

7. Inside Wiring and Installation. Customer acknowledges that the inability of Customer's or third party's facilities to access the Services or other operational impediments may preclude or delay delivery of Services. Customer acknowledges that the installation representative may require inside wiring to complete Services delivery at additional hourly or other charges. In the event the Customer fails to keep an installation appointment, Service Provider may charge the Customer a fee to recover any costs associated with an additional installation appointment.

8. Term / Cancellation. Customer agrees to maintain Services for the duration of the Initial Term of Twelve (12) months and in accordance with the sales contract attached hereto and marked as Exhibit "A." Non-use of services does not constitute termination and Customer is required to remit payment for the entire term. The initial term of this agreement shall begin on the first day when the DSL line is installed and operational and will continue for a 7period of 12 months from that date. After the Initial Term, Services shall automatically renew for successive periods equivalent to the Initial Term. Customer may terminate the Services at the end of the Initial Term or any at any time during any renewal term by providing not less than thirty (30) days written notice to Service Provider. Termination notice must be sent to: Service Provider at the address and phone number provided to Customer at the time of service installation.

Upon acceptance of the sales agreement, Service Provider shall notify Customer of its target date for the delivery of each facility. Service Provider shall use reasonable efforts to install each such facility on or before the estimated availability date, but the inability of Steel City Telecom, Inc. to deliver the facility by such date shall not be a default under this agreement.

9. Early Termination. A Customer who terminates the Services prior to the end of the Initial Term, may be liable for any or all of the following termination charges: (1) an amount equal to the monthly recurring charge multiplied by the number of months remaining on the Initial Term; and (2) an additional equipment rental charge equal to the monthly equipment rental charge multiplied by the number of months remaining on the Initial Term. Termination charges are billed in one lump sum and shall be payable immediately upon termination.

10. Moving Policy.

If DSL service IS available at Customer's new location:

· Customer will be charged an installation fee in the event a new line needs to be provisioned.

· Customer may be charged for a new modem or router if there is a change in carrier which requires a new modem or router.

· Customer will be charged a $100 order processing fee.

If DSL service IS NOT available at Customer's new location:

· Service Provider will cancel Customer's service agreement after customer provides Service Provider with proof of move (for example, copy of phone bill, utility bill showing new address) and Customer will not be accountable for remaining months of service agreement.

· If Customer received a free router or modem, Customer will return such router or modem to Service Provider to offset cost.

· Customer will be charged for installation cost, prorated over one year period.

· In the event Customer is unable to obtain Customer's current level of service at Customer's new location at the same price point, Customer can elect not to accept alternative service, in which case Customer will be treated as if no DSL service were available at Customer's new location.

11. Reconnect Fee. If the Services are terminated due to non-payment and/or breach of the Terms and Conditions or AUP, Customer agrees to pay a reconnection fee, if Services are reactivated.

12. Disclaimer of Liability. THE SERVICES PROVIDED BY SERVICE PROVIDER ARE PROVIDED "AS IS." SERVICE PROVIDER MAKES NO WARRANTY OF ANY KIND, EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT, OR ANY WARRANTY REGARDING THE RELIABILITY OR SUITABILITY FOR A PARTICULAR PURPOSE OF ITS SERVICES. CUSTOMER UNDERSTANDS AND ACKNOWLEDGES THAT SERVICE PROVIDER EXERCISES NO CONTROL OVER THE NATURE, CONTENT OR RELIABILITY OF THE INFORMATION AND/OR DATA PASSING THROUGH ITS NETWORK. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY SERVICE PROVIDER, ITS DEALERS, AGENTS OR EMPLOYEES SHALL CREATE A WARRANTY AND CUSTOMER MAY NOT RELY ON ANY SUCH INFORMATION OR ADVICE. SERVICE PROVIDER MAKES NO WARRANTY OF ANY KIND, EITHER EXPRESSED OR IMPLIED, REGARDING THE QUALITY, ACCURACY OR VALIDITY OF THE INFORMATION AND/OR DATA RESIDING ON OR PASSING THROUGH ANY NETWORK. USE OF ANY INFORMATION AND/OR DATA OBTAINED FROM OR THROUGH SERVICES PROVIDED BY SERVICE PROVIDER WILL BE AT CUSTOMERS OWN RISK. CUSTOMER ACKNOWLEDGES THAT SERVICE PROVIDER IS NOT LIABLE FOR ANY ERRORS OR INTERRUPTION IN THE INSTALLATION PROCESS OR IN PROVIDING THE SERVICES, WHETHER WITHIN OR OUTSIDE THE CONTROL OF SERVICE PROVIDER. UNDER NO CIRCUMSTANCES SHALL THE CUSTOMER HOLD SERVICE PROVIDER RESPONSIBLE FOR ANY FORM OF DAMAGES OR LOSSES (INCLUDING WITHOUT LIMITATION ANY DIRECT, INDIRECT, CONSEQUENTIAL OR INCIDENTAL DAMAGES OR LOSSES) SUFFERED FROM, BUT NOT LIMITED TO ERRORS, DELAYS, LOSS OF INFORMATION, DELAYS IN THE INSTALLATION OR PROVISIONING PROCESS, OR INTERRUPTIONS IN THE SERVICES CAUSED BY THE CUSTOMER, SERVICE PROVIDER OR A THIRD PARTY'S NEGLIGENCE, FAULT, MISCONDUCT OR FAILURE TO PERFORM. CUSTOMER UNDERSTANDS THAT TELECOMMUNICATION AND/OR NETWORK ACCESS SERVICES MAY BE TEMPORARILY UNAVAILABLE FOR SCHEDULED OR UNSCHEDULED MAINTENANCE AND FOR OTHER REASONS WITHIN AND OUTSIDE OF THE DIRECT CONTROL OF SERVICE PROVIDER. UNDER NO CIRCUMSTANCES DO ANY SUCH ERRORS, DELAYS, INTERRUPTIONS IN SERVICES OR LOSS OF INFORMATION NULLIFY OR MODIFY THESE TERMS AND CONDITIONS. SERVICE PROVIDER RESERVES THE RIGHT TO REFUSE OR TERMINATE SERVICES TO A CUSTOMER AT ANY TIME WITHOUT CAUSE.

THE INTERNET CONTAINS UNEDITED MATERIALS WHICH MAY BE SEXUALLY EXPLICIT OR MAY BE OFFENSIVE TO YOU OR OTHERS ACCESSING THE SERVICES. SERVICE PROVIDER HAS NO CONTROL OVER SUCH MATERIALS AND ACCEPTS NO RESPONSIBILITY FOR SUCH MATERIALS. THIRD PARTY SOFTWARE WITH "PARENTAL CONTROLS" MAY HELP CUSTOMER IN CONTROLLING ACCESS TO AFOREMENTIONED OFFENSIVE MATERIAL. WHILE SUCH SOFTWARE SHOULD HELP CUSTOMER IN RESTRICTING ACCESS TO POTENTIALLY OFFENSIVE OR INAPPROPRIATE MATERIAL, SERVICE PROVIDER DOES NOT GUARANTEE THAT SUCH SOFTWARE WILL PROVE EFFECTIVE IN CONTROLLING ACCESS TO THIS MATERIAL.

13. Customer Complaint Resolution. In order to resolve a complaint regarding the Services or to receive further information regarding the use of the Services, Customer should contact Service Provider at the address and phone number provided to Customer at the time of service installation.

Service Provider will respond to any complaint that involves online activities that are Prohibited/Abusive Activities. In particular, Service Provider will respond to complaints that material stored on its system at the direction of one of its subscribers or for system caching purposes or to which Service Provider provides a link or other reference infringes another person’s copyright as provided for in the Digital Millennium Copyright Act (a "Copyright Complaint") or otherwise violates the criminal or civil laws of the United States, the several states or a foreign country.

14. Additional Terms and Conditions. Service Provider makes no representation or warranty with respect to the content of any third party communications or goods or services which may be obtained through the use of the Services. Customer agrees that Service Provider shall not have any liability with respect thereto. Any correspondence between Customer and Service Provider shall not amend the Terms and Conditions unless specifically agreed to in writing by Service Provider. Additionally, Service Provider's web site may contain links to web sites operated by parties other than Service Provider. Such links are provided for your convenience only. Service Provider does not control such web sites and is not responsible for their contents. Service Provider's inclusion of links to such web sites does not imply any endorsement of the material on such web sites or any association with their operators.

15. Entire Agreement. The Services Order Confirmation and Acknowledgement Terms and Conditions, the Terms and Conditions, the AUP and the Privacy Policy contain the entire agreement and understanding concerning the Services and supersede all prior negotiations, proposed agreements, and all other agreements, whether electronic, written or oral. The Terms and Conditions may be modified at any time by Service Provider and the latest version of the Terms and Conditions may be found at http://www.angstrom.net/dslterms+conditions. A printed version of these Terms and Conditions and of any notice given in electronic form shall be admissible in judicial or administrative hearings based upon or relating to the Terms and Conditions to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

16. Assignment and Successors in Interest. All of the Terms and Conditions shall be binding upon, inure to the benefit of, and be enforceable by the respective successors and permitted assigns of Customer. Except as specifically stated herein, neither these Terms and Conditions nor any of the rights, interests or obligations of Customer or Service Provider shall be assigned or delegated without the prior written consent of Service Provider. Any unauthorized assignment or delegation shall be null and void. Notwithstanding the foregoing, Service Provider may assign or otherwise transfer its rights and obligations to any affiliate (whether by purchase of stock or assets, merger, operation of law, or otherwise) of that portion of its business related to the subject matter hereof.

17. Venue/Choice of Law. These Terms of Use shall be governed by and construed in accordance with the laws of the Commonwealth of Pennsylvania, excluding its conflicts of law rules. You expressly agree that the exclusive jurisdiction for any claim or action arising out of or relating to this agreement or use of Service shall be filed only in the state or federal courts located in the Commonwealth of Pennsylvania, and you further agree and submit to the exercise of personal jurisdiction of such courts for the purpose of litigating any such claim or action.

18. Severability. In the event that it is determined by a court of competent jurisdiction as a part of a final non-appealable judgment that any provision of these Terms and Conditions (or part thereof) is invalid, illegal, or otherwise unenforceable, such provision will be enforced as nearly as possible in accordance with the stated intention of the parties, while the remainder of the Terms and Conditions will remain in full force and effect.

19. Indemnification. Customer shall indemnify and hold Service Provider harmless against any and all claims, losses, damages and liabilities sustained by Service Provider resulting from, arising out of, or connected with any breach of, or nonfulfillment of any representation, warranty, covenant or agreement made by or other obligation of Customer contained in these Terms and Conditions.

20. Neither party shall have the authority to bind the other by contract or otherwise make any representations or guarantees on behalf of the other. Both parties acknowledge and agree that the relationship arising from this agreement is one of independent contractor, and does not constitute an agency, joint venture, partnership, employee relationship or franchise.

This agreement shall inure to the benefit of and be binding on the partners, representatives, officers, executives, assigns, agents and successors of the respective parties.