TERMS

These terms and conditions and all supplements (hereinafter sometimes referred to as the "Agreement"), constitute a binding contract between you (hereinafter referred to as the “Client”) and Avantgarde Media Inc. Please review this Agreement to be aware of Avantgarde Media Inc's obligations to you and your obligations to Avantgarde Media Inc when you use any of Avantgarde Media Inc's Services. Your use of any of these Services constitutes your agreement to abide by these following terms and conditions. Your use of the Services and other products of Avantgarde Media Inc are being provided in consideration of your agreement. This Agreement should be reviewed periodically because changes are made from time to time. For all purposes hereof, the term "Services" means and comprises all of Avantgarde Media Inc's services and products including, but not limited to, any one or more of the following: Internet Services (web, ftp, e-mail, e-mail filtering, etc.), Software, Web Hosting, Webcasting and Streaming, Web Design, Web and other filtering services, Web Mail, e-mail forwarding, domain registration, training and consulting, technical support, data storage and transmission and related services.


I. Terms of Agreement
1. This Agreement represents the entire agreement between the parties and supersedes all prior oral or written agreements and representations of the parties. It may be amended only by a writing executed by both parties. Conveyance by Client to Avantgarde Media Inc of personal information necessary to set up an account shall constitute the acceptance of the Terms set forth herein. These Terms shall supercede any terms contained in any purchase order. Any provision of this agreement that is held to be unenforceable for any reason shall be amended only to the extent necessary to make it enforceable. This agreement shall be governed by New York law as such law applies to agreements between New York residents entered into and to be performed within New York, except as governed by Federal law.
2. In addition to the terms and conditions of this Agreement, Avantgarde Media Inc requires its clients to abide by the rules of conduct described in Avantgarde Media Inc's Internet Policies. Client agrees to abide by Avantgarde Media Inc's Internet Policies and agrees that those policies are incorporated into this Agreement by reference. It is Client’s responsibility to be familiar with those policies at all times and any changes that may be made to them from time to time.
3. Information concerning services, rates, and account surcharges for using the Services, may be found at Avantgarde Media Inc's Hosting website (www.profolio.us) or may be obtained by calling Avantgarde Media Inc's Customer Service at 1.866.622.HOST. It is Client’s obligation to review the information on this website on a regular basis and know its content.
4. Client agrees that Avantgarde Media Inc may: (1) revise the terms and conditions of this Agreement; (2) revise its billing rates and account surcharges, and; (3) revise the services provided under this Agreement at any time. Any revisions to the terms and conditions will be binding and effective immediately on posting the revised Agreement on Avantgarde Media Inc's web site, or on notification to Client by e-mail or United States mail. For Service Plans billed on a monthly basis any revisions to billing rates and account surcharges will be binding and effective upon no less than thirty (30) days notice to Client in writing or by Email transmission. For Service Plans prepaid for a 12 months period any revisions to billing rates and account surcharges will be binding and effective after the 12 months period has ended and on start of a new billing period.
5. Client agrees to review this Agreement and the Internet Policies from time to time to be aware of any revisions.
6. By continuing to use the Services following notice of any revision to the Agreement or the posting of the revised Agreement on the Avantgarde Media Inc website (www.profolio.us), Client accepts any such revisions and agrees to abide by any such revisions.
7. Avantgarde Media Inc, reserves the right to distribute informative emails to its clients on an ad hoc basis that it feels is pertinent to the quality of its service. These announcements are predominately informative in nature and often provide Client with notification describing changes, upgrades, and other critical information pertaining to this evolving medium.
8. Avantgarde Media Inc reserves the right to assign any one or more of the Agreements and/or the services and obligations provided thereunder. In the event of an assignment, Client acknowledges and agrees that assignee will be solely responsible for all performance and obligations from the date of the assignment onward.


II. Payments
1. Client agrees to the fees, billing procedures and payment schedule set forth herein. Payment under all circumstances is IN ADVANCE for Services. All fees are subject to change by Avantgarde Media Inc upon no less than thirty (30) days notice to Client in writing or by Email transmission. Each month the billing cycle for all accounts shall be the anniversary date the account was established (see also Account Charges, Section II of the Internet Policies).
2. A late payment charge, equal to 1.5% per month on the unpaid portion of any payment, will be charged on all payments not paid in full within fifteen (15) days of the due date. Client is responsible for payment of all local and/or long distance telephone charges for connecting to the Internet using Avantgarde Media Inc’s Services. A service fee of $15.00 will be applied to all checks returned for Non Sufficient Funds (NSF).3. If after billing and/or payment it is determined that at an error was made or that billing elements such as applicable taxes were omitted, it is understood and agreed by Client that the appropriate adjustment may be made and a corrected invoice will be processed for payment of any balance due in accordance with normal billing procedures.

V. Content of Communications
1. Client understands and agrees to the fact that, as a matter of policy, Avantgarde Media Inc does not pre-screen Content placed on Avantgarde Media Inc's computer servers by any of its clients. Avantgarde Media Inc does not have the practical ability to monitor, review, or restrict, Content on Avantgarde Media Inc's servers prior to its transmission, which may violate this Agreement or Avantgarde Media Inc's Internet Policies. Additionally, Avantgarde Media Inc cannot ensure the prompt editing or removal of any Content which may violate this Agreement or Avantgarde Media Inc's Internet Policies after such Content has been posted on Avantgarde Media Inc's servers.
2. Client agrees that Avantgarde Media Inc has the right, but not the obligation, to remove Content from Avantgarde Media Inc's computer servers (and servers on Avantgarde Media Inc's network) which Avantgarde Media Inc, in its sole discretion, determines to be in violation of this Agreement or Avantgarde Media Inc's Internet Policies.
3. Furthermore Client agrees and understand, that although Avantgarde Media Inc may provide (at no cost or otherwise) virus scanning of Email and/or other filtering services, Avantgarde Media Inc cannot and does not make any warranties or representations whatsoever regarding the effectiveness of these systems or the Content so scanned. However, Client agrees that any Emails found to contain viruses will be rejected by Avantgarde Media Inc’s Mail Server.
4. Avantgarde Media Inc specifically reserves the right to make all decisions concerning its network and Services including, but not limited to: the location of servers; the deployment of upgrades and technologies; caching; backup procedures and policies (if any); and data retention policies.
5. It is Client's exclusive responsibility to maintain backup copies of all web sites, Content, files, mail and all other material and data that Client may transmit over the Internet, store on any of Avantgarde Media Inc's Servers or Servers under Avantgarde Media Inc's control, and/or provide to Avantgarde Media Inc for any reason whatsoever. UNDER NO CIRCUMSTANCES SHALL AVANTGARDE MEDIA INC BE LIABLE OR RESPONSIBLE TO CLIENT OR ANY OTHER PARTY FOR LOST OR DESTROYED DATA, FILES OR OTHER CONTENT EVEN IF SAME WAS DUE TO AVANTGARDE MEDIA INC'S NEGLIGENCE.
6. Client agrees that all Content and material utilized in Client’s Web Page or Web Site and hosted on Avantgarde Media Inc’s Servers is Client’s property and not the property of Avantgarde Media Inc. Client also agrees not to introduce any virus onto the Internet or any of Avantgarde Media Inc’s systems or Servers.

VI. Copyright and Other Rights
1. Client agrees that use of Content shall be governed by and be in accordance with all applicable laws and regulations, and by the specific restrictions placed on such Content by the owners or licensers of the Rights in such Content.
2. Client agrees that Client is solely responsible for the protection of any copyright, trademark or other intellectual property right which Client may claim in any material or Content utilized in Client’s Web Page or Web Site, if any, or otherwise.
Client warrants having the right to any and all copyrights, trademarks or intellectual property used in or in connection with Client’s Web Page or Web Site. It is Client’s obligation under this agreement to grants Avantgarde Media Inc the right to display such connection. Each party warrants that it has the right to use and display the software and data used in connection with its respective obligations under this Agreement.
3. Client agrees not to post or transmit Content that is subject to another party's Rights, on or through Avantgarde Media Inc’s Services, without that party's express permission. Such posting or transmitting will result in termination of this Agreement.
4. Client agrees to upload to software files, message boards, or otherwise post or transmit on or through the Services, only such Content that is not subject to any Rights, unless Client has express authorization to distribute such Content on or through the Services by the holder of such Rights.


VII. No Warranty
1. Client agrees that Client’s use of the Services, the Software, and the Internet is solely at Client’s own risk. Client agrees that the Services and the Software is provided on an "AS IS" and "AS AVAILABLE basis without warranties of any kind, either express or implied, unless such warranties are legally incapable of exclusion.
Avantgarde Media Inc makes no express warranty. Any and all other warranties or representations, expressed or implied, statutory or otherwise, including any implied warranty of merchantability and of fitness for a particular purpose, are expressly excluded to the fullest extent possible by law. No dealer, agent, or employee is authorized to make any modifications, extensions or additions to this warranty.
2. With regard to all Services provided by Avantgarde Media Inc, Client and Avantgarde Media Inc agree that Avantgarde Media Inc expressly disclaims and is not responsible or liable for any direct, indirect, or consequential loss or liability (including specifically personal injury) resulting from any acts (or failures to act) of Avantgarde Media Inc and/or its employees, including, but not limited to: (1) loss of data; (2) loss of software or hardware; (3) loss of business or business opportunity; (4) loss or liability resulting from service delays or service interruptions; (5) loss or liability resulting from computer viruses, worms or Trojans horses; (6) loss or liability resulting from data non-delivery or data miss-delivery; (7) any other loss or liability resulting from the negligent acts and/or omissions of Avantgarde Media Inc or Avantgarde Media Inc's clients; (8) loss and liability resulting from any errors, omissions, or misstatements in any and all information, goods, or services obtained on or through the Service; (9) loss or liability resulting from partial or total loss of Services; (10) loss or liability of any kind or nature whatsoever in any way related to telephone company or line charges; (11) personal injury, personal or business losses or interruptions, emotional injury, and/or consequential damages; and, (12) loss or liability resulting from acts of God.
UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, TORT, CONTRACT, OR OTHERWISE, SHALL AVANTGARDE MEDIA INC OR ITS SUPPLIERS OR RESELLERS BE LIABLE TO CLIENT OR ANY OTHER PERSON FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, COMPUTER FAILURE OR MALFUNCTION, WORK STOPPAGE, OR ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSSES, OR FOR ANY OTHER DAMAGES WHATSOEVER EVEN IF AVANTGARDE MEDIA INC SHALL HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY OTHER PARTY. THIS LIMITATION OF LIABILITY SHALL APPLY TO ALL LIABILITY FOR PERSONAL INJURY OR DEATH TO THE FULLEST EXTENT APPLICABLE LAW PERMITS SUCH LIMITATION.
3. Client agrees that Avantgarde Media Inc's entire liability, and Client’s exclusive remedy, with respect to use of the Services, performance and acts (or inaction) by Avantgarde Media Inc, Client’s use of the Software, and any breach of this Agreement is solely limited to (and in no event shall exceed under any legal or other theory of recovery) the amount paid to Avantgarde Media Inc to use the specific part of the Services giving rise to said liability. In states that do not allow the exclusion or limitation of liability for consequential or incidental damages Avantgarde Media Inc's liability is limited to the extent permitted by law.


VIII. Liability and Indemnification
1. Client agrees that Avantgarde Media Inc shall not be liable for any direct, indirect, incidental, consequential or other damages resulting in any way from Client’s use, or inability to use, any Services or Software provided by Avantgarde Media Inc. (see Paragraph 3 of Section IV). Client agrees to indemnify, defend, release, and hold Avantgarde Media Inc, its Affiliates, Agents, Resellers and Licensors, harmless from and against all liabilities, claims, damages, and expenses, including attorney’s fees, resulting or alleged to result in any way from (1) Client’s use of, or inability to use, any Services or Software provided by Avantgarde Media Inc, or in anyway directly or indirectly related to any Services, (2) the posting or transmission of any content by or through Client’s account of the Services being provided, (3) Client’s violation of the Terms of this Agreement.
2. Client agrees that Avantgarde Media Inc has the right, but not the obligation, to assume the exclusive defense and control of any matter otherwise subject to indemnification by Client pursuant to Paragraph 1 of this section IX. In such event, Client shall have no further obligations pursuant to Paragraph 1 of this section IX.


IX. Termination
1. Client agrees that Avantgarde Media Inc may terminate this Agreement and any Services with or without cause at any time.
2. Client agrees that Client’s only right with respect to any dissatisfaction with any (1) Agreement term, policy, or practice of Avantgarde Media Inc in the operation of or relating to any one or more of the Services; (2) of the Services; or (3) amount or type of fees or billing methods, or change therein, is to terminate this Agreement in accordance with its terms.
3. Client agrees that Avantgarde Media Inc has the right, but not the obligation, to delete all data, programs or other files on Avantgarde Media Inc's computer servers that are associated with Client’s account at the time of termination.
4. Only the person whose name is on the account is authorized to: (1) use the account or Services with the exception of authorized additional POP mail boxes which may be used by the person or entity to whom they are assigned; (2) Change User ID and/or Password; or (3) Cancel an existing account.
5. The following are non-refundable: Web Design/Publishing Fees, Domain registration fees, Static and additional IP charges, set-up fees, and telephone company or line charges.
6. Client understands and agrees that some restrictions may apply to user ID selection and password selection.
7. A breach by Client of any one or more of the Agreements shall, at Avantgarde Media Inc's option, be treated as a breach of the entire Agreement. In this event, Avantgarde Media Inc shall be under no further obligation to Client to deliver any Services. Client understands and agrees that Sections VI through and including IX of "Avantgarde Media Inc's Services Agreement" survive the termination of the Agreement.
8. Please refer to Section II of Avantgarde Media Inc's "Internet Policies" titled "Account Charges" for the procedure governing cancellation of services by Client.


X. Law
1. Client agrees that this "Agreement", which includes the "Web Hosting Supplement" and "Avantgarde Media Inc's Internet Policies" comprise the entire understanding between Avantgarde Media Inc and Client, and that together they supersede any prior agreements between Client and Avantgarde Media Inc as regards the subject matter of these agreements and Services rendered by Avantgarde Media Inc.
2. Client agrees that, if any term or part of the Agreement is held invalid or unenforceable, that part will be construed consistent with applicable law as nearly as possible to reflect the original intentions of the parties, and the remaining parts will remain in full force and effect. The Agreement will be governed by the law of New York, excluding its conflicts of law rules. Client and Avantgarde Media Inc each submit to the exclusive subject matter jurisdiction, personal jurisdiction, and venue of the courts of the State of New York.




AVANTGARDE MEDIA INC'S INTERNET POLICIES

Avantgarde Media Inc strives to provide its clients with Services free from interference by persons using the Services in an improper or unlawful manner. Avantgarde Media Inc's Internet Policies, including the following list of Prohibited Activities, are part of this Agreement. If Client restricts or inhibits any other clients' use of the Services by engaging in any of the activities prohibited below, Avantgarde Media Inc may suspend or terminate Client’s account.
Client’s use of Avantgarde Media Inc's Services must be governed by all applicable laws and regulations, including all applicable local, state, national, and international laws and regulations. In addition to other applicable laws, this includes all laws relating to copyright, trademark, obscenity, defamation, the right of privacy, false advertising, and fraud.
In addition to such laws and regulations, when using the Services, Client must make the best efforts to avoid interfering with any other person's use of the Services. Client must also ensure that Client’s use of the on-line Services is governed by the rules of proper Internet conduct.


I. Prohibited Activities and Abuse
For purposes of the Prohibited Activities, the term "information" means material of any type that can be posted or transmitted on or through any of the Services, including material in print, graphic, pictorial, video or audio form.
When using the Services:
1. Defamation.
Client agrees not to post or transmit any information in violation of any applicable law.
2. Fraud.
Client agrees not to post or transmit any fraudulent information on or through the Services. This means any information that Client knows or has reason to know is false, and that is intended for others to rely on.
3. False Advertising
Client agrees not to post or transmit on or through the Services any advertising or promotional materials that contain false, fraudulent, deceptive, or misleading statements, claims, or representations.
4. Unsolicited Advertising
Client agrees not to post or transmit any unsolicited advertising, promotional materials, or other forms of solicitation to other clients, individuals, or entities, except in those areas (e.g., a classified newsgroup) that are designated for such a purpose.
5. Copyright Violations.
Client agrees not to post or transmit on or through the Services any information that infringes another person's or entity's copyright in all or any part of the information.
6. Trademark, Service Mark, and Trade Dress Violations
Client agrees not to post or transmit on or through the Services any information that infringes another person's rights in its trademark, trade dress, or service mark.
7. Trade Secret Violations
Client agrees not to post or transmit on or through the Services any information that reveals trade secrets belonging to another person, business, service, or other entity.
8. Obscenity
Client agrees not to post or transmit any obscene or sexually explicit images or other content on or through the Services.
9. Harassment, Threats, and Abuse.
Client agrees not to use the Services to harass, threaten, abuse, embarrass, or cause distress, unwanted attention, or discomfort to any person or entity, by any means, including the use of vulgar, hateful, racially, ethnically, or otherwise objectionable information.
10. False Pretenses
Client agrees not to use the Services to impersonate any person, including but not limited to, any Avantgarde Media Inc official or any information provider, guide, or host, or communicate under a false name or a name that Client is not entitled or authorized to use in all forms of online communication, including, but not limited to, screen names, client profiles, chat dialogue, and message posting.
11. Chain Letters
Client agrees not to post or transmit chain letters, and/or letters or messages that offer a product or service based on the structure of a chain letter, on or through the Services.
12. Inappropriate Content
Client agrees not to post or transmit on or through the Services information that is patently inappropriate material, e.g., information or topics not related to the topics focused on by the participants in a particular news group or mailing list.
14. Disruptive Activities
Client agrees not to use the Services to disrupt the normal flow of online dialogue, or otherwise act in a manner that negatively affects other Clients, users, individuals, or entities.
15. Violations of Service Providers' Rules
Client agrees not to use the Services to violate any operating rule, policy, or guideline of any other online service provider or interactive service.
18. Systems Abuse
Client agrees not to abuse Avantgarde Media Inc's system by causing any harm to the system so that it inhibits other users' ability to effectively use the system.
19. Spam
Client agrees not to post or cross post any unwanted Email to newsgroups or individuals, regardless of content.

II. Account Charges
1. Client agrees that account charges are payable under all circumstances IN ADVANCE for the term pricing was based upon (e.g. - month to month, six months or yearly). If Client terminates the account, Avantgarde Media Inc reserves the right to retain and/or collect all fees owed through the end of the contract term even if same are for services not rendered prior to termination.
To terminate an account Client must submit a cancellation request available on Avantgarde Media Inc’s website at www.profolio.us/cancel.aspx. Cancellations must be submitted no less than forty eight (48) hours before the end of the current billing cycle to be effective by the end of the current billing cycle. Accounts cancelled less than 48 hours before the end of the current billing cycle will incur charges for the following billing cycle.
If Client terminates the account before the end of term, Avantgarde Media Inc has the further right to recalculate all fees paid to date using the shorter term to calculate billings and, as the case may be, either refund the overpayment or bill any additional fees due. The refund will be prorated provided that there are no additional surcharges due. If the account is terminated by Avantgarde Media Inc because of violations of Avantgarde Media Inc's Internet Policies, Client will not be entitled to a prorated refund, such forfeiture being agreed to Client and Avantgarde Media Inc as liquidated damages and not as a penalty. Any discounts received on 12 months pre-paid plans will be deducted from the refund if the plan is cancelled before the end of the 12 months.
2. Client is solely responsible for all activities and charges associated with Client’s account and confidentiality of all passwords. If any unauthorized charges are made on or through the account, Client is responsible for such charges and will continue to be responsible for all charges incurred up to the time Client notifies Avantgarde Media Inc of a breach of security by calling Avantgarde Media Inc at 1.866.622.HOST and Client’s password is changed. Please be advised that the Contact Person or Owner of the Avantgarde Media Inc Account is solely responsible for activities conducted through, on or with their Avantgarde Media Inc Account. If Client, or someone to whom Client has given access to the account, violates the Avantgarde Media Inc Services Agreement, Client’s account will be canceled.
3. Paying by credit card expressly authorizes Avantgarde Media Inc to charge the credit card account number associated with Client’s Account for any account surcharges and additional charges that Client incurs on the account. Client reauthorizes Avantgarde Media Inc to charge the designated credit card account each time Client uses the Services and/or for each new term. This authorization will remain valid until terminated by notice to Avantgarde Media Inc. It is expressly understood and agreed that the term for Services will automatically renew for a similar term until such time as Client notifies Avantgarde Media through the cancellation form on its web site of the intention not to renew. This notice shall be given prior to the start of the next billing cycle. Avantgarde Media Inc may immediately terminate Client’s account, in Avantgarde Media Inc's sole discretion, in case of Client’s declined credit cards, returned checks, or any other non-payment of account charges with the understanding, however, that Client remains fully liable to Avantgarde Media Inc for all charges incurred by Avantgarde Media Inc due to said declines, returned checks, etc.
4. A billing cycle will begin on the date Client purchases the Services and will continue for one month from that date. A new billing cycle will begin on the anniversary date of the day of the month on which Client purchased the Services. It may be necessary, however, for Avantgarde Media Inc to change billing cycles from time to time. In said instances, account charges will be prorated in accordance with the new billing cycle.
5. If Client pays other than by credit card, account charges are due on Client’s receipt of an invoice, and payment of account charges must be received by Avantgarde Media Inc prior to the first day of each billing cycle. Client’s account will be considered to be in default if payment of any account charges is not received within fourteen (14) days after the date of the invoice. If Client’s account is still unpaid thirty (30) days after the date of the invoice, the Services may be interrupted or terminated without further notice.
6. If any instrument received in payment is returned to Avantgarde Media Inc unpaid, Client’s account will be considered to be in default, and in addition to the amount due, a service fee of $15.00 will be applied to all checks returned for Non Sufficient Funds (NSF). Client must continue to pay any monthly account charges, even if Client’s account is canceled or interrupted for non-payment. Only Client’s request to terminate the account by submitting a cancellation request on Avantgarde Media Inc’s web site will relieve Client’s obligation to pay any monthly account charges.
7. Accounts in default are subject to an interest charge of 1.5% per month, or the maximum allowable rate under state law. In case of default on Client’s account Client agrees to pay Avantgarde Media Inc its reasonable expenses, including attorneys' fees and collection agency fees, incurred in enforcing Avantgarde Media Inc's rights under Avantgarde Media Inc's Internet Service Agreement.


III. Complaint Response Procedures
Avantgarde Media Inc's dedication to customer service means that Avantgarde Media Inc takes seriously and responds to all complaints about its clients' use of the Services, including both complaints by Avantgarde Media Inc's clients and complaints by other Internet users. Avantgarde Media Inc endeavors to respond to any complaint that involves online activities that are Prohibited Activities under Avantgarde Media Inc's Internet Policies.
Complaints may be submitted by e-mail (abuse@profolio.us), fax, or mail.


IV. Avantgarde Media Inc's Referral Program
If Client refers a new client to Avantgarde Media Inc who directly resulting from the referral subscribes to Avantgarde Media Inc's on-line Internet services, Client is entitled to a "Referral Credit" of $10. Earning this credit requires all of the following: (1) At the time of initial sign-up, the new client clearly states that he was referred by existing Client and gives this Client’s domain name; (2) neither the new client nor a member of Client’s household previously has had an account with Avantgarde Media Inc; (3) Client must be in good standing with Avantgarde Media Inc which includes compliance with the Services Agreement and a paid up account; and (4) The new client actually subscribes to Avantgarde Media Inc and maintains a paid up to date Internet Service account for at least six months.

V. Avantgarde Media Inc's Affiliate Program
Clients and Non-Clients can apply to become affiliates of profolio.us by signing up with Avantgarde Media Inc’s Affiliate Program at www.profolio.us/affilitateform.aspx. Avantgarde Media Inc fully reserves the right to accept or reject such application. Accepted Affiliates may download any of the banners provided on profolio.us. Affiliates must only use banners and links provided for downloading on profolio.us.

If a new client subscribes to Avantgarde Media Inc’s on-line Internet services directly resulting from the Affiliate’s referral or link to profolio.us, Affiliate is entitled to an "Affiliate Credit" of $10. Earning this credit requires all of the following: (1) the new client accesses profolio.us through a link on Affiliate’s website or through a link in Affiliate’s email; or at the time of initial sign-up, the new client clearly states that he was referred by Affiliate and gives Affiliate’s ID; (2) neither the new client nor a member of the new Client’s household previously has had an account with Avantgarde Media Inc; (3) if Affiliate is also a Client of Avantgarde Media Inc he must be in good standing with Avantgarde Media Inc which includes compliance with the Services Agreement and a paid up account; and (4) The new client actually subscribes to Avantgarde Media Inc and maintains a paid up to date Internet Service account for at least two months; Affiliate complies with the terms and conditions set out below.
Affiliate’s account will be credited two months after the new client first signed up. Client also earns a second tier credit of 5% of the Affiliate Credit earned by the new client he has referred. If Affiliate is also a Client of Avantgarde Media Inc’s Internet Services and has outstanding balances on his Internet Services account, the Affiliate’s credit will be credited to Client’s Service account to cover any debt to Avantgarde Media Inc. Once the balance in Affiliate’s account reaches a threshold of $50, Affiliate will be paid the full amount in Affiliate’s account by check.

Affiliate agrees to the following Terms and Conditions:
1. Avantgarde Media Inc may reject your application for an Affiliate account if it deems your site or business to be incompatible with Avantgarde Media Inc’s site. Grounds for rejection include, but are not limited to, unsuitable content on Affiliate’s site such as: (1) sexually explicit content; (2) content promoting violence; (3) content promoting discrimination based on race, sex, religion, nationality, disability, sexual orientation or age; (4) content promoting illegal activities
2. Affiliates will be solely responsible for the development, operation and maintenance of your site and for all materials that appear on your site. Affiliate’s responsibilities include, and are not limited to (1) technical operation of Affiliate’s website; (2) Maintenance of any links to Avantgarde Media Inc’s site profolio.us and verification of their validity; (3) Making sure that all material on Affiliate’s site are appropriate and accurate; (4) Verifying that material on Affiliate’s site does not violate or infringe on the rights of any third party (ex. Copyrights, trademarks, privacy or other personal or proprietary rights); (5) Ensuring that materials on Affiliate’s site are not libelous or otherwise illegal. Avantgarde Media Inc disclaims all liability for any of these matters. Furthermore, Affiliate will indemnify and hold harmless Avantgarde Media Inc from all claims, damages and expenses (including, without limitation, attorneys’ fees) relating to the development, operation, maintenance and contents of Affiliate’s site.
3. The terms of the affiliate program will begin upon acceptance of Affiliate’s application and will end when terminated by either party. Either party may terminate the Affiliate agreement at any time, with or without cause, by giving the other party written notice of termination. Upon the termination of this agreement for any reason, you will immediately cease use of, and remove from your site, and all Avantgarde Media Inc trademarks, trade dress and logos, and all other materials provided by or on behalf of Avantgarde Media Inc for this program. Avantgarde Media may modify any of the terms and conditions in this agreement, at any time and in its sole discretion. Modifications may include, for example, changes in the scope of available referral fees, referral fee schedules, payment procedures and program rules. If any modification is unacceptable to you, your only recourse is to terminate this agreement. Affiliate’s continued participation in the program following our posting of a change notice or a new agreement on our site will constitute binding acceptance of the change.
4. Avantgarde Media Inc will not be liable for indirect, special or consequential damages (or any loss of revenue, profits or data) arising in connection with this agreement, even if Avantgarde Media Inc has been advised of the possibility of such damages. We make no express or implied warranties or representations with respect to the program or any products sold through the program. In addition, we make no representation that the operation of our site will be uninterrupted or error-free, and we will not be liable for the consequences of any interruptions or errors.
5. Affiliate acknowledges to have read this agreement and agrees to all its terms and conditions. Affiliate understands that Avantgarde Media Inc may at any time (directly or indirectly) solicit customer referrals on terms that may differ from those contained in this agreement or operate web sites that are similar to or compete with Affiliate’s web site. Affiliate has independently evaluated the desirability of participating in this program and is not relying on any representation, guarantee or statement other than is set forth in this agreement.

VI. Avantgarde Media Inc's Reseller Program
Avantgarde Media Inc offers Resellers such as web developers discounted rates on Hosting Plans for their clients. Any accounts must be in the name of Reseller, and Reseller is solely responsible for any account charges. The discount rate will be proportional to the amount and value of accounts held by Reseller with Avantgarde Media Inc. A minimum number of accounts must be held before discounts apply. Information regarding discount rates can be obtained by calling Avantgarde Media Inc at 1.866.622.HOST.

WEB HOSTING SUPPLEMENT

In addition to the terms and conditions set forth in "Avantgarde Media Inc's Services Agreement", "Avantgarde Media Inc's Internet Policies", which set forth the rights, obligations, and limitations that apply to the Avantgarde Media Inc Services and products used by Client (including the herein Web Hosting Services), the following Terms and Conditions are specific to Avantgarde Media Inc's Web Hosting and Streaming Services and are in addition to those set forth in the above three agreements:

I. Definitions
1. Web Space - "Web Space" shall be defined as a certain number of megabytes ("MB") of storage accessible by means of an Internet connection supplied by Client to Avantgarde Media Inc, which storage is an electronic logical organization of information in an information storage facility (referred to as "Server,") which Server is maintained by Avantgarde Media Inc for the electronic display and publication of its Content via the Internet.
2. Content - "Content" shall be defined as any and all information presented in Client’s Web Space including without limitation, text, graphics, video, audio and links.
3. Traffic - "Traffic" (also referred to as Bandwidth) is the volume of information which is electronically passed between the Web Space and any user on the Internet (including, but not limited to, Client, Client’s clients and potential clients, and viewers of Client’s site or streamed media) as measured in MB.
4. FTP - "FTP" represents the File Transfer Protocol, which is the standard process for a party to access the information stored in the Web Space, or add additional information thereto.


II. Service
1. Avantgarde Media Inc shall make available Web Space accessible by means of an Internet connection that is available for access by Client and other users of the Internet except at such times that the service of Avantgarde Media Inc is inaccessible due to equipment or service malfunction, upgrade activities, system backup activities or any other related maintenance procedures which Avantgarde Media Inc is required to complete from time to time. Avantgarde Media Inc shall make reasonable efforts to perform voluntary maintenance activities at times of lowest system usage.
2. Avantgarde Media Inc reserves the right, without any obligation to do so, to: (1) review any material stored in Client’s Web Space including, without limitation, any and all files to which other users have access and (2) edit or remove any material that it believes may be unlawful, or that which is not in compliance with the standards set forth herein.
3. Avantgarde Media Inc makes no guarantees as to the continuous availability of the Service or any specific feature of the Service. Avantgarde Media Inc reserves the right to change the Service or any of its features at any time with or without notice.


III. Fees and Account Surcharges
1. Client is responsible for paying any and all fees and charges that are not outlined in this Agreement. Such fees and charges shall include, but are not limited to, the fees for connectivity, design services, including any and all third parties whose materials are included as Content in Client’s Web Space.
2. Upon exceeding the monthly Disk Space allowance allocated to Client’s Web Space, surcharges will be automatically applied to Client’s account at the rate applicable under Client’s Service Plan for additional usage over Client’s monthly Disk Space allowance.
3. Upon exceeding the monthly Traffic allowance allocated to Client’s Web Space, volume surcharges will be automatically applied to Client’s account at the rate applicable under Client’s Service Plan (or portion thereof) for any Traffic over the monthly Traffic allowance.
4. Current prices for Avantgarde Media Inc services are posted at http://www.profolio.us. These prices may also be obtained by calling 1.866.622.HOST. Avantgarde Media Inc reserves the right to change prices (including those set forth in this Web Hosting Supplement) and institute new fees. Avantgarde Media Inc may change rates or institute new charges at any time upon prior notice.


IV. Use of the Service
1. Client shall utilize sufficient protection necessary for security of data input and output, including the establishment of external means for the recovery of missing data.
2. Client is responsible for maintaining the confidentiality of passwords used by Client, members of Client’s household, or consultants.
3. Email and other transmission transmitted over the Internet are, in many cases, not secure, and Avantgarde Media cannot guarantee the protection or privacy of any information. Client understands that private and confidential information should not be placed on the Internet
4. Client is solely responsible for preparing Content for placement on the Web Space.
5. Client is solely responsible for any liability which may be incurred due to any Content or material to which users can link from Client’s Web Space. In addition, Client is solely liable for any goods or services sold to users of Client’s Web Space.
6. Except for software and hardware owned by Avantgarde Media Inc, Client is responsible for providing and maintaining all equipment and other software necessary to access the Service.
7. Client agrees not to use the Service or permit others to use the Service in any way that violates any law or regulation; subjects Avantgarde Media Inc to liability; or is in contravention of Avantgarde Media Inc's Internet Services Agreement or Avantgarde Media Inc's Internet Policy. Client agrees to comply with all Avantgarde Media Inc security procedures and standards and to be bound by the Terms and Conditions of the End User License Agreement for any software provided to Client.

V. Monitoring and Client Information
1. Avantgarde Media Inc has no obligation to monitor the Service but may do so and may disclose information regarding Client’s use of the Service to satisfy laws, regulations or governmental requests; to operate the Service properly; and, to protect itself and its members. However, Avantgarde Media Inc will not disclose member information to outside persons or entities for the purpose of soliciting Avantgarde Media Inc members.
2. Although Avantgarde Media Inc has no obligation to do so, Avantgarde Media Inc may, in its sole discretion, remove or refuse to post any information or materials, in whole or in part, which are unacceptable, undesirable or in violation of this
Agreement.

VI. No Warranty
In addition to Section VII of the Avantgarde Media Inc Services Agreement, which agreement is incorporated herein in full as set forth above, the following additional paragraphs apply:

1. Client assumes full responsibility and risk for use of the service and the Internet by Client, Client’s authorized users, and customers. The Service is provided on an "as is" and "as available" basis. Avantgarde Media Inc does not warrant that the service will be uninterrupted or error-free or that any information, software or other material accessible via the service is free of viruses, worms, Trojan horses, or other harmful components. Avantgarde Media Inc makes no express or implied warranties, representations or endorsements including, but not limited to, warranties of title, non-infringement or implied warranties of merchantability or fitness for a particular purpose regarding any merchandise, information or service provided through Avantgarde Media Inc or on the internet generally. No advice or information given by Avantgarde Media Inc, its employees, affiliates or contractors shall constitute a warranty.
2. Avantgarde Media Inc shall not be liable for any costs; loss of sale(s); loss of business opportunity; loss of benefits from advertising, marketing or promoting; or damages arising directly or indirectly from use of the Service or the failure of the service even if caused by Avantgarde Media Inc. Client is solely responsible to evaluate the accuracy, completeness, usefulness, and functionality of all Content used for Client’s site or streaming media and hosted by Avantgarde Media Inc; and all opinions, advice, services; and other information, and the quality and merchantability of all services provided by Avantgarde Media Inc.
3. Under no circumstances shall Avantgarde Media Inc, its employees, affiliates or contractors be liable for any direct, indirect, incidental, special, punitive, or consequential damages that result in any way from: (1) use of Client’s account or the service; (2) Client’s inability to use the account or service; (3) Client’s inability to sell, advertise, promote, or market Client’s goods or services; (4) Client’s inability to access the internet or any part thereof; (5) Client’s reliance on the Services; (6)
mistakes, omissions, interruptions, deletion of files, errors, defects, delays in operation or transmission, or any failure of performance even if caused solely by Avantgarde Media Inc.