Terms and Conditions of NewsPage Service

Accessing or using NewsPage, and the Information Services therein, constitutes acceptance of the terms and conditions below and of the Information Providers Terms and Conditions. Copies of the full Information Provider Terms and Conditions are available upon request by phoning 800-766-4224, extension 336; or by e-mail at: cliff@individual.com.

SERVICE: Client hereby agrees to purchase, and INDIVIDUAL agrees to provide, the Information Services (the "Services"). INDIVIDUAL reserves the right to add, substitute, or delete information sources ("Information Providers") on which the Services are based without prior notice.

USE: Client expressly agrees not use the Services to copy, redistribute to others, publish, broadcast, or sell any material received hereunder, or in any other manner that may infringe any copyrights or proprietary interests of INDIVIDUAL, any of the Information Providers or any third party, in such materials. The terms and conditions of the Information Providers (hereinafter "Information Provider Terms and Conditions") including revisions thereto, are incorporated into this agreement as if fully set out herein and CLIENT EXPRESSLY AGREES TO ABIDE BY ALL INFORMATION PROVIDER TERMS AND CONDITIONS. Copies of the Information Provider Terms and Conditions are available by calling 1-800-766-4224, extension 336 or by e-mail at: cliff@individual.com. Client agree to indemnify Individual, Inc. for any loss occasioned by violation of the Information Provider Terms and Conditions by client's employees, affiliates or any third party obtaining access to the Information Services via the Client.

COPYRIGHT AND TRADEMARKS: The Client will not remove the INDIVIDUAL and NewsPage trademarks and copyright notices, or related visual marks and logos, from the information provided or from any authorized reproduction of such materials. Nor will the Client remove trademarks and copyright notices of INDIVIDUAL's Information Providers, or allow them to be removed, from any materials delivered as part of the Services, or from any authorized reproduction of such materials.

ASSIGNMENT: This Agreement may be assigned by INDIVIDUAL at any time. The sale or transfer of Client's business to any party which is the successor to INDIVIDUAL's business of providing the Services shall not relieve Client from its obligations under this Agreement. This Agreement may not be assigned by Client without the prior written consent of INDIVIDUAL. INDIVIDUAL's prior written consent to such assignment shall not release Client from obligations and liabilities to INDIVIDUAL which have accrued hereunder as of the date of such assignment.

DEFAULT OF CLIENT: The following events shall be a default ("Default") of Client under this Agreement: (i) Client neglects or fails, in whole or in part, to observe any of its obligations to Individual under this Agreement, including Client's obligations to make payments when due hereunder; (ii) Client assigns this Agreement or any of its rights hereunder without the prior written consent of Individual; or (iii) a receiver trustee in bankruptcy or similar officer is appointed to take charge of all or a part of Client's property.

REMEDIES UPON DEFAULT: Upon the occurrence of a Default, INDIVIDUAL may terminate delivery of the Services and recover from Client: (i) any payments due hereunder; (ii) all costs and expenses of collection, including reasonable attorneys' fees; and (iii) any and all damages available under the law.

NO WARRANTY OF ANY KIND: INDIVIDUAL EXPRESSLY DISCLAIMS ALL WARRANTIES, OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. INDIVIDUAL EXPRESSLY DISCLAIMS RESPONSIBILITY FOR THE ACCURACY, TIMELINESS, OR ADEQUACY OF THE SERVICES OR THE INFORMATION FURNISHED THEREBY. CLIENT AGREES THAT IN NO EVENT SHALL INDIVIDUAL BE LIABLE FOR ANY LOSS OR DAMAGES ARISING FROM THE USE OF THE SERVICES. INDIVIDUAL SHALL HAVE NO LIABILITY FOR LOST PROFITS, SPECIAL OR CONSEQUENTIAL DAMAGES, FORESEEABLE OR NOT, REGARDLESS OF WHETHER SUCH DAMAGES RESULT FROM THE FAILURE OR INADEQUACY OF ANY EXCLUSION OR OTHER REMEDY. Additional limitations and terms are contained in the Information Provider Terms and Conditions, available on request by calling 800-766-4224, extension 336 or by e-mail at: cliff@individual.com. These additional Information Provider Terms and Conditions are incorporated as if fully set out herein. The provisions of this Paragraph shall survive the termination or expiration of this Agreement.

OTHER AGREEMENTS: Accessing or using the Information Services signifies the acceptance of this agreement by the party accessing or using the Information Services. Oral representations or agreements not embodied in this Agreement are not binding, and this Agreement may not be changed or terminated orally. This Agreement supersedes any preceding agreement between the parties relating to the Services. Client acknowledges that Individual distributes, but does not generate or edit the content of the information. Individual may make available information concerning Newspage clients to publishers and other reputable third parties.

WAIVER: INDIVIDUAL's waiver of any breach of this Agreement or of any Default hereunder shall not be construed as a waiver of any future breach or Default. Failure by INDIVIDUAL to enforce any provision of this Agreement, for whatever reason, shall not affect the validity of INDIVIDUAL's right to subsequent enforcement of that or any other provision of this Agreement. INDIVIDUAL's acceptance of any full or partial payment due hereunder during the continuance of any breach or Default shall not constitute a waiver of such Default or breach.

GOVERNING LAW: This Agreement shall be governed by and construed in accordance with the laws of the Commonwealth of Massachusetts.