MASTER SERVICE AGREEMENT between the below named Customer and HyperSurf Internet Services, Inc. (collectively referred to as the "Parties") establishes the terms and conditions under which HyperSurf Internet Services, Inc. will provide communications services to Customer.

1. HyperSurf Internet Services, Inc. cannot guarantee the speed requested. Connectivity issues between customer's location and customer's local phone company central office (CO) may make it impossible to provide the contracted speed. Residential DSL service is only available to residential single or multi-unit locations.

2. The Parties anticipate that Customer may, at Customer’s sole discretion, issue one or more Data Service Orders ("Service Orders") describing certain services which Customer desires to purchase from HyperSurf Internet Services, Inc., and which set forth the prices, minimum term of service and other service specific details. All Service Orders shall be subject to the terms and conditions of this Master Agreement for the duration of the Service Order. If an authorized representative of HyperSurf Internet Services, Inc., accepts a Service Order in writing it shall supersede any and all prior agreements or understandings with respect to the service described therein, and shall comprise the full and final Agreement of the Parties. No term or condition hereof shall be modified except by written agreement of both Parties and any preprinted terms and conditions which may appear on Customer’s order form are expressly rejected and are void. As used in this document the word "Term" shall mean the total duration of a Service Order and the phrase "Initial Term": shall mean the minimum term of service as specified in a Service Order. The word "Agreement" shall apply to all promises, terms and conditions of the Parties contained in the Master Service Agreement of a Service Order.

3. HyperSurf Internet Services, Inc. may terminate this Agreement or suspend service hereunder at any time upon: (a) any material provision of this Agreement continuing for thirty (30) days after receipt of notice thereof, via certified mail, return receipt requested to the above address; (c) any insolvency; bankruptcy, assignment for the benefit of creditors, appointment of a trustee or receiver or similar event with respect to Customer, (d) any violation of our Acceptable usage policy for DSL Customers, found on AccessCom.com Internet Website at http://www.accesscom.com/support/policy/dsl-aup.html, or (e) any government prohibition or required alteration of services to be provided hereunder or any violation of an applicable law, rule or regulation. Any termination shall not relieve Customer of its obligation to pay any charges incurred hereunder prior to such termination. The Parties’ rights and obligations, which by their nature would extend beyond the termination, cancellation or expiration of this Agreement shall survive such termination, cancellation or expiration.

4. Customer is responsible for all recurring and non-recurring charges from and after the date of acceptance. For purposes of this agreement, the date of acceptance is the earlier of 1) date Customer signs a Customer acceptance or 2) two (2) business days after HyperSurf Internet Services, Inc. establishes a connection in which the HyperSurf Internet Services, Inc. provided services are functioning properly. Recurring charges will be prorated for the first month of the agreement if service is not provided for a complete month. Proration of monthly charges will be based on number of days connection was available divided by total days in the month, and shall be due, along with installation fees and hardware cost, within five (5) days of installation. HyperSurf Internet Services, Inc. targeted service installation intervals are thirty (30) days after order acceptance.

5. During the term Customer shall pay HyperSurf Internet Services, Inc. for services at the rates set forth in the service order. HyperSurf Internet Services, Inc. shall not increase pricing during the Initial Term, but thereafter may increase pricing upon sixty (60) days written notice. Normal service charges shall be invoiced quarterly in advance. All amounts owed HyperSurf Internet Services, Inc. there under shall be paid within thirty days after the date of the invoice and HyperSurf Internet Services, Inc. reserves the right to suspend service for accounts which our over 10 days past due. Furthermore, all suspended accounts are subject to a $150 reactivation fee.

6. HyperSurf Internet Services, Inc. will not collect any otherwise applicable tax if Customer first provides HyperSurf Internet Services, Inc. with a valid tax exemption certificate.

7. HyperSurf Internet Services, Inc. may substitute, change or rearrange any equipment, facility or system providing services at any time and from time to time, but shall not thereby alter the technical parameters of the services provided there under.

8. The foregoing states Customers sole remedy for service interruption under the Agreement, and in no event HyperSurf Internet Services, Inc.  be liable for harm to business, lost revenues, lost savings, or lost profits suffered by Customer, regardless of the form of action, whether in contract, warranty, strict liability, or tort, including without limitation negligence of any kind, whether active or passive.

9. HyperSurf Internet Services, Inc.’s entire liability for any claims, loss, damage or expense from any cause whatsoever shall in no event exceed sums actually paid to HyperSurf Internet Services, Inc. by Customer for the specific service giving rise to the claim. Not withstanding the foregoing, HyperSurf Internet Services, Inc. shall not be liable for any indirect, incidental, consequential, punitive or special damages. No action or proceeding against HyperSurf Internet Services, Inc. shall be commenced more than one (1) year after service is rendered.

10. There are no warranties, representations or agreements, expressed or implied either in fact or by operation of law, statutory or otherwise, including warranties of merchantability or fitness for a particular purpose, except those expressly set forth herein.

11. In the event that Customer cancels or terminates service at any time during the Initial Term of this Agreement or any renewal thereof for any reason whatsoever other than a service interruption, Customer agrees to pay HyperSurf Internet Services, Inc. liquidated damages (which shall not be deemed a penalty) three (3) times the monthly rate or three hundred dollars ($300), whichever is greater, which shall become due and owing as of the effective date of cancellation or termination and be payable in accordance with Paragraph 4 above.

12. Upon completion of the Initial Term, Customer will automatically become a month to month customer unless the Customer agrees to a new Initial Term. When the Customer becomes a month to month customer, the Customer can end their Agreement with HyperSurf Internet Services, Inc. at any time by giving HyperSurf Internet Services, Inc. 30 days written notice, and we can do the same.

13. HyperSurf Internet Services, Inc. may assign all or part of this Agreement without notice. Customer may not assign any part of this Agreement without HyperSurf Internet Services, Inc. prior written consent.

14. If any provision of this Agreement is held by a court to be invalid, void or unenforceable, the remainder of this Agreement shall nevertheless remain unimpaired and in effect.

15. No license, joint venture or partnership, express or implied, is granted by HyperSurf Internet Services, Inc. or the Customer pursuant to this agreement.

16. Each Party agrees to maintain in strict confidence all plans, designs, drawings, trade secrets, and other proprietary information of the other Party, which is disclosed pursuant to this Agreement. No obligation of confidentiality shall apply to disclosed information which the recipient 1) already possessed without obligation of confidentiality; 2) develops independently; or 3) rightfully receives without obligation of confidentiality from a third party.

17. Neither Party shall be liable for any delay or failure in performance of any part of this Agreement to the extent such delay or failure is caused by an event of Force Majeure, including, but not limited to, fire, flood, explosion, accident, war, strike, embargo, governmental requirement, civil or military authority, Act of God, inability to secure materials, labor, or transportation, acts or omissions of common carrier or warehouseman, or any other causes beyond their reasonable control. Any such delay or failure shall suspend the Agreement until the Force Majeure condition ceases and the Term shall be extended by the length of the suspension.

18. If this Agreement is entered into by more than one Customer, each is jointly and severally liable for all agreements, covenants and obligations herein.

19. This Agreement shall be governed by the laws of the State of California without regard to its choice of law provisions in any action between the Parties to enforce any material provision of this Agreement.

20. Each person executing this Agreement on behalf of HyperSurf Internet Services, Inc. or Customer represents and warrants that he or she has been fully empowered to do so, and that all necessary corporate actions (if any) required for the execution of agreements have been taken.

HyperSurf Internet Services, Inc.		%s
37481 Maple Street, Suite I		%s
Fremont, CA 94536		%s
By:	_____________________________________	By:	_____________________________________
Printed Name:	_____________________________________	Printed Name:	_____________________________________
Date:	_____________________________________	Date:	_____________________________________