Terms of Use

Welcome to Mobile Monopoly Blueprint! In order for us to present you with our membership and related content, is important that we incorporate certain legal guidelines we ask that you follow as you enjoy Mobile Monopoly Blueprint.

What is Mobile Monopoly Blueprint?

Mobile Monopoly Blueprint is a members-only service brought to you by Adasim, Inc. ("Adasim"). Once you obtain your membership, you will obtain access to our opinion reflective of content, which may include videos and articles, documents, and other content ("Tools") that may be used for the limited purpose of advertising, marketing, and providing certain advertising-related services to third party individuals or businesses ("Field of Use"). The product does not include any software or tools as part of the service and we reserve the right to include or exclude any access to software mentioned as part of the training program.

Please read this Terms of Use Agreement (the "Terms of Use") carefully, as it constitute a legally binding agreement and applies to your use of www.mobilemonopolyblueprint.com (the "Site") and the content, resources, or software services provided to you as a member of Mobile Monopoly Blueprint ("MMB"), whether you are accessing MMB via a personal computer, a wireless or mobile device or any other technology or device now known or hereafter developed or discovered (each, a "Device"). MMB is brought to you by Adasim, Inc. and its affiliates ("we", "our" or "us"), and as used herein, the term "MMB" includes all: (a) websites and web pages within the Site, as well as any equivalent, mirror, replacement, substitute or backup websites and web pages that are associated with the Site; and (b) all products, applications, features, functionality and services offered by MMB, including, videos, handouts, marketing resources, software, third party links, third party products or services, presentations, as well as all other content available to users upon their login in the Site. These Terms of Use govern only the Site, and the content, features, and activities made available by MMB, and do not cover other websites or any corresponding content, features, and activities made available by any other company, even if URLs or hyperlinks to such websites are provided on the Site.

These Terms of Use apply to all users of the Site and MMB (referred to herein as "User", "you" or "your"), and by using this Site or MMB, you understand, acknowledge and agree that you shall comply with the terms and conditions of these Terms of Use and any additional terms and conditions that govern certain MMB services. MMB's Privacy Policy, End User License Agreement, and any other additional terms are hereby incorporated into these Terms of Use by reference. To the extent that there is a conflict between these Terms of Use anything else stated within MMB or the Site, these Terms of Use shall govern.

1. Eligibility.

By using MMB, you represent, warrant and covenant that: (a) you are 18 years of age or older, or if you are a minor, you have obtained your parent or guardian's consent to use MMB in accordance with these Terms of Use; (b) your use of MMB does not violate any applicable law, rule or regulation; and (c) all registration information you submit is truthful and accurate and that you shall maintain and promptly update the accuracy of such information. If you provide information that is untrue, inaccurate, not current or incomplete, or we suspects that such information is untrue, inaccurate, not current or incomplete, we have the right to suspend or terminate your registration (in whole or in part) and refuse any and all current or future use of MMB (or any portion thereof), in Our sole discretion. If you reside outside of the United States of America (the "U.S."), you further acknowledge and agree that MMB is operated exclusively from, and is being provided solely in accordance with, the laws of the U.S., and the laws of the U.S. may differ from those of your particular jurisdiction(s). Please ensure that you are comfortable with these differences before accessing and using MMB.

YOU HEREBY ACKNOWLEDGE AND AGREE THAT YOU MAY NOT USE MMB, OR ANY CONTENT PROVIDED THEREIN IN ANY MANNER THAT INFRINGES THE INTELLECTUAL PROPERTY RIGHTS OF ANY THIRD PARTIES. THIS INCLUDES PATENTS, COPYRIGHTS, TRADEMARKS, AND TRADE SECRETS OF ANY PARTY WHETHER IN THE UNITED STATES OR ANY OTHER COUNTRY. WE DO NOT PROVIDE YOU WITH ANY INTELLECTUAL PROPERTY CLEARANCES AND YOU UNDERSTAND THAT YOUR DECISION TO USE THE MATERIALS PROVIDED BY MMB AS PART OF YOUR BUSINESS MAY NOT BE USED TO HOLD ADASIM JOINTLY OR SEVERALLY LIABLE FOR ANY INTELLECTUAL PROPERTY INFRINGEMENT CLAIMS. WE ADVISE THAT YOU CONSULT AN ATTORNEY BEFORE COMMENCING WITH PROVIDING ANY BUSINESS AND BUSINESS SERVICES TO ENSURE THAT YOUR ACTIONS DO NOT VIOLATE ANY THIRD PARTY INTELLECTUAL PROPERTY RIGHTS. SHOULD WE FACE ANY CLAIMS FOR LIABILITY ARISING OUT OF YOUR USE OF MMB, YOU SHALL BE OBLIGATED TO INDEMNIFY US PER SECTION 15 OF THIS AGREEMENT BELOW. YOU HEREBY ACKNOWLEDGE THAT YOU MAY NOT HOLD MMB OR ADASIM LIABLE FOR ANY LIABILITY YOU MAY INCUR OUT OF YOUR USE OF MMB TO INFRINGE ON THE INTELLECTUAL PROPERTY RIGHTS OF THIRD PARTIES.

2. Modifications.

We may modify these Terms of Use from time to time, and at any time, without notice to you, for any reason, in our sole discretion, and each such modification shall be effective upon posting on the Site. We recommend that you check back frequently and review these Terms of Use regularly so you are aware of the most current rights and obligations that apply to you.

3. Term.

These Terms of Use, and any posted revision or modification thereto, shall remain in full force and effect while you use or are registered for MMB. You may terminate your use of or registration to MMB at any time, for any reason by notifying us in writing and closing your account. If you breach any of the terms contained in this Terms of Service, the Privacy Policy, the End User License Agreement, or any additional terms ("Breach"), we may terminate your use of or registration to MMB at any time, for any or no reason, with or without prior notice or explanation, and without liability or obligation to you or any third party. Even after your registration is terminated, your obligations under these Terms of Use, the Privacy Policy, the End User License Agreement, and any additional terms, including, without limitation, any indemnifications, warranties and limitations of liability, shall remain in effect. If we terminate your membership due to your Breach, you will not be entitled to a refund.

4. Fees.

A. Membership Fees.

MMB is initially provided to you in exchange for a membership fee. The amount of the fee is set forth in the payment screen which you see upon your signing up to MMB. You understand that in order for you to gain access to MMB, you must remit the entirety of the membership fee.

Although we may provide you with an opportunity to submit your membership fee under a payment plan, and may provide you with certain limited access to MMB while you are making your payments under the payment plan, we are not obligated to provide you with access to MMB until the entire membership fee has been paid. If you are on a payment plan and discontinue your payments, we will discontinue providing you with any access to MMB until the fee is paid in full.

Please note that your membership fees are paid to us in exchange for our educational content and opinion of certain goods, or services that may deem to be useful in mobile marketing. Although we may choose to provide you with access to certain goods or services, we are not obligated to do so and such access may change from time to time as we see fit. You are paying for our opinion. However, please note that this is only our opinion and we do not represent it as fact. No specific Tools are guaranteed, and may be changed without warning as deemed fit in our sole discretion.

Should you be unsatisfied with MMB, you may receive a full refund of your Membership Fees within thirty (30) days of your sign-up date. Once thirty (30) days pass, you will no longer be entitled to a refund of any portion of your Membership Fee.

B. Additional Products and Services.

Additional products or services may be offered to you through MMB for additional fees. You acknowledge that such additional products and services may only become available to you upon your submission of these fees. Such fees are non-refundable.

Charges for Using the Mobile Monopoly Blueprint Service

After initial payment for Mobile Monopoly Blueprint, members receive: (1) 5 Free Advertiser accounts for three months - This includes one hosted Mobile Website per Advertiser. (2) 20 Free Keywords for three months. (3) 2000 Free Text Messages good until used (even after three months).

After three months members are charged: (1) Each Advertiser in your account: $10 per month - This includes one hosted Mobile Website per Advertiser. (2) Each Keyword in your account: $10 per month. (3) Each Extra Premium Mobile Website in your account (after the first free Mobile Website per Advertiser) : $10 per month. (4) Any text messages beyond the first 2000 Free Text Messages: $0.03 each - Good until used (do not expire).

Your card will be automatically charged for these services after the 3 month trial is over. You can have future payments canceled by emailing support@mobilemonopolyblueprint.com before the payments have been made.

C. Outstanding Bills

If you have an outstanding bill on your account, you have until the 21st of every month or 10 days-whichever comes later-to make a payment or arrange a special payment plan with us to pay it off. If you do not pay your bill before the 21st of every month or within 10 days of it being issued, all of your advertiser accounts and premium mobile websites will be deleted, but your account will remain in the Mobile Monopoly Blueprint system for when you want to continue.

Billing Support:

If you have any questions regarding billing, our phone support is ready to help you - 800-478-1068 or you can email us at support@mobilemonopolyblueprint.com

5. Content and Use.

The Tools provided to you by MMB may contain content in various forms including documents, presentations, videos, software, informational articles, and references to third party services. The Tools may contain proprietary content that we produce as well certain third party goods and services that we deem to be useful within the Field of Use. These Tools are provided to you while you remain a member of MMB. Once your membership is terminated, you will lose 4

access to these Tools. While specific Tools may be available at one time or another for use within MMB, we do not guarantee or promise that any specific Tools will remain available. We may, in our sole discretion, choose to disable access to certain Tools, or change the manner in which certain Tools may be used. Similarly, we may choose to add certain Tools from time to time as we deem fit in our sole discretion.

If you choose to use the software products provided to you by MMB, you must abide by the software End User License Agreement, which is hereby incorporated into this Terms of Service and made a part hereof.

A. Proprietary Content. We may choose to provide you with certain Tools that we developed for use within the Field of Use ("Proprietary Tools"). You are hereby granted a non-exclusive, non-transferrable, non-assignable, revocable limited license to use Proprietary Tools within the Field of Use. We do not guarantee that any success or income will be derived by using Proprietary Tools. Any unauthorized use of this content will subject your membership to termination. Proprietary Tools may be provided to you at no cost, or may come at an additional cost to be determined within our sole discretion.

1.) Educational videos are for your personal use only. They may not be recorded or retransmitted without our prior written consent.

2.) Educational handouts are for your personal use only. They may not be resold or repackaged without our prior written consent.

3.) Any "business resources" that may be provided to you are for exemplary purposes only. The decision to use these resources is within your discretion. If you choose to use them. You acknowledge that you may not hold MMB or Adasim liable for any consequences that may follow from your use of such resources.

4.) "One-on-one coaching services" may be obtained for an additional fee. Any such coaching services are for educational purposes only and do not guarantee any increased income or business success rate. For 12 week long coaching sessions, you may only reschedule up to two (2) coaching sessions. If you attempt to cancel or reschedule any coaching sessions beyond the permitted two (2) sessions, you will forfeit your right to such sessions without refund or any other remuneration from us.

B. Third-Party Content. We may choose to provide you with references to certain Tools provided by unrelated or related third parties ("Third Party Tools"). By referencing these tools in MMB, we do not guarantee that any success or income will be derived from use of Third Party Tools. While we may deem these Third Party Tools to be useful for one purpose or another, we recommend that you investigate these Third Party Tools for yourself before you determine whether you want to use them. You acknowledge that your decision to use any Third Party Tools is your decision alone, and you hereby acknowledge that you will not seek to hold MMB, Adasim, or any of Adasim's officers, shareholders, or directors liable out of your decision to use, or use of, any Third Party Tools. Please note that we are not responsible for the performance of any Third Party Tools. To the extent that you may experience problems with the performance or accessibility of any Third Party Tools, we ask that you contact the party that provides this content with any inquiries or concerns. Third Party Content may contain information or material that some people may find inappropriate or offensive. These other sites are not under the control of Adasim. and you acknowledge that Adasim is not responsible for the accuracy, copyright compliance, legality, decency, or any other aspect of the content of such content. The inclusion of such a link does not imply endorsement of the site by or any association with its operators.

C. User Generated Content. You are solely responsible for your conduct and any content you generate on MMB as described further in Section 9 below. MMB has a set of restrictions on the content you can generate. These restrictions are designed to make participation on MMB a good experience for everyone. You agree to refrain from submitting any pornographic, offensive, illegal, or otherwise objectionable content. We reserve the right to investigate and take appropriate legal action against anyone who, in our sole and reasonable discretion, violates, or is suspected of violating, this Section 5, including, without limitation, reporting you to law enforcement authorities. Further, you acknowledge, consent and agree that we may access, preserve and disclose your account and registration information and any other content or information if required to do so by law or if based on a good faith belief that such access, preservation or disclosure is reasonably necessary to: (i) comply with the legal process; (ii) enforce these Terms of Use; (iii) respond to claims that any content or information violates the rights of any third party; (iv) respond to your requests for customer or technical service; or (v) protect the rights, property or personal safety of MMB, its Users or any third parties.

Mobile Monopoly Blueprint Text message (SMS) Service
To opt in or subscribe to Mobile Monopoly Blueprint, you can register by sending a text message* with the "keyword" advertised to 71441 and we'll guide you through the process from your mobile phone. Message & Data Rates May Apply to all text messages sent to or from the Mobile Monopoly Blueprint text message service. For more information, check your mobile phone service plan or visit your carrier's website.

After you install the Mobile Monopoly Blueprint application and/or register for the Mobile Monopoly Blueprint service, all further SMS text messages will be sent strictly on an opt-in basis. If you have opted in to receive text messages, you can still choose to opt out at any point thereafter.

To opt out from our text message service, send a text message with the word STOP to 71441 from your mobile phone and we will unsubscribe you from our text message service. You will not receive any additional text messages until you re-register on our website or via your mobile phone.

To get help with the Mobile Monopoly Blueprint text message service, you may email us at support@mobilemonopolyblueprint.com or 800-478-1068.

You can also request our contact information from your mobile phone at any time by sending a text message with the word HELP to 71441.

* coupons may not be available on all mobile devices.

List of carriers supported by Mobile Monopoly Blueprint:
AT&T
Sprint/Nextel
Verizon Wireless
U.S. Cellular
T-Mobile
Cellular One Dobson
Cincinnati Bell
Alltel
Virgin Mobile USA
Cellular South
Unicel
Centennial
Ntelos
Metro PCS

Coupon Providers
Mobile Monopoly Blueprint is not responsible for evaluating or examining the individuals, companies or businesses offering the coupons obtained through the Mobile Monopoly Blueprint service. Mobile Monopoly Blueprint is not responsible for the content, offers, programs or policies of such individuals, companies or businesses, including, without limitation, your redemption of such offers or refusal to honor any offer. Further, Mobile Monopoly Blueprint is not responsible for any issues arising from the products or services purchased or received from the coupons. Your dealings with the third parties providing the coupons are solely between you and the applicable third party.

6. Proprietary Rights.

A. We own, solely and exclusively, all right, title and interest in and to MMB and all content contained and/or made available on, through or in connection therewith, other than Third Party Content (the "Content"), and all such Content is protected, without limitation, under U.S. Federal and State, as well as applicable foreign laws, rules, regulations and treaties. The term "Content" includes, without limitation, all video (and the sound recordings embodied therein), artwork, photographs, illustrations, graphics, logos, copy, lyrics, text, computer code, data, user interfaces, visual interfaces, information, materials, and all copyrightable or otherwise legally protectable elements of MMB, including, without limitation, the design, selection, sequence, look and feel, and arrangement of MMB, and any copyrights, trademarks, service marks, trade names, trade dress, patent rights, database rights and/or other intellectual property and/or proprietary rights therein (including with respect to any content contained and/or made available in any advertisements or information presented to you via the Site). Unless the context clearly requires otherwise or we explicitly set forth in writing, the term "MMB" includes "Content" as well.

B. Except as explicitly provided herein, you may not use MMB's name, trademarks, service marks or any other intellectual property MMB in any manner whatsoever to suggest association or affiliation with or endorsement by us or MMB without our express prior written consent, which we may withhold at our sole discretion.

C. MMB is to be used solely for your non-exclusive, non-assignable, non-transferable and limited personal use within the "Field of Use" and for no other purposes. For the 6

purpose of this section "Field of Use" means advertising, and providing to third party businesses, the mobile-related goods and services recommended by MMB. You must not alter, delete or conceal any copyright, trademark, service mark or other notices contained in MMB or the Site, including, without limitation, notices on any Content you transmit, display, print, stream or reproduce from the Site. Except as expressly authorized by us, you shall not, nor shall you allow any third party (whether or not for your benefit or otherwise) to, reproduce, modify, create derivative works from, display, perform, publish, distribute, disseminate, broadcast or circulate to any third party (including, without limitation, on or via a third party website or platform), or otherwise use, any Content without our express, prior written. Any unauthorized or prohibited use of any Content may subject you to civil liability, criminal prosecution, or both, under applicable federal, state, local laws, or applicable foreign laws, rules, regulations and treaties. We require users to respect our copyrights, trademarks, and other intellectual property rights and we shall aggressively enforce such rights to the fullest extent of the law, including seeking criminal prosecution. We likewise respect the intellectual property of others. If you believe that MMB contains elements that infringe your copyrights, please follow the procedures set forth in Section 7 below.

7. Digital Millennium Copyright Act.

A. If you are a copyright owner or an agent thereof and believe that any content on MMB infringes upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act ("DMCA") by providing our Designated Agent (as set forth below) with the following information in writing (see 17 U.S.C. 512(c)(3) for further details):

A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works on the Site are covered by a single notification, a representative list of such works on the Site;
Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled and information reasonably sufficient to permit us to locate the material;
Information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if applicable, e-mail address;
A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent or the law; and
A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

Written notification of claimed infringement must be submitted to the following Designated Agent:
Mobile Monopoly Blueprint Copyright Agent
ADASIM INC,
10866 Washington Blvd. #320,
Culver City, CA 90232, USA.
Email address: Copyright@mobilemonopolyblueprint.com

For clarity, only DMCA notices should be sent to the Designated Agent and any other feedback, comments, requests for technical support, and other communications should be directed to our customer service personnel by sending an email to support@ mobilemonopolyblueprint.com You acknowledge and agree that if you fail to comply with all of the requirements of this Section 7, your DMCA notice may not be valid.

B. We reserve the right to remove any and all content that we reasonably perceive to infringe another' s copyrights. However, if you believe that your content which was removed (or to which access was disabled) is not infringing, or that you have the authorization from the copyright owner, the copyright owner's agent, or pursuant to applicable law, to make such content available to us for use on MMB, you may send a counter-notice containing the following information to our Copyright Agent:

Your physical or electronic signature;
Identification of the content that has been removed or to which access has been disabled and the location at which the content appeared before it was removed or disabled;
A statement that you have a good faith belief that the content was removed or disabled as a result of a mistake or a misidentification of the content; and
Your name, address, telephone number, and, if applicable, e-mail address, and a statement that you shall accept service of process from the person who provided notification of the alleged infringement.

If a counter-notice is received by our Copyright Agent, we may send a copy of the counter-notice to the original complaining party informing that person that it may replace the removed content or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider or the User, the removed content may be replaced, or access to it restored, in 10 to 14 business days or more after receipt of the counter-notice, at our sole discretion.

C. Please note that you may be liable for damages (including attorneys' fees and other costs) if you materially misrepresent a claim that content is infringing upon your copyright. Thus, if you are not sure if material available on the Site infringes your copyright (it may be protected under exceptions to the copyright law, like fair use), we suggest that you contact legal 8

counsel before submitting any claim. We do not and cannot provide any legal guidance regarding the merits of any copyright-related claim or dispute.

8. Personal Information.

We respect your privacy and the use and protection of your personally identifiable information. In the course of your use of MMB, you may be asked to provide certain personalized information to us (such information referred to herein as "Personally Identifiable Information"). Our information collection and use policies with respect to the privacy of such Personally Identifiable Information are set forth in MMB's Privacy Policy which is incorporated herein by reference for all purposes. WE ENCOURAGE YOU TO READ THE PRIVACY POLICY, AND TO USE IT TO HELP MAKE INFORMED DECISIONS. WE FURTHER ENCOURAGE YOU TO READ THE PRIVACY POLICIES OF OUR BUSINESS PARTNERS AND/OR AFFILIATES. YOU ACKNOWLEDGE AND AGREE THAT YOU ARE SOLELY RESPONSIBLE FOR THE ACCURACY AND CONTENT OF PERSONALLY IDENTIFIABLE INFORMATION.

9. User Postings.

A. MMB may provide you and other Users with an opportunity to participate in blogs, web communities and other message, comment and communication features and may provide you with the opportunity to submit, post, email, display, transmit or otherwise make available photographs, graphics, comments, reviews, links, materials, ideas, opinions, messages and other information via the Site (each, a "User Posting", and collectively, "User Postings"). When you submit User Postings you may also be asked to provide information about you and your submission. This may include, without limitation, such things as your User ID, a descriptive title, information about the User Posting, your location and/or similar information. By submitting User Postings, you acknowledge and agree that the term "User Posting" also includes, without limitation, and refers to all of the information you submit or we may receive that is related to your User Posting.

B. You understand, acknowledge and agree that all User Postings are the sole responsibility of the person from which such User Postings originated. This means that you are solely and entirely responsible for the consequences of all User Postings that you submit, upload, post, email, display, transmit or otherwise make available. User Postings do not reflect our views and you understand that by using the Site, you may be exposed to other people's User Postings that could be offensive, indecent or objectionable, and as such, we do not guarantee the accuracy, integrity, quality or content of any User Postings. Under no circumstances shall we be held liable in any way for User Postings, including, without limitation, errors or omissions in any User Postings, or any loss or damage of any kind incurred as a result of any User Postings submitted, uploaded, posted, emailed, displayed, transmitted or otherwise made available

C. You may not submit, post, email, display, transmit or otherwise make available, in any manner, any User Posting that we deem to be an Unauthorized Posting (as defined below). We have the right, but not the obligation, to review any User Posting and to delete, remove, move, edit or reject, without notice to you, for any reason or for no reason whatsoever, any User 9

Postings, including, without limitation, any Unauthorized Postings; provided, however, that we shall have no obligation or liability to you or any third party for failure to do so or for doing so in any particular manner. As used herein, the term "Unauthorized Posting" means any User Posting that is or may be construed as violating any of the terms and conditions of these Terms us, as determined in our sole discretion.

D. In connection with all User Postings you submit, post, email, display, transmit or otherwise make available, you grant us the unqualified, unrestricted, unconditional, unlimited, worldwide, non-exclusive, irrevocable, perpetual and royalty-free right, license, authorization and permission, in any form or format, on or through any media or medium and with any technology or devices now known or hereafter developed or discovered, in whole or in part, to host, cache, store, maintain, use, reproduce, distribute, display, exhibit, perform, publish, broadcast, transmit, modify, prepare derivative works of, adapt, reformat, translate, and otherwise exploit all or any portion of your User Posting on the Site and any other websites, channels, services, and other distribution platforms, whether currently existing or developed in the future, for any purpose whatsoever (including, without limitation, for any promotional purposes) without accounting, notification, credit or other obligation to you, and the right to license and sub-license and authorize others to exercise any of the rights granted hereunder to us, in our sole discretion. For the avoidance of doubt, the rights, licenses and privileges described in these Terms of Use and granted to us shall commence immediately upon submission of your User Posting and shall continue thereafter perpetually and indefinitely, regardless of whether you use the Site as a registered User or not. These rights survive the removal of your User Posting.

We do not acquire any title or ownership rights in the User Postings that you submit and/or make available. After you submit, post, email, display, transmit or otherwise make available any User Posting, you continue to retain any such rights that you may have in such User Posting, subject to the rights, licenses and privileges granted herein. You also represent, warrant and covenant that: (a) you own the User Posting posted by you or otherwise have the right to grant the rights, licenses and privileges described in these Terms of Use and to perform and comply with all of the requirements set forth herein; (b) your submission, uploading, posting, emailing, displaying, transmission and/or making available of User Postings does not violate these Terms of Use, any rights of any other party or entity, any of your obligations, any law, rule or regulation or infringe upon, misappropriate or violate any intellectual property, proprietary, privacy, moral, publicity or other rights of any party or entity; (c) you are not a minor and you have the legal right and capability to enter into these Terms of Use and perform and comply with all of its terms and conditions or, if you are a minor, your parent or legal guardian has agreed to these Terms of Use on your behalf; and (d) you hold and shall continue to hold all the ownership, license, proprietary and other rights necessary to enter into, authorize, grant rights and perform your obligations under these Terms of Use and shall pay for all royalties, fees, and any other monies owing to any person or entity by reason of your User Postings.

E. You acknowledge that other persons may have submitted User Postings to us, may have made public or developed, or may originate, submit, make public or develop, material similar or identical to all or a portion of your User Postings or concepts contained therein, and you understand and agree that you shall not be entitled to any compensation because of the use 10

or exploitation thereof and the submission of User Postings, or any posting or display thereof, is not any admission of novelty, priority or originality. Even if you subsequently see or learn of a presentation, sound recording, composition, demo, idea, script, drawing, motion picture, photograph, film, video or any other content which appears to incorporate any idea or concept or include anything similar or identical to that contained in any User Posting you or anyone else submits, that is purely coincidental and unavoidable.

10. Account and Password.

In order to access and use MMB content, features, functionality and/or services, we shall require you to register for the Site and thereby obtain a unique username and password combination (collectively, a "User ID"). If you elect to become a registered User of MMB, you are responsible for maintaining the strict confidentiality of your User ID, may not share your User ID with others for the purpose of enabling others to access MMB using your USER I, and you shall be responsible for any access to or use of the Site by you or any person or entity using your User ID, whether or not such access or use has been authorized by you or on your behalf, and whether or not such person or entity is your employee or agent. You agree to (a) immediately notify us of any unauthorized use of your User ID or account or any other breach of security, and (b) ensure that you log off from your account at the end of each session. It is your sole responsibility to control the dissemination and use of your User ID and control access to your account. We reserve the right to deny access, use and registration privileges to any User of the Site if we believe there is a question about the identity of the person trying to access any account or element of MMB. We shall not be responsible or liable for any loss or damage arising from your failure to comply with this Section 10.

11. Affiliates.

From time to time, you may choose to communicate with, interact with, or obtain goods and services of or from third parties such as our Advertisers, sponsors, or promotional partners (collectively, the "Affiliates") found on or through MMB or a hyperlinked site. All such communication, interaction and participation is strictly and solely between you and such Affiliates and we shall not be responsible or liable to you in any way in connection with these activities or transactions (including, without limitation, any representations, warranties, covenants, contracts or other terms or conditions that may exist between you and the Advertisers or any goods or services you may purchase or obtain from any Advertiser). PLEASE REVIEW THE TERMS OF SERVICE AND PRIVACY POLICIES OF SUCH AFFILIATES.

12. Orders for Additional Products or Services.

We may make certain additional products or services available to Users of the Site. For example, you may be able to purchase certain additional training or educational materials. You may only do so if, and you hereby represent, warrant and agree that (a) you are 18 years of age or older and a resident of the U.S. and (b) you shall pay in full the prices and fees (including, without limitation, all applicable taxes) for any purchases you make via credit, debit, charge card or other payment means acceptable to us concurrent with your online order. If payment is not 11

received by us from your credit, debit, charge card issuer or its agents or other payment service provider, you agree to promptly pay all amounts due upon demand by us.

13. Hyperlinks To Third Party Web Sites.

The appearance, availability, or your use of URLs, hyperlinks, or third party products and services referenced or included anywhere on MMB or any other form of link or re-direction of your connection to, with or through the Site, does not constitute an endorsement by, nor does it incur any obligation, responsibility or liability on our part, our successors and assigns, directors, officers, employees, representatives, agents, licensors, Affiliates, suppliers or operational service providers. We do not verify, endorse, or have any responsibility for any such third party websites, their business practices (including, without limitation, their privacy policies), or any goods or services associated with or obtained in connection with any such site, regardless of whether or not the third party website as part of a co-branding or promotional arrangement. If any third party website you interact with obtains or collects Personal Information from you, in no event shall we assume or have any responsibility or liability for their disclosure of your Personal Information. Accordingly, we encourage you to be aware when you leave MMB and to read the terms and conditions and privacy policy of each other website that you visit.

14. Assignment.

These Terms of Use, and any rights, licenses and privileges granted herein, may not be transferred or assigned by you, but may be assigned or transferred by us without restriction and without notice to you.

15. Indemnification.

You agree to defend, indemnify and hold us, our successors and assigns, directors, officers, employees, representatives, agents, licensors, Affiliates, suppliers and operational service providers harmless from any and all claims, liabilities, damages, losses, costs and expenses (including reasonable attorneys' fees) (collectively, "Claims"), arising in any way out of or in connection with (a) your use of MMB and any content provided therein, (b) your breach or violation these Terms of Use or (c) your User Postings. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in such case, you agree to cooperate with our defense of such Claim.

16. DISCLAIMER AND LIMITATIONS OF LIABILITY.

A. MMB, AND ALL CONTENT, PRODUCTS, SERVICES AND USER POSTINGS ARE MADE AVAILABLE ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NONINFRINGEMENT, OR ANY GUARANTY OR ASSURANCE MMB WILL BE AVAILABLE FOR USE, OR THAT ALL PRODUCTS, FEATURES, FUNCTIONS, SERVICES OR OPERATIONS WILL BE AVAILABLE OR PERFORM AS DESCRIBED. 12

B. WITHOUT LIMITING THE FOREGOING, WE ARE NOT RESPONSIBLE OR LIABLE FOR ANY MALICIOUS CODE, DELAYS, INACCURACIES, ERRORS, OR OMISSIONS ARISING OUT OF YOUR USE OF THE SITE. YOU UNDERSTAND, ACKNOWLEDGE AND AGREE THAT YOU ARE ASSUMING THE ENTIRE RISK AS TO THE QUALITY, ACCURACY, PERFORMANCE, TIMELINESS, ADEQUACY, COMPLETENESS, CORRECTNESS, AUTHENTICITY, SECURITY AND VALIDITY OF ANY AND ALL FEATURES AND FUNCTIONS OF MMB, INCLUDING, WITHOUT LIMITATION, USER POSTINGS AND CONTENT ASSOCIATED WITH YOUR USE OF MMB.

C. YOU UNDERSTAND AND AGREE THAT, TO THE FULLEST EXTENT PERMISSIBLE BY LAW, WE, OUR SUCCESSORS AND ASSIGNS, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES, LICENSORS, OPERATIONAL SERVICE PROVIDERS, ADVERTISERS AND SUPPLIERS, SHALL NOT BE LIABLE FOR ANY LOSS OR DAMAGE, OF ANY KIND, DIRECT OR INDIRECT, IN CONNECTION WITH OR ARISING FROM USE OF MMB OR FROM THESE TERMS OF USE, INCLUDING, WITHOUT LIMITATION, COMPENSATORY, CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL OR PUNITIVE DAMAGES.

D. YOU FURTHER UNDERSTAND AND ACKNOWLEDGE THE CAPACITY OF THE SITE, IN THE AGGREGATE AND FOR EACH USER, IS LIMITED. CONSEQUENTLY, SOME MESSAGES AND TRANSMISSIONS, INCLUDING, WITHOUT LIMITATION, USER POSTINGS, MAY NOT BE PROCESSED IN A TIMELY FASHION OR AT ALL, AND SOME FEATURES OR FUNCTIONS MAY BE RESTRICTED OR DELAYED OR BECOME COMPLETELY INOPERABLE. AS A RESULT, YOU ACKNOWLEDGE AND AGREE THAT WE ASSUME NO LIABILITY, RESPONSIBILITY OR OBLIGATION TO TRANSMIT, PROCESS, STORE, RECEIVE OR DELIVER TRANSACTIONS OR USER POSTINGS OR FOR ANY FAILURE OR DELAY ASSOCIATED WITH ANY USER POSTINGS AND YOU ARE HEREBY EXPRESSLY ADVISED NOT TO RELY UPON THE TIMELINESS OR PERFORMANCE OF THE SITE FOR ANY TRANSACTIONS OR USER POSTINGS. SOME JURISDICTIONS DO NOT ALLOW FOR THE EXCLUSION OF CERTAIN WARRANTIES OR CERTAIN LIMITATIONS ON DAMAGES AND REMEDIES, ACCORDINGLY SOME OF THE EXCLUSIONS AND LIMITATIONS DESCRIBED IN THESE TERMS OF USE MAY NOT APPLY TO YOU.

E. EARNINGS DISCLAIMERS. POTENTIAL EARNINGS & DISCLAIMERS OF INCOME ANY EARNINGS OR EXAMPLES OF INCOME ARE ONLY ESTIMATIONS OF WHAT WE BELIEVE YOU COULD EARN. THERE IS NO GUARANTEE YOU WILL EARN SIGNIFICANT INCOME EVEN IF YOU RELY UPON OUR INFORMATION. YOU MUST ACCEPT ALL RISK OF YOUR POTENTIAL EARNINGS OR LACK THEREOF. WHERE SPECIFIC FIGURES OF INCOME ARE USED, AND ATTRIBUTED TO A PERSON OR BUSINESS, THOSE PERSONS OR BUSINESSES HAVE RIGHTFULLY EARNED THAT FIGURE AMOUNT. THERE IS NO GUARANTEE YOU'LL DO AS WELL IF YOU RELY UPON OUR FIGURES. YOU MUST ACCEPT ALL RISK OF NOT 13

MEETING THE SAME INCOME GOALS OR FIGURES. ANY AND ALL CLAIMS OR REPRESENTATIONS OF FINANCIAL EARNINGS ON THIS WEB SITE, ARE NOT TO BE CONSIDERED AS STANDARD OR AVERAGE EARNINGS. THERE IS NO GUARANTEE THAT ANY PRIOR SUCCESS, OR PAST SUCCESS, AS TO FINANCIAL EARNINGS, CAN BE USED AS AN INDICATION OF YOUR FUTURE SUCCESS OR INCOME EARNINGS.

FINANCIAL AND INCOME RESULTS ARE BASED ON A WIDE RANGE OF VARIABLE FACTORS. WE HAVE NO RESPONSIBILITY OR WAY OF KNOWING HOW WELL YOU WILL PERFORM, AS WE DO NOT KNOW YOU, YOUR BACKGROUND, YOUR ETHIC OF WORK, OR YOUR ABILITIES, PRACTICES OR SKILLS. THEREFORE, WE DO NOT GUARANTEE OR IMPLY THAT YOU WILL BE FINANCIALLY WEALTHY OR RICH, THAT YOU WILL DO AS WELL AS WE DO OR EVEN MAKE MONEY AT ALL. THERE IS NO GUARANTEE YOU'LL DO AS WELL IF YOU RELY UPON OUR INFORMATION AND FIGURES. YOU MUST ACCEPT ALL THE RISK OF NOT PERFORMING AS WELL.

IF YOU MAKE ANY DECISIONS BASED ON ANY INFORMATION DISPLAYED ON OUR WEB SITE, IN OUR PRODUCTS, OR SERVICES, IT SHOULD BE DONE ONLY WITH THE KNOWINGNESS THAT YOU COULD HAVE SIGNIFICANT LOSSES, OR EARN NO MONEY AT ALL. ALL SERVICES AND PRODUCTS BY OUR COMPANY ARE FOR INFORMATIONAL AND EDUCATIONAL PURPOSES ONLY.

PEOPLE WHO USE OUR SERVICES, PRODUCTS, AND WEB SITE ARE ADVISED TO DO THEIR OWN INVESTIGATION WHEN IT COMES TO MAKING DECISIONS AND ALL MATERIAL, INFORMATION, SERVICES, AND PRODUCTS THAT WE HAVE PROVIDED SHOULD BE VERIFIED INDEPENDENTLY BY YOUR OWN HIGHLY QUALIFIED PROFESSIONALS. OUR MATERIAL, SERVICES, AND PRODUCTS ON THIS WEB SITE SHOULD BE CONSIDERED CAREFULLY AND EVALUATED BEFORE MAKING A DECISION, ON WHETHER TO RELY UPON THEM.

YOU ACKNOWLEDGE THAT WE ARE NOT RESPONSIBLE FOR YOUR FAILURE OR SUCCESS OF YOUR ACTIONS RELATING TO ANY MATERIAL PRESENTED BY OUR COMPANY, OR OUR COMPANY SERVICES OR PRODUCTS.

17. Miscellaneous.

A. These Terms of Use, together with any additional terms, rules, our Privacy Policy, End User License Agreement, and any other regulations, procedures and policies which we refer to and which are hereby incorporated by reference, contain the entire understanding and agreement between you and us concerning MMB and supersedes any and all prior or inconsistent understandings relating to MMB and your use thereof. These Terms of Use cannot be changed or terminated orally. If any provision of these Terms of Use is held to be illegal, invalid or unenforceable, this shall not affect any other provisions and these Terms of Use shall be deemed amended to the extent necessary to make it legal, valid and enforceable. Any provision which must survive in order to allow us to enforce its meaning shall survive the termination of these Terms of Use; however, no action arising out of these Terms of Use or your use of MMB, 14

regardless of form or the basis of the claim, may be brought by you more than one year after the cause of action has arisen (or if multiple causes, from the date the first such cause arose).

B. This Agreement does not create any relationship of principal and agent, partners, joint ventures, employer and employee, fiduciary or similar relationship between the parties. you are prohibited from making any promise, warranty or representation on our behalf or obligating us in any way. You may not represent to any person that you are the agent of MMB or us, or are authorized to act on our behalf.

C. The waiver or failure by us to exercise any right provided for herein will not be deemed a waiver of any further right hereunder. Our rights and remedies set forth in this Agreement are cumulative and are in addition to any rights or remedies we may otherwise have at law or equity, except with respect to any sole and exclusive remedies expressly provided for herein.

D. You acknowledge and agree that any breach or threatened breach of this Agreement may cause immediate and irreparable harm to us and MMB which would not be adequately compensated by monetary damages and that we may seek injunctive relief, specific performance, and/or other equitable relief as a remedy for any such breach or anticipated breach without the necessity of posting a bond or other security.

E. Neither you nor we shall not be responsible for delays or failures in performance resulting from, strikes, lockouts, riots, acts of war and terrorism, embargoes, boycotts, changes in governmental regulations, epidemics, fire, communication line failures, power failures, earthquakes, other disasters or any other reason where failure to perform is beyond the control of, and not caused by, the non-performing party.

F. These Terms of Use and your use of MMB is governed by, construed and enforced in accordance with the internal substantive laws of the State of California (notwithstanding the State's conflict of laws provisions) applicable to contracts made, executed and wholly performed in California, and, for the purposes of any and all legal or equitable actions, you specifically agree and submit to the exclusive jurisdiction and venue of the State and Federal Courts situated in the State of California and County of Los Angeles and agree you shall not object to such jurisdiction or venue on the grounds of lack of personal jurisdiction, forum non convenience or otherwise. IN ANY ACTION OR PROCEEDING COMMENCED TO ENFORCE ANY RIGHT OR OBLIGATION OF THE PARTIES UNDER THIS AGREEMENT, YOUR USE OF MMB OR WITH RESPECT TO THE SUBJECT MATTER HEREOF, YOU HEREBY WAIVE ANY RIGHT YOU MAY NOW HAVE OR HEREAFTER POSSESS TO A TRIAL BY JURY.

G. This Agreement is in English and all disputes between the parties shall be resolved in English. You understand and acknowledge that any foreign language services provided by us are for informational purposes only and it is your obligation to obtain independent legal advice at your own expense to ensure you understand the terms of this Agreement. 15

H. The section headings are for convenience only and shall not control or affect the meaning or construction of any provision of this Agreement.

I. These terms of use are subject to change by ADASIM INC. at any time and at our discretion without notice.