This is the user agreement (the "Agreement" or "User Agreement") for your use of web sites owned or operated by, and services offered by, ImpressiveDomains.com ("ImpressiveDomains"), a Rhode Island limited liability company. This Agreement contains the terms and conditions applicable to your use of our services ("Service" or "Services") available under or through the domain, sub-domains, and affiliated domains of www.impressivedomains.com (the "Site") and the general principles for the web sites of our affiliates. IF YOU ("YOU" OR "USER") DO NOT AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT, DO NOT USE OR ACCESS OUR SITE OR SERVICES.

You must read, agree with and accept all of the terms and conditions contained in this User Agreement, which include those terms and conditions expressly set out below and those incorporated by reference, before you may use the Site or the Services or become a registered user of the Site. This Agreement is effective upon the earlier of: (i) your first use of the Site for any reason; (ii) acceptance of this Agreement by new registering users; or (iii) the Effective Date noted on the posted version of the Agreement.

Accessing ImpressiveDomains' services, products or contents available on our Site, except as expressly allowed through instructions and truthful statements by the user in regard to use of this Site, from places where their contents are illegal, is prohibited. Those who choose to access our Site from other locations do so knowingly on their own initiative and voluntarily at their own risk and are responsible for compliance with local laws.

2. Modification of This Agreement

We may amend this Agreement at any time by posting the amended terms on the Site. Except as stated below, all amended terms shall automatically be effective at 12:01 am on the Effective Date, which in most cases will be no less than 30 days after the amended terms are initially posted on the Site. The posting date and effective date for this Agreement are noted at the top of this document. Except as provided in this Section 2, this Agreement may not be amended or modified except in a writing signed by you and ImpressiveDomains.

3. Acceptable Use

If you violate the Acceptable Use terms described herein, ImpressiveDomains may, in its sole discretion, with or without notice, terminate your access to the Site and Services. Your right to use the Site is personal to you. As a condition of your use of the Site, you warrant to ImpressiveDomains that you will not use the Site for any purpose that is unlawful, or prohibited by this Agreement. Prohibited uses include, but are not limited to, competitive analysis (including providing screen shots, which are copyrighted material owned by ImpressiveDomains) and data mining or scraping through the use of robots, spiders, or otherwise.

In addition, you hereby represent and warrant that: (a) you are an eligible user (see Section 1, Eligible Users); (b) you have provided accurate and complete information in connection with your registration and use of the Site (all such information collectively referred to as "Your Information"), and (c) you will update ImpressiveDomains to insure that Your Information remains accurate and complete.

In addition, you may not use the Site or the Services provided through or in connection with the Site to: (a) defame, abuse, harass, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others; (b) conduct or forward illegal contests, pyramid schemes, or chain letters; (c) publish, post, distribute, disseminate or link to any: (i) inappropriate, profane, defamatory, infringing, obscene, adult content, nude, indecent or unlawful topic, name, material or information; (ii) software or other material protected by intellectual property laws, copyright licenses, rights of privacy or publicity, or other proprietary rights, unless you own, control such rights or have received all necessary consents for your use of such software and other materials; (iii) software or other material that contains viruses, corrupted files, or that may or are intended to damage the operation of another's computer (e.g., "cracks" or other programs written to defeat the security measures of any computer, system or programs); (d) sell, distribute, disseminate or link to any sites for marketing, sales or distribution of: firearms, explosives, ammunition, liquor, tobacco products, food that is not packaged or does not comply with all applicable laws for sale to consumers by commercial merchants, pharmaceuticals and controlled substances, counterfeit, pirated or stolen goods, fraudulent goods, any goods or services that infringe or otherwise violate a third party's rights, registered or unregistered securities, goods or services that: (i) you cannot legally sell, (ii) are misrepresented, and/or (iii) if sold, would cause ImpressiveDomains to violate any law, statute or regulation; (e)harvest or otherwise collect information about third parties, including email addresses, without the express consent of such third parties; (f) restrict or inhibit any other user from using and enjoying its rights in the Services or the Site, interfering with or disrupting the Services or the Site service or servers or network connected to the Site; (g) use a name in connection with your use of the Site that is confusing or misleading to registered users or to the public; (h) email or otherwise transmit, distribute, publish or disseminate any "junk email," "Spam," "chain letters," "pyramid schemes," or any other form of duplicative or inappropriate solicitations or messages (commercial or otherwise); or (i) violate any applicable government laws or regulations. ImpressiveDomains does not condone or allow Spam. ImpressiveDomains will cooperate with legal authorities and Internet service providers in releasing information about users who violate this Acceptable Use Policy.

You may not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any information, software, products, services or benefits obtained from the Site, except as expressly provided herein. At all times, you remain solely responsible for Your Information.

You agree not to share any information provided to you by or on behalf of ImpressiveDomains with any third party except as expressly permitted herein. If you sell or otherwise distribute goods or services that compete with or may otherwise serve as a substitute for products or services sold or otherwise distributed by ImpressiveDomains via the Site or offered by the Site, you may not: (a) use or acquire, or have any other person use or acquire on your behalf, the products or services of the Services or the Site for which you offer competing or substitute products or services; or (b) advertise, promote, market or solicit offers to acquire such competing or substitute products in connection with your use of the Services or the Site.

ImpressiveDomains is not obligated to monitor the content on the Site. However, with respect to the use of the Services or the Site, ImpressiveDomains reserves the right to disclose any information, communication, or materials as necessary to satisfy any applicable law, regulation, legal process or government request, or to edit, refuse to post or to remove any information or materials, in whole or in part, from the Site, in ImpressiveDomains' sole discretion, without notice at any time.

ImpressiveDomains may elect to discontinue offering the Site or the Services, or any portion thereof, at any time for any reason, with or without advance notice.

You are responsible for safeguarding the confidentiality of your password(s) and login name(s) issued to you by ImpressiveDomains, and for any use or misuse of your account or the Services or the Site resulting from any third party using a password or login name issued to you.

You agree that you will notify ImpressiveDomains immediately of any known or suspected unauthorized use, breach of security, or violation of this Agreement, on or relating to the Site.

4. Fees

Except as otherwise noted, joining and registering for ImpressiveDomains' Services is free. We do charge fees for our domain-related services and you are given an opportunity to review and accept the fees that will be charged in connection with certain Services. You are responsible for all applicable taxes (except for ImpressiveDomains' income taxes), costs, hardware, software, services and all other costs and expenses related to the Services or your activity conducted through the Site. ImpressiveDomains may, in its sole discretion, add, delete or change any of the Services provided or fees charged by ImpressiveDomains. ImpressiveDomains standard fees and any changes will be posted to our Price List, and the applicable Services and fees will be binding on the effective date noted on the Price List. No advance notice is required for any prospectively-effective change in Services offered or fees charged therefore.

Unless otherwise stated, all fees and currency amounts are quoted U.S. Dollars.

5. Privacy Policy

We do not sell or rent your personal information to third parties for their marketing purposes without your explicit consent. Please read this privacy policy to learn more about the ways in which we use and protect your personal information.

- 5.1. Overview

The privacy practices of this statement apply to our Services available through the Site and apply generally to our affiliates, subsidiaries, or joint venture web sites except where those web sites post specific privacy policies. This Privacy Policy is part of ImpressiveDomains' standard User Agreement and describes the information, as part of the normal operation of our services, we collect from you and what may happen to that information. By accepting the User Agreement in registration or by using the Site, you expressly consent to our use and disclosure of Your Information in accordance with this Privacy Policy.

- 5.2. Information from Children

If you are under the age of 18, you may only use this Site in conjunction with and under the supervision of your parents or guardians, and with express permission from ImpressiveDomains. Except as provided in Section 1 (Eligible Users), we do not want any information from anyone under the age of 18.

- 5.3. Information We Collect

We only collect personal information about you that we consider necessary for providing the Services in an efficient, customized, and user-friendly manner.

- 5.4. Our Use of Your Information

In general, you can browse a large portion of the Site without telling us who you are or revealing any personal information about yourself. Once you give us Your Information, you are not anonymous to us. If you choose to use our Services, we may require you to provide contact and identity information, billing information, and other personal information as indicated on the forms throughout the Site. You always have the option not to provide information by choosing not to use a particular service or feature.

Under some circumstances we may require some additional financial information, including, without limitation, your billing address, bank account information, a credit card number and expiration date, and tracking information from checks or money orders.

We may automatically collect certain information based upon your behavior on the Site. We use this information to do internal research on our users' demographics, interests, and behavior to serve our users better. This information may include the URL that you come from or go to (whether this URL is on the Site or not), your computer browser information, and your IP address.

We use data collection devices such as "cookies" on certain pages of the Site to help analyze our web page flow, measure promotional effectiveness, and promote trust and safety. "Cookies" are small files placed on your hard drive that assist us in providing our services. We may offer certain features that are only available through the use of a "cookie." We also use cookies to allow you to enter your password less frequently during a session. Cookies can also help us provide information targeted to your interests. Most cookies are "session cookies," meaning that they are automatically deleted from your hard drive at the end of a session. You are always free to decline our cookies if your browser permits, although in that case you may not be able to use certain features on the Site and you may be required to re-enter your password or provide other information more frequently during a session.

You may encounter "cookies" or other similar devices on certain pages of the Site that are placed by third parties. We do not control the use of cookies by third parties.

If you choose to bid, buy or sell through the Site, we may collect information about your bidding, buying and selling behavior and transactions.

If you send us personal correspondence, such as emails or letters, or if other users or third parties send us correspondence about your activities on the Site, we may collect such information into a file specific to you.

We use Your Information and other information we obtain from your current and past activities on the Site to resolve disputes, troubleshoot problems, collect fees owed, pay amounts due you, verify your account data, measure user interest in ImpressiveDomains' products and services, inform you about online and offline offers, products, services, and updates, customize your experience, detect and protect us against error, fraud and other criminal activity, and enforce our User Agreement. At times, we may look across multiple users to identify problems or resolve disputes, and we may examine Your Information to identify users using multiple Login Names. We may compare and review Your Information for errors, omissions and for accuracy.

You agree that we may use Your Information to contact you and deliver information to you that, in some cases, is targeted to your perceived interests, such as targeted banner advertisements, administrative notices, product offerings, and communications relevant to your use of the Site. By accepting this Agreement, you expressly agree to receive this information.

- 5.5. Our Disclosure of Your Information

We do not sell or rent any of your personal information to third parties for their marketing purposes without your explicit consent. However, the following describes some of the ways that your personal information may be disclosed in the normal course of business as part of our Services.

Advertisers. We aggregate (gather up data across numerous registered user accounts) personal information and disclose such information in a non-personally identifiable manner to advertisers and other third parties for their marketing and promotional purposes. For such purposes, we do not disclose any information that could be used to identify you personally.

Site. Although our pages may be coded with robot exclusion headers, others may illegally attempt to automatically collect your email address from the Site. If you are involved in a transaction, we have features that may allow other users to view your email address and obtain your contact and other information to help complete the transaction. Further, we may send out notices to you or other users regarding suspicious activity or policy violations on the Site.

Affiliates for Our Operations. We may use third parties ("affiliates") to facilitate or outsource one or more aspects of the Services that we provide to you (e.g., search technology, advertising provisions, and other services) and therefore we may provide some of Your Information directly to these affiliates. These affiliates are subject to confidentiality agreements with us and other legal restrictions that prohibit their use of the information we provide them for any other purpose except to facilitate the specific outsourced service, unless you have explicitly agreed or given your prior permission to them for additional uses. In some instances, the affiliate may collect information directly from you. In these cases, you will be notified of the involvement of the affiliate, and all additional information you provide them and their additional uses will be up to you.

Other Persons and Business Entities. We share much of our data, including personal information about you, with our affiliates, subsidiaries, and joint venturers that are committed to serving your online needs and providing related services throughout the world. To the extent that these entities have access to Your Information, they will treat it at least as protectively as they treat information they obtain from their other users. Our affiliates, subsidiaries, and joint venturers follow privacy practices no less protective of all users than our practices described in this document, to the extent allowed by applicable law. ImpressiveDomains, its affiliates, subsidiaries, joint venturers, or any combination of such, will share some or all of Your Information with another business entity should we plan to merge with, or be acquired by, that business entity. Should such a combination occur, we will require that the new combined entity follow this privacy policy with respect to Your Information. If Your Information will be used contrary to this policy, you will receive notice as provided in Section 2 (Modification of this Agreement).

Legal Requests. ImpressiveDomains cooperates with law enforcement authorities, as well as with other third parties, to enforce laws, intellectual property rights, and to prevent fraud. In response to a verified request by law enforcement or other government officials relating to a criminal investigation or alleged illegal activity, we can, and you authorize us to, disclose your name, city, state, telephone number, email address, Login Name history, fraud complaints, and Site use history, with or without a subpoena. Without limiting the above, we will not disclose your personal information to law enforcement or other government officials without a subpoena, court order or substantially similar legal procedure, except when we believe in good faith that the disclosure of information is necessary to prevent imminent physical harm or financial loss or to report suspected past, present, or future illegal activity. Further, we can, and you authorize us to, disclose to a third party Your Information, including your name, street address, city, state, zip code, country, phone number, email, and company name, under a confidentiality agreement, as we in our sole discretion believe necessary or appropriate in connection with an investigation of fraud, intellectual property infringement, piracy, or other unlawful activity.

Because of evolving technology and government regulations, ImpressiveDomains cannot guarantee that all of your private communications and other personal information will never be disclosed in contravention of this Privacy Policy. Although we use industry standard practices and technology to protect your privacy, we cannot guarantee, and you should not expect, that your personal information or communications with us or through the Site will always remain private.

- 5.6. Your Use of Other Users' Information

In order to facilitate interaction among Site users, our Site may allow you limited access to other users' information. By entering into our User Agreement, you agree that, with respect to other users' personal information that you obtain through the Site or through an ImpressiveDomains-related communication or ImpressiveDomains-facilitated transaction, ImpressiveDomains hereby grants to you a limited, non-transferable, revocable license to use such information only for: (a) ImpressiveDomains-related communications that are not unsolicited commercial messages, (b) using Services offered through ImpressiveDomains (e.g., escrow services and fraud complaints), and (c) any other purpose that a user expressly agrees to after you tell them the purpose you would like to use it for. In all cases, you must give users an opportunity to remove themselves from your database, if any, and a chance to review what information you have collected about them. In addition, under no circumstances, except as defined in this Section 5.6, can you disclose personal information about another Site user to any third party without our consent and the consent of that user. You agree that other users may use your personal information to communicate with you in accordance with this Section 5.6.

- 5.7. Control of Your Login Name and Password

You are responsible for all actions taken with your Login Name and password, including fees charged to your account and adherence to the Acceptable Use terms (Section 3). If you lose control of your password, you may lose substantial control over Your Information and may be subject to legally binding actions taken on your behalf. Therefore, if your password has been compromised for any reason, you should immediately change your password as detailed in Section 5.8 (Accessing, Reviewing and Changing Your Personal Information).

- 5.8. Accessing, Reviewing and Changing Your Personal Information

We offer you the ability to review and change the information you submit to us by logging into the Site and entering in the new information yourself. Once logged in as a registered user, you can change your Password, other personal, contact, and financial information, and user preferences by going to the applicable pages available under our Members Area. You must promptly update your personal information if it changes or is inaccurate. Once posted, you may not be able to change or remove any bids or postings made on the Site.

Generally, we will not modify your personal information based on a request not submitted through the Site because it can be difficult to authenticate your identity manually.

Upon your request, we will deactivate your account, contact information, billing information, shipping information, and financial information from our active databases. To make this request, email info AT impressivedomains.com. Your account will be deactivated as soon as reasonably possible after we receive your request.

Upon receipt of a deactivation request, we will retain some of Your Information in order to prevent fraud, collect fees owed, resolve disputes, troubleshoot problems, assist with any investigations, enforce our User Agreement, and comply with legal requirements. Therefore, you should not expect that all of Your Information will be completely removed from our databases in response to your requests. However, Your Information will be deactivated from our active, registered user database, and will only be available to select ImpressiveDomains personnel.

- 5.9. Other Information Collectors

Except as otherwise expressly included in this Privacy Policy (Section 5), this document only addresses the use and disclosure of information we collect from you. To the extent that you disclose your information to other parties, whether they are bidders, buyers or sellers on our site or other sites throughout the Internet, different rules may apply to their use or disclosure of the information you disclose to them. ImpressiveDomains does not control the privacy policies of third parties.

- 5.10. Security

Your Information is stored on ImpressiveDomains' servers located in the United States. We use procedural and technical safeguards to protect Your Information against loss or theft as well as unauthorized access and disclosure, including encryption, "firewalls" and Secure Socket Layers. We treat data as an asset that must be protected against loss and unauthorized access. We employ many different security techniques to protect such data from unauthorized access by users inside and outside the company, but "perfect security" does not exist on the Internet or with any data, digital or physical.

- 5.11. Notice, Modification

We may amend this Privacy Policy at any time as provided in Section 2 (Modification of This Agreement).

6. Specific Services and Applicable Terms

The following terms and conditions pertain to particular Services offered by ImpressiveDomains or through the Site.

- 6.1. Domain Sales Database

Among other Services, ImpressiveDomains.com serves as a venue to allow users to offer to sell and buy domain names, complete web sites, and/or web-based businesses (collectively, "Domains").

Except as otherwise provided in applicable posted terms, users offering their single-word/premium Domains for sale ("Single-Word/Premium Domains") may make their entries into the ImpressiveDomains database (the "Domain Database") free of charge. A fee may be charged for listing of non single-word/premium Domains ("Non Single-Word/Premium Domains"), per the applicable Price List. Single-Word/Premium Domains are listed on the Site, at http://www.impressivedomains.com/buy-domain-names-categories.cfm, under the "single-word/premium" category. Non Single-Word/Premium Domains are Domains that are not listed under the "single-word/premium" category. Sellers are free to delete their Domains from the Domain Database at any time without cost, unless their Domain is subject to active negotiation, or pending transfer. ImpressiveDomains will not remit any refunds for deleted Domains. ImpressiveDomains charges Sellers a commission for sales completed as a result of ImpressiveDomains' Services, per the applicable Price List.

Prospective buyers of Domains ("Buyers") may search our database, and enter bids for our Domains. These bids and the responses of the Sellers will be forwarded to the other party free of charge via the email addresses provided as part of user registration. ImpressiveDomains cannot guarantee that any particular bid or response will be transmitted to the intended recipient. ImpressiveDomains acts here neither as a buyer nor seller.

The following entry requirements and obligations apply to your use of the Domain Database:

- Domain names are the result of, and are subject to all of the conditions, limitations, and restrictions contained in, domain name registration agreements between the Seller and a third-party domain name registrar or other service provider. As such, the transferability of domain name registration may be limited, prohibited, or otherwise subject to conditions imposed by the domain name registrar or service provider. Nothing in this Agreement or on the Site shall be construed to imply that the Seller possesses any rights to a Domain beyond those specified in the Seller's agreement with the relevant domain name registrar or service provider. The term "Domain" as used herein, shall refer to any rights the Seller may possess with regard to the registration of a particular domain name under its domain name registration agreement with a domain name registrar or other service provider as well as any content available at or through a particular URL.

- As a Seller of a Domain listed on the ImpressiveDomains database, you represent and warrant that: (1) you have registered the Domain with the appropriate Domain registrar or other registration authority; (2) your registration of the Domain is current and not subject to deletion, cancellation, rescission, or deactivation by the applicable Domain registrar or other registration authority; (3) you have not taken any action that would impair your ability or right to transfer the Domain registration and no such action has been taken against you; (4) the Domain is not the subject of any legal proceedings challenging your right to register or use the Domain; (5) you will accurately describe the subject listing; and (6) you own and have the right to sell the content, if any, listed as part of your Domain. You will not under any circumstances list or transfer the rights to any Domain that you do not have sufficient rights to transfer or that is illegal to transfer under applicable law. ImpressiveDomains may refuse to list, or remove the listing for, any Domain which, in ImpressiveDomains' sole discretion, infringes or violates the proprietary rights of any third person or any other Domain, or which in ImpressiveDomains' sole discretion, is inflammatory, offensive, inconsistent with ImpressiveDomains' general policies or Acceptable Use terms, or otherwise may infringe any proprietary right of any third party. If your offer to transfer the Domain is accepted, you must complete the transaction with a ready, willing, and able Buyer.

- The Seller agrees to set up a user account and to fill out the registration form completely and accurately.

- The Seller of a Domain agrees not to enter a bid for his/her own offer and not to instruct other persons to do so. In addition, any user manipulation of Domain listing statistics is prohibited. You will not yourself, nor will you allow or enable another, to directly or indirectly interfere or attempt to interfere with the operations of the Site or the Services.

- The Seller agrees to keep any data which he/she has added to the Domain Database up-to-date. If a Domain has been sold, he/she is to remove it from the database. Furthermore, the Seller agrees to remove the Domain from the Domain Database immediately if a warning has been issued, or as soon as any knowledge has been received that the rights of a third party or existing laws could be violated by the listing. This shall apply until legal clarification of the situation has been made.

- By listing a domain for sale, the Seller commits to a binding agreement to sell should a Buyer make an offer meeting the specified Reserve Price for the Domain. The obligation to sell arises upon ImpressiveDomains' receipt of the first legitimate offer meeting or exceeding the Seller's specified reserve price.

- You agree that ImpressiveDomains' services will be used to facilitate an agreement to buy or sell a domain name/web site. ImpressiveDomains will assist with the transfer of the Domain. The fees for assistance with the transfer of the Domain and use of ImpressiveDomains' Escrow Service are posted as set forth in Section 4 (Fees). You are responsible for any related fees charged by your registrar and/or financial institution.

- ImpressiveDomains does not have any influence on the business conducted among users of the Domain Database. The responsibility for the content of the entered listings, including the accuracy of any statistics, lies exclusively with the respective Sellers, Buyers, and users.

ImpressiveDomains shall not be liable for legal transactions or other acts of the Domain Database users. This also applies to any violations of rights of a third party through the entry of a domain name in the Domain Database, in particular his/her/its intellectual property rights, rights of the use of a name, and trademark rights.

ImpressiveDomains reserves the right, at any time, to reject the entry of any Domains into our Domain Database or to remove and blacklist Domains which have already been entered, without refund, without prior warning, without giving any reasons and at any time, especially in the case of user's violation of this Agreement, or suspected violation of rights of a third party concerning a Domain, or suspected violation of applicable laws.

- 6.2. Premium Services

The Seller hereby grants ImpressiveDomains the right, subject to the terms and conditions of this Agreement, promote and advertise for transfer through all means ImpressiveDomains shall reasonably deem necessary the Domain, and provide such other services that the Parties shall agree from time to time are necessary to facilitate the transfer of the Domain on the secondary market of domain names. It is agreed that other than the services explicitly listed in this Agreement, services to be rendered by ImpressiveDomains under this Agreement shall be rendered at ImpressiveDomains' sole professional discretion. No oral representation as to any services shall be binding upon ImpressiveDomains unless authorized in writing by an authorized officer of ImpressiveDomains. ImpressiveDomains shall have the right to engage the services of other entities to assist ImpressiveDomains in the rendering of the services hereunder, provided that (i) ImpressiveDomains shall remain responsible and liable for the performance of the services required under this Agreement; and (ii) unless explicitly approved by the Seller in writing, no additional compensation shall be due to such third party, and ImpressiveDomains shall incur any and all fees incurred in connection with the services rendered thereby. ImpressiveDomains shall also have the right to publicly disclose the final transfer price related to the Domain, unless notified otherwise by the Seller in writing.

- 6.3. Asking Price and Reserve Price

All gross receipts paid for a transaction that is subject to this Agreement shall be paid to the Seller, less any and all fees owing by the Seller under this agreement, including, without limitation, Transaction Fees (as defined hereunder), any fees paid to any entity charged with the authorization, charging and collection of fees under this Agreement as well as any and all state or other government agency fees, charges, levies and taxes that may be imposed upon the respective transaction collectively, ("Seller's Fees"). ImpressiveDomains shall transfer the Seller's Fees within five (5) to seven (7) business days upon conclusion of the escrow process, as detailed below, or from receipt of funds from the Buyer for those transactions in which an escrow procedure is not adopted. The Seller shall list the Domain for transfer at the Asking Price. The Seller agrees to the unpublished Reserve Price for the Domain. Upon receipt of a cash offer to purchase rights to the Domain that meets or exceeds the Reserve Price, the Seller shall be obligated to accept such offer and enter into a binding contract with the party making such offer to transfer the Domain accordingly.

- 6.4. Transfer Fee

The Seller agrees to pay ImpressiveDomains, as compensation for services rendered under this Agreement, a transaction fee, equal to a percentage of the gross value of the revenue received for the transfer of the Domain ("Transaction Fee"), per the applicable Price List. The Transaction Fee will vary depending on whether the Domain is listed as a Single-Word/Premium Domain, or listed as a Non Single-Word/Premium Domain, per the applicable Price List. The Transaction Fee shall be paid on account of all services to be rendered by ImpressiveDomains, including, without limitation, escrow services, as provided in Section 6.6 herein, as such will be offered by ImpressiveDomains from time to time. The Transaction Fee shall be payable in cash, is to be paid in US currency, shall be due and payable upon receipt of the gross consideration received by, or on behalf of, the Seller, for the transfer of any interest in or to the Domain to another. In the event of non-US currency based transactions, conversion to US currency shall be made based upon the official rate of exchange as listed in the Wall Street Journal at the day of receipt thereof. The Transaction Fee shall be deemed to be earned upon execution of an Internet Domain Name transfer agreement or like document by the Seller and a potential buyer, or upon the occurrence of any of the following (whether ImpressiveDomains was directly, indirectly or otherwise involved in, or responsible for, such disposition, provided the transaction is not cancelled or otherwise terminated due to no fault of the Seller)

- ImpressiveDomains procures or an offer is received by a purchaser, ready, willing and able to purchase the rights to the Domain at a cash price that meets or exceeds the Reserve Price;

- The Seller fails (unless such failure is through no fault of the Seller), or refuses, to complete a transfer of any right or interest in or to the Domain after entering into an agreement to do so.

- 6.5. Evaluation and Acceptance of Offers

Unless agreed otherwise, ImpressiveDomains agrees to notify the Seller of all validated offers to acquire the Domain, regardless of whether such offer is above or below the Asking Price or Reserve Price. Subject to the provisions of this Agreement, the Seller has the right to accept or reject any offer received through ImpressiveDomains. If a bona-fide all-cash offer is received by the Seller or by ImpressiveDomains that meets or exceeds the Reserve Price, the Seller shall accept such offer. The Seller shall have the right to perform any reasonably required due diligence with the interested party. The Seller agrees to consider all validated offers and to act in good faith toward accomplishing the conclusive transfer of the Domain.

- 6.6. Escrow Service

The Escrow Service offers users ImpressiveDomains' assistance with the transfer of their Domains. ImpressiveDomains acts here neither as a buyer or seller, nor as the representative of a buyer or a Seller. ImpressiveDomains acts as a secure financial intermediary and will hold the purchase price in escrow for the Buyer while the Seller transfers the Domain. Upon conclusion of the Domain transfer process, ImpressiveDomains will release Buyer's funds from escrow and forward the purchase price to the Seller, less applicable fees.

The responsibility for the object of sale lies exclusively with the Seller and Buyer. ImpressiveDomains cannot initiate the transfer of Domains for a user, nor can ImpressiveDomains be held responsible for errors on the part of the receiving or gaining Registrars or misrepresentations or fraudulent behavior on the part of either party involved in the transaction.

- 6.7. Domain Appraisal

The domain appraisal service offers the opportunity to have the value of a domain name estimated by ImpressiveDomains. The specification of the appraisal service is defined by the details found on the Site, at http://www.impressivedomains.com/domain-name-appraisals.html, the terms and conditions of which are incorporated into this Agreement by reference.

7. Competition

The Seller understands that ImpressiveDomains has numerous other listings, and promotes transactions involving other Internet domain names registered to third parties, some of which third party domain names may be deemed to compete with the Seller and the Domain. The Seller consents to ImpressiveDomains' representation of such other entities and the Seller's activities pertaining to such other Internet domain names, both during and after the term of this Agreement, and shall not deem such activities to be a breach of this Agreement, its terms or any representations made herein or in connection hereof.

8. Liability Disclaimer and Indemnification

ImpressiveDomains is in no way responsible for the content of any web site owned or operated by a third party that may be linked to or from the Site via hyperlink, whether such hyperlink is provided by ImpressiveDomains or by a third party. No judgment or warranty is made with respect to the accuracy, timeliness or suitability of the content of any web site to which the Site may link, including information on the web site regarding the ImpressiveDomains Site. By providing access to other web Sites, neither ImpressiveDomains nor its affiliates are recommending the purchase or sale of the stock issued by any company, nor are they endorsing products or services offered by any web site's sponsoring organization.

YOU AGREE THAT USE OF IMPRESSIVEDOMAINS' SERVICES AND THE SITE IS AT YOUR SOLE RISK AND THAT THE SERVICES ARE PROVIDED ON AN "AS IS" AND AN "AS AVAILABLE" BASIS. IMPRESSIVEDOMAINS EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. IMPRESSIVEDOMAINS MAKES NO WARRANTY TO ANY PROSPECTIVE BUYER THAT THE DOMAINS LISTED BY SELLERS ON THE IMPRESSIVEDOMAINS DATABASE HAVE IN FACT BEEN REGISTERED, OR THAT THE SELLERS ARE THE LEGAL OWNER OF SUCH DOMAINS, OR THAT THEY ARE AUTHORIZED TO ASSIGN/LICENSE SUCH DOMAINS. IMPRESSIVEDOMAINS MAKES NO WARRANTY THAT THE BUYER MAY USE THE DOMAIN OR THAT THE SELLER MAY TRANSFER THE DOMAIN WITHOUT VIOLATING ANY RIGHTS OF A THIRD PARTY. IMPRESSIVEDOMAINS MAKES NO WARRANTY THAT THE SERVICES WILL MEET YOUR REQUIREMENTS, THAT THEY WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE. NOR DOES IMPRESSIVEDOMAINS MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES OR AS TO THE ACCURACY OR RELIABILITY OF ANY INFORMATION OBTAINED FROM THE SITE. YOU UNDERSTAND AND AGREE THAT YOUR USE OF ANY MATERIAL AND/OR DATA DOWNLOADED FROM THE SITE OR ANY SERVICES OBTAINED THROUGH OR PROVIDED BY IMPRESSIVEDOMAINS IS AT YOUR SOLE DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE RESULTING FROM ANY SUCH DOWNLOAD OR USE OF SUCH INFORMATION OR OTHER RELATED TRANSACTION. NO ADVICE OR INFORMATION THAT YOU MAY OBTAIN FROM IMPRESSIVEDOMAINS OR THROUGH THE SERVICES PROVIDED BY IMPRESSIVEDOMAINS SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED THEREIN.

You agree that, regardless of any statute or law to the contrary, except as prohibited by law, any claim or cause of action arising out of or related to this Agreement, the Site, or ImpressiveDomains' products or Services, must be commenced within one (1) year after the cause of action arose; otherwise, such cause of action is permanently barred.

IN NO EVENT SHALL IMPRESSIVEDOMAINS, ITS AFFILIATES, SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES, OR SUPPLIERS BE LIABLE FOR LOST PROFITS OR ANY SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE SITE, THE SERVICES, OR THIS AGREEMENT (HOWEVER ARISING, INCLUDING NEGLIGENCE). IMPRESSIVEDOMAINS' LIABILITY, AND THE LIABILITY OF ITS AFFILIATES, SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES, AND SUPPLIERS, TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCE IS LIMITED TO THE GREATER OF (A) THE AMOUNT OF FEES YOU HAVE PAID TO US IN THE 12 MONTHS PRIOR TO THE ACTION GIVING RISE TO LIABILITY, AND (B) US$100. YOU AGREE TO INDEMNIFY AND HOLD IMPRESSIVEDOMAINS AND (AS APPLICABLE) IMPRESSIVEDOMAINS' SUBSIDIARIES, AFFILIATES, OFFICERS, DIRECTORS, AGENTS, AND EMPLOYEES, HARMLESS FROM ANY CLAIM OR DEMAND, INCLUDING REASONABLE ATTORNEYS' FEES, MADE BY A THIRD PARTY DUE TO OR ARISING OUT OF YOUR USE OF THE SITE OR THE SERVICES, YOUR BREACH OF THIS AGREEMENT OR THE DOCUMENTS IT INCORPORATES BY REFERENCE, OR YOUR VIOLATION OF ANY LAW OR THE RIGHTS OF A THIRD PARTY.

9. Intellectual Property

All content, database information, data and services available on, and collected as a whole through this Site are property of ImpressiveDomains, its affiliates, advertisers and its licensors and are protected by copyrights, trademarks, service marks, patents, trade secrets, and other proprietary rights and laws, in the U.S. and internationally. All rights not expressly granted herein are fully reserved by ImpressiveDomains, its affiliates, advertisers, and licensors. ImpressiveDomains' licensors' or other third party materials, services or products referenced on this Site are common law or registered trade marks or service marks of such parties.

Solely to enable ImpressiveDomains to use Your Information, so that we are not violating any rights you might have in such information, you agree to grant us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sublicensable right to exercise the copyright, publicity, and database rights (but no other rights) you have in Your Information, in any media now known or not currently known, with respect to Your Information. ImpressiveDomains will only use Your Information in accordance with our Privacy Policy.

All contents of the Site are: Copyright © 2005 ImpressiveDomains.com. All rights reserved.

The names of other companies and products mentioned herein may be the trademarks of their respective owners. Any rights not expressly granted herein are reserved by ImpressiveDomains.

10. Term and Termination

Until and unless terminated by you or ImpressiveDomains, your status as an eligible or registered user will continue indefinitely, and fees for services will be charged as described herein (see Section 4, Fees). ImpressiveDomains may terminate this Agreement and your access to the Site and related Services at any time, with or without cause, and with or without notice.

Upon termination of your right to use the Site, you will no longer have access to any data or information you had previously created, maintained, managed, or stored in the Site or ImpressiveDomains' systems. ImpressiveDomains is under no obligation to maintain any such data or information.

Your obligations pursuant to Section 3 (Acceptable Use), Section 4 (Fees), Section 5 (Privacy), Section 8 (Liability Disclaimer and Indemnification), Section 9 (Intellectual Property), Section 10 (Term and Termination), and Section 11 (General) shall survive the termination of this Agreement and your right to use the Site.

11. General

ImpressiveDomains manages the Site from its offices in Coventry, Rhode Island. This Agreement is governed by the laws of Rhode Island, without regard to its choice of law rules. You hereby consent to the jurisdiction of, and venue in, courts located in Providence, Rhode Island, in all disputes arising out of or relating to the Site. In addition, you hereby consent to the exclusive jurisdiction of, and venue in, such courts for any action commenced by you against ImpressiveDomains or its affiliates in any dispute arising out of or relating to the Site. Use of the Site is unauthorized in any jurisdiction that does not give effect to all provisions of these terms and conditions, including, without limitation, this paragraph. You agree that no joint venture, partnership, employment, or agency relationship exists between you and ImpressiveDomains as a result of this Agreement or use of the Site. ImpressiveDomains' performance of this Agreement is subject to existing laws and legal process, and nothing contained in this Agreement is in derogation of ImpressiveDomains' right to comply with governmental, court and law enforcement requests or requirements relating to your use of the Site or information provided to or gathered by ImpressiveDomains with respect to such use. If any part of this Agreement is determined to be invalid or unenforceable pursuant to applicable law, including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the Agreement shall continue in effect. Unless otherwise specified herein, this Agreement constitutes the entire agreement between the user and ImpressiveDomains with respect to the Site and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between the user and ImpressiveDomains with respect to the Site. A printed version of this Agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form, and any such printed, true, and accurate copy shall be deemed an original document for evidentiary purposes. Any failure of ImpressiveDomains to exercise or enforce any right or provision of this Agreement will not constitute a waiver of such right or provision. You may not rent, lease, license, grant a security interest in, or otherwise transfer, assign, or sublicense your rights hereunder to any third party. At any time, ImpressiveDomains may, in its sole discretion and without providing notice or obtaining your consent, assign this entire Agreement or delegate some or all of its responsibilities hereunder.