PeoplePC Online Service Agreement (Dial-Up)

This PeoplePC Online Service Agreement (Dial-Up) ("Agreement") is between PeoplePC Inc. ("PeoplePC") and you for any of PeoplePC’s dial-up Internet access service ("Service"). This Agreement consists of the terms and conditions below, the specific terms of your billing plan for the Service, the PeoplePC Privacy Policy the PeoplePC Acceptable Use Policy, which are found at http://www.peoplepc.com/online/legals.asp?locid=1&pageid=11, all of which are incorporated herein.

PeoplePC may from time to time unilaterally amend this Agreement by posting amendments online. You will be deemed to have accepted the amended Agreement after such revised Agreement is posted on this web site unless you terminate the Service in accordance with the terms of this Agreement. Except as provided in the preceding sentence, this Agreement may not be amended. If you do not agree to the terms and conditions of this Agreement, including any future revisions, you may not use the Service.

1. Application and Acceptance.
In order to order and receive the Service, you acknowledge that you are 18 years of age or older, and you have legal authority to enter into this Agreement. You represent that all information that you provide during the application process is accurate and complete and that you will update such information with PeoplePC should it change. You must provide PeoplePC with a valid credit card, debit card or other PeoplePC approved payment methods for the Service.

The Service must be available to your location. The Service may require separate active telephone or cable service providers in order for the Service to work. You are responsible for charges for such telephone or cable service providers. Changing telephone carriers or cable providers may result in substantial interruption of the Service and may result in fees associated with cancellation and setting up a new account.

After PeoplePC has accepted you as a subscriber, PeoplePC will furnish the Service to you in accordance with the terms of this Agreement. PeoplePC may accept or reject any applicant in its sole discretion. The effective date of this Agreement begins on your account billing start date, as indicated on your first invoice. If the billing plan for your Service has a specific term (for example, 12 months), this Agreement will continue on a month-to-month basis after such term is over until you notify PeoplePC otherwise.

2. Your Use of the Service.
The Service is for residential customers to use only for personal, family, household, and non-commercial purposes. Corporations and other corporate entities are not eligible to receive the Service. Using a personal account for high volume or commercial use (e.g., revenue generation, advertising, etc.) is prohibited. Commercial distribution, commercial resale or commercial use of the Service by subscribers ("Members") is prohibited. Using a personal account for high volume or commercial use (e.g., revenue generation, advertising, etc.) is prohibited. Commercial distribution or resale of the Service by Members also is prohibited.

Internet access memberships may include one or more email accounts. Member names ("Member Names"), Member passwords ("Passwords") and email addresses are PeoplePC's property and PeoplePC may alter or replace them at any time. Members may not use the Service on a standby or inactive basis in order to maintain a connection. Continuous Internet access through the Service may be limited by idle timeout procedures. The use of any electronic or mechanical means to facilitate a continued connection, including but not limited to autodialer features, "pinging" software and automatic logins to mail servers, is prohibited. PeoplePC may limit the length of sessions to a reasonable period, as determined by PeoplePC, after which sessions may automatically be terminated.

Certain plans may offer Members the ability to create personal web pages. Members are required to use only the web design tools provided by PeoplePC. The maximum webspace available for use is 10MB. PeoplePC does not provide web hosting services.

3. Use of the Service by Others.
You may not sell or transfer your right to use the Service to others, or share your Password with others; provided, however, that you may allow other members of your immediate household to use your Member Name and Password to access the Service. In no event may your Member Name and Password be used to access the Service from multiple computers in overlapping or concurrent sessions. You will be responsible for use of the Service by any person who uses a Member Name and Password that you have supplied, whether or not you specifically authorize such person's use or actions. You will promptly notify PeoplePC if you become aware of unauthorized use of your Member Name or Password.

4. Termination.
You may terminate your Service for any reason by calling 1-866-PPCMBRS (1-866-772-6277) on Monday - Friday, 9:00 am - 9:00 pm EST or Saturday, 9:00 am-4:00 pm EST. Email termination requests will not be accepted. Upon termination, you will be assigned a cancellation number. Accounts are not considered closed unless a valid cancellation number has been issued. Please be sure to make a note of this number as it is your only proof of cancellation and will be used for reference in any and all subsequent correspondence regarding billing, refunds or the cancellation itself. The effective date of termination will be the final day of your billing cycle. Based on your billing cycle, charges accrued prior to your termination may apply after you receive a cancellation confirmation. Refunds or credits will not be granted for any prior use including partial use during the last month of cancellation nor will they be granted for fees incurred prior to termination including fees for insufficient funds or reactivation. If your billing plan is for a fixed term, termination charges may apply as set forth in Section 7.

PeoplePC may terminate or suspend your membership (i) without cause at any time for any reason upon 30 days notice, or (ii) with or without notice if you breach the terms of this Agreement or any other agreement between you and PeoplePC or if you violate the PeoplePC Acceptable Use Policy or any of the applicable user policies. If you terminate your membership before the end of the fixed term or if PeoplePC terminates your membership for violations of this Agreement, the PeoplePC Acceptable Use Policy or any of the applicable PeoplePC user policies, the amount you have paid for your membership will not be refunded in whole or in part.

If PeoplePC terminates your pre-paid membership subscription without cause, PeoplePC will refund to you an amount equal to the number of months remaining in your membership term multiplied by the monthly fee in your billing plan. If your membership is terminated, PeoplePC may, without notice to you, delete any data (including email and personal web site content) stored on PeoplePC's servers. Any suspension or termination will not relieve any person of obligations incurred and accrued prior to the effective date of termination. PeoplePC may charge a reactivation fee for the reactivation of suspended accounts.

Other than to receive a return of refundable prepayments as described in Sections 4 and 7, termination of your account is your sole and exclusive remedy with respect to any dispute with PeoplePC.

Sections 7, 14, 15, 16, 18, 22 and 24 of this Agreement will survive termination of this Agreement.

5. Compliance.
You agree not to use the Service for any purpose that is unlawful or prohibited by this Agreement, the PeoplePC Acceptable Use Policy, or any of the applicable user policies that PeoplePC may adopt from time to time to govern use of the Service. You agree to abide by all applicable local, state, national and international laws and regulations. You may not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any information, software or services obtained from or through PeoplePC.

PeoplePC has no obligation to monitor any Member's use of the Service or to retain the content of any user session. You acknowledge that you are aware that some areas of the Internet may contain material that is unsuitable for minors, and you agree to supervise use of the Service by minors who use your Member Name and Password to access the Service.

6. Special Promotions.
From time to time, PeoplePC may offer special promotions for new Internet service memberships and other products. All such offers are limited time offers and cannot be combined. PeoplePC may terminate or modify such offers at any time without notice. Free software offers may require an Internet connection.

7. Fees.
Internet Access Monthly Memberships
If you have subscribed to the Service on a month-to-month basis, you agree to pay to PeoplePC a monthly fee (the "Monthly Fee") in advance for each month or portion of a month in which you receive the Service, other than for any promotional or reward period during which PeoplePC has explicitly agreed to provide the Service to you at a discounted rate or free of charge. You authorize PeoplePC to charge your account immediately upon activation of your membership. For billing purposes, the month will begin on the date you become a Member, which may not be the first calendar day of the month. A service month will run from a numbered day in one month to the same numbered day in the following month. Members who join on the 29th, 30th or 31st day of any month will be billed on the last day of any month not containing 29, 30 or 31 days.

Monthly Fee Subscriptions
PeoplePC will have the right to increase the Monthly Fee from time to time upon email notification to you at least one month before the effective date of the increase. If you do not cancel your membership before the end of the notice period, you will be deemed to have agreed to such increase. PeoplePC may change its monthly billing cycle from time to time. If you have accepted a free offer for a specific number of days, you will incur PeoplePC's standard monthly charges if you continue to use the Service after the free time period. If you terminate your use of the Service within the free time period, PeoplePC will not charge you. All fees and charges are stated and payable in U.S. Dollars.

Fixed-term Subscriptions
If you have subscribed to the Service for a fixed term, but have not pre-paid for the subscription, you agree to pay the Monthly Fee as set forth in the preceding paragraph. If you terminate your subscription before the end of the fixed term, you agree to pay an early termination fee ("Early Termination Fee"). The Early Termination Fee will vary depending on the offer you have accepted. If we notify you of a change in the Monthly Fee and you give us notice of termination within 30 days, we will waive the Early Termination Fee. At the end of the fixed term of your subscription, you may choose to accept another fixed term or continue on a month-to-month basis at the then current monthly rate for equivalent service until terminated. Pricing will be subject to the offer you have accepted.

Internet Access Pre-paid Memberships
If you have purchased a pre-paid membership with a fixed term, you will receive the Service for the duration of your membership term without further charges from PeoplePC. At the end of your fixed pre-paid membership term, your membership will automatically convert to a monthly membership. Pricing will be subject to the rates in effect at that time for equivalent service. If you signed up for a free trial period for a specific number of days, you will be charged the pre-paid membership charge starting the day after the expiration of the trial period unless you cancelled the Service prior to the end of the trial period. If you terminate your membership before the end of the fixed term or if PeoplePC terminates your membership for violations of this Agreement, the PeoplePC Acceptable Use Policy or any of the applicable user policies, and you have paid PeoplePC in advance for Member services, the amount you have paid for your membership will not be refunded in whole or in part.

Computer and Internet Access Bundle Memberships
If you have purchased a PeoplePC Computer and Internet Access Bundle, you will receive the Service for the duration of your membership term without further charge by PeoplePC. At the end of your membership term, your membership will automatically convert to a monthly Internet Access membership. Pricing will be subject to the rates in effect at that time for equivalent service. If you terminate your membership before the end of its term or if PeoplePC terminates your membership for violations of this Agreement, the PeoplePC Acceptable Use Policy or any of the applicable user policies, the purchase price you paid for your computer and membership will not be refunded in whole or in part. If PeoplePC terminates your subscription without cause, PeoplePC will refund to you an amount equal to the number of months remaining in your subscription term multiplied by the monthly fee.

Payment Obligations of a Member

• You authorize PeoplePC to charge the Monthly Fee, the Electronic Funds Transfer Fee, and any other fees and charges payable under this Agreement to the credit card, direct debit account or other payment method that you have supplied in connection with your membership application. PeoplePC reserves the right to validate the payment method information provided at registration and account updates by attempting a $1 authorization to your credit card or a $0 prenote to your direct debit account. These procedures are not charges, only forms of authorization. Questions regarding charges to an account should be directed to 1-866-PPCMBRS (1-866-772-6277). All charges are considered valid unless disputed in writing within thirty (30) days of the billing date. Adjustments will not be made for charges that are more than 30 days old.
• You will promptly notify PeoplePC of changes to the account number, status, or expiration date of the credit card, direct debit account or other payment method you have supplied to PeoplePC, and of changes to your billing address. If PeoplePC is unable to process charges to the credit card, debit account or other payment method you have supplied, or if the credit card or account is canceled or suspended, your membership may be immediately suspended or terminated without notice. Any resulting fees, charges or expenses incurred by PeoplePC may be subsequently charged to your credit card or direct debit account. PeoplePC is not responsible for any charges or expenses (e.g. for overdrawn accounts, exceeding credit card limits, etc.) resulting from charges billed by PeoplePC. You acknowledge and agree that you authorize PeoplePC and that PeoplePC does not need to obtain any additional authorization from you for any recurring payments, automatic billing options or updated credit card or debit card information provided by your credit card or debit card company to PeoplePC.
• If your membership is terminated or suspended by PeoplePC based on your failure to pay applicable fees and charges or your failure to perform any of your other obligations under this Agreement (including your obligation to comply with the PeoplePC Acceptable Use Policy and any of the applicable user policies), you may be required to pay reconnect charges in order to reactivate your membership.
• You acknowledge that no credit or refund will be provided if you are unable to use the Service due to circumstances beyond PeoplePC's control, as determined by PeoplePC.
• PeoplePC may charge for taxes and other applicable fees.
• Except as expressly provided herein, any fees paid to PeoplePC in connection with the Service are nonrefundable.

8. Availability of Internet Access Numbers.
PeoplePC reserves the right to direct Members to use certain numbers to access the Service or to restrict the use of specific access numbers. PeoplePC Internet access numbers may not be available in all areas on a local call, charge free or toll-free basis. PeoplePC may from time to time delete Internet access numbers in particular localities, without being obligated to provide replacement access numbers in the same locality. In the situation described in the preceding sentence, PeoplePC will not be obligated to refund any amount to Members who have pre-paid for services, including Members who have purchased PeoplePC Computer and Internet Access Bundles.

9. Telephone Charges and Computer Equipment.
You are responsible for obtaining the telephone equipment and telephone services necessary to call PeoplePC's Internet access numbers, and for paying any related telephone company charges, including long distance, time-based charges, and telephone line installation charges. You are solely responsible for determining whether calling a particular PeoplePC Internet access number will result in additional charges. PeoplePC will not reimburse you for any charges incurred by you as a result of selecting an access number that is subject to long distance or other telephone company charges. You should contact your telephone company to determine whether calling a particular access number will result in additional charges. Calling an access number may result in additional telephone company charges even if the access number was presented by PeoplePC as an appropriate access number for your area.

In order to use the Service, you must use a computer system (including personal computer, software and modem) that meets PeoplePC's minimum system requirements. Information about those requirements is available online at http://www.peoplepc.com.

10. Use of the Service consistent with the PeoplePC Acceptable Use Policy.
You agree that your use of the Service will be consistent with the PeoplePC Acceptable Use Policy and any of the applicable user policies that are posted on the PeoplePC web site from time to time. Violation of PeoplePC's policies is cause for immediate termination or suspension of your membership.

11. Restrictions on Use of the Service.
You agree not to copy, download, upload, publish, or distribute any emails, programming code, information, data, or other materials ("Content"), or otherwise use the Service or constituent services (such as email, web site hosting, or data storage services) in any manner that in PeoplePC's sole discretion:

1. infringes any third party's intellectual property rights or other proprietary or publicity/privacy rights;
2. violates any applicable law or regulation;
3. violates the PeoplePC Acceptable Use Policy;
4. is defamatory, obscene, contains child pornography, or is harmful to minors; or
5. intentionally propagates any viruses, Trojan horses, worms, time bombs, cancel bots or other software that damages, interferes with, intercepts, or expropriates any system, data, or personal information.

12. Operation of the Service.
PeoplePC may from time to time in its sole discretion establish, modify, or discontinue operating policies and procedures governing operation of the Service. PeoplePC may, among other things:

1. prevent bulk email from entering or leaving any email account maintained through the Service;
2. delete email if it has not been accessed by you within a time set by PeoplePC from time to time;
3. not process or store email due to space limitations set by PeoplePC from time to time;
4. make available to third parties information relating to the Service and Members, subject to the PeoplePC Privacy Policy;
5. establish idle timeout and session length procedures that will cause an automatic log off of an Internet session after a period of time set by PeoplePC; or
6. change or discontinue any functionality or feature of the Service.

13. Content.
When you post or upload content (including feedback and suggestions) ("Posted Content") in a context that indicates that the Posted Content will be accessible to the public, you grant PeoplePC the worldwide, royalty free, and non-exclusive license, without payment of compensation, to publish, copy, distribute, transmit, publicly display and perform, reproduce, edit, translate, and reformat the Posted Content through the Internet and to publish your name (if posted by you) in connection with the Posted Content. PeoplePC is under no obligation to post or use any Posted Content, and PeoplePC may remove any Posted Content at any time, in PeoplePC's sole discretion. You acknowledge that neither PeoplePC nor its suppliers have any obligation to monitor Content that you publish, upload, or distribute through the Service. However, PeoplePC and its suppliers reserve the right to review any such Posted Content and to remove any Posted Content that it or they deem inappropriate. You acknowledge that PeoplePC does not provide backup of your data, including Posted Content. By posting or uploading Posted Content, you warrant and represent that you own or otherwise control rights to the Posted Content sufficient to grant the permission granted above. PeoplePC welcomes your feedback and suggestions regarding the Service, but PeoplePC will not be obligated to pay any compensation for such feedback and suggestions, nor will PeoplePC be restricted in any manner from using or acting on such feedback and suggestions.

14. Disclaimer of Warranties.
YOU USE THE SERVICE AND THE INTERNET AT YOUR OWN RISK. PEOPLEPC AND ITS SUPPLIERS MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, USABILITY, AVAILABILITY, TIMELINESS, SECURITY, OR ACCURACY OF THE SERVICE OR OF ANY INFORMATION, SOFTWARE, OR PRODUCTS OBTAINED THROUGH USE OF THE SERVICE. PEOPLEPC AND ITS SUPPLIERS DO NOT WARRANT THAT YOUR USE OF THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE OR FREE OF VIRUSES OR SPYWARE OR OTHER HARMFUL COMPONENTS, THAT MEMBERS WILL BE ABLE TO ACCESS THE SERVICE AT ANY PARTICULAR TIME OR IN ANY GEOGRAPHIC AREA, OR THAT THE SERVICE WILL MEET ANY PARTICULAR CRITERIA OF PERFORMANCE OR QUALITY. THE SERVICE, THE PEOPLEPC SOFTWARE SUPPORTING THE SERVICE, AND ALL INFORMATION, SOFTWARE, AND PRODUCTS OBTAINED OR ACCESSED THROUGH USE OF THE SERVICE ARE PROVIDED "AS IS," ON AN "AS AVAILABLE" BASIS AND WITHOUT WARRANTY OF ANY KIND. ALL IMPLIED WARRANTIES ARE HEREBY DISCLAIMED, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

PEOPLEPC, ITS OFFICERS, DIRECTORS, EMPLOYEES, SUBSIDIARIES, AFFILIATES, AGENTS, SUPPLIERS AND CONTRACTORS (COLLECTIVELY, "PEOPLEPC PARTIES") WILL HAVE NO RESPONSIBILITY OR LIABILITY FOR DAMAGE TO YOUR COMPUTER SYSTEM FROM VIRUSES OR OTHER HARMFUL PROGRAMMING ROUTINES TRANSMITTED THROUGH USE OF THE SERVICE, NOR FOR BREACHES OF THE SECURITY OF YOUR COMPUTER SYSTEM ACCOMPLISHED BY THIRD PARTIES THROUGH USE OF THE SERVICE. THE PEOPLEPC PARTIES WILL NOT BE RESPONSIBLE OR LIABLE FOR ANY ACT OR OMISSION OF ANY THIRD PARTY, INCLUDING BUT NOT LIMITED TO ANY THREATENING, DEFAMATORY, OBSCENE, OFFENSIVE, OR ILLEGAL CONTENT OR CONDUCT OF SUCH THIRD PARTY OR ANY INFRINGEMENT OF ANOTHER'S RIGHTS, INCLUDING INTELLECTUAL PROPERTY RIGHTS. NO ADVICE OR INFORMATION GIVEN BY THE PEOPLEPC PARTIES WILL CREATE A WARRANTY.

15. Limitation of Liability.
THE PEOPLEPC PARTIES WILL NOT BE LIABLE FOR ANY COSTS OR DAMAGES ARISING DIRECTLY OR INDIRECTLY FROM YOUR USE OF THE SERVICE OR THE INTERNET INCLUDING ANY INDIRECT, INCIDENTAL, EXEMPLARY, MULTIPLE, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES (INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF USE, LOST OR UNDELIVERED EMAILS, CONTENT, AND OTHER DATA, OR LOST PROFITS OR ECONOMIC OR OTHER ADVANTAGE RESULTING FROM YOUR INABILITY TO USE THE SERVICE) ARISING OUT OF A BREACH OF THIS AGREEMENT OR ANY ACTION OR FAILURE TO ACT RELATED TO THE SERVICE, EVEN IF PEOPLEPC OR ANY OF ITS SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

EXCEPT FOR CERTAIN PRODUCTS AND SERVICES SPECIFICALLY IDENTIFIED AS BEING OFFERED BY PEOPLEPC, PEOPLEPC DOES NOT CONTROL ANY MATERIALS, INFORMATION, PRODUCTS, OR SERVICES ON THE INTERNET. THE INTERNET CONTAINS UNEDITED MATERIALS, SOME OF WHICH ARE SEXUALLY EXPLICIT OR MAY BE OFFENSIVE TO YOU. PEOPLEPC HAS NO CONTROL OVER AND ACCEPTS NO RESPONSIBILITY FOR SUCH MATERIALS. YOU ASSUME FULL RESPONSIBILITY AND RISK FOR USE OF THE SERVICES AND THE INTERNET AND ARE SOLELY RESPONSIBLE FOR EVALUATING THE ACCURACY, COMPLETENESS, AND USEFULNESS OF ALL SERVICES, PRODUCTS, AND OTHER INFORMATION, AND THE QUALITY AND MERCHANTABILITY OF ALL MERCHANDISE PROVIDED THROUGH THE SERVICE OR THE INTERNET.

THE TOTAL AGGREGATE LIABILITY OF ANY PEOPLEPC PARTY FOR ANY CLAIM ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE SERVICE WILL NOT EXCEED THE CUMULATIVE AMOUNT OF FEES PAID BY YOU TO PEOPLEPC. THE FOREGOING LIMITATIONS APPLY TO ANY CLAIM YOU MAY ASSERT, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR ANY OTHER THEORY. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

16. Indemnification.
You agree to defend, indemnify and hold the PeoplePC Parties harmless from and against all third party claims, demands, suits, actions, judgments, losses, costs, damages (direct, indirect and consequential), attorney's fees and expenses that an PeoplePC Party may sustain or incur by reason of your use of the Service or the use of the Service by anyone else in your household (i) in violation of applicable laws, regulations or the terms of this Agreement, (ii) to transmit any messages, content, images or other information via the Internet, (iii) in connection with any claims for infringement of any intellectual property rights arising from or in connection with use of the Service, or (iv) in any manner that harms any person resulting in the personal injury or death of any person or in damage to or loss of any tangible or intangible (including data) property.

17. Information.
You acknowledge that PeoplePC may be required to disclose information regarding you and the use of your membership (including data and email) to the government or regulatory agencies or to third parties if legally compelled to do so. You authorize PeoplePC to disclose any information about you to private entities, law enforcement or other government officials as PeoplePC, in its sole discretion, believes necessary or appropriate to investigate or resolve potential violations of this Agreement or any of the applicable user policies. You acknowledge that Internet communications and servers may not be secure, and that information transmitted on such connections and servers may be subject to interception, disclosure or loss.

18 Shopping through PeoplePC.
We may from time to time send you emails about offers that we think will interest you. PeoplePC sometimes arranges for merchants to offer to Members unique deals, special values and enhanced services. Please keep in mind, however, that when you purchase a product from a third party merchant, you are buying directly from that merchant and not from PeoplePC. PeoplePC is not responsible for the actions or omissions of a merchant, any advertising claims made by the merchant, or any damage or harm that may result from your use of products purchased from the merchant. All aspects of your purchase, including, but not limited to, purchase terms, payment terms, warranties, guarantees, maintenance, service, and delivery, are solely between you and the merchant. Your rights and remedies with respect to a particular purchase will be solely against the merchant, and any questions, complaints, and claims related to a product should be directed to that merchant. You may have the option to purchase products through the PeoplePC web site by transmitting credit card information over the Internet. PeoplePC uses encryption technology to protect the credit card information you provide. However, PeoplePC cannot guarantee that the encryption technology will operate as intended or that a third party will not be able to access encrypted information. If you have any concerns about sending credit card information over the Internet, please use an alternative means of payment. By sending any sensitive information, such as credit card information, over the Internet while you are shopping with the Service, you agree that PeoplePC will not have any liability if the encryption technology fails to protect your information.

19. Software.
To access the Internet through PeoplePC's network, you are required to use PeoplePC's proprietary dialer software and other network management software that PeoplePC delivers to you from time to time ("Software"). PeoplePC may automatically check the version of the PeoplePC software you are using and may automatically download modifications and upgrades to such software. You consent to the downloading and use of such software and updates, as a condition of receiving the Service.

Software is the copyrighted work of PeoplePC and/or its suppliers. Your use of the software is governed by the terms of the end user license Agreement, if any, which accompanies or is included with the software ("License Agreement"). You may not install or use any software that is accompanied by or includes a License Agreement unless you first agree to the License Agreement.

For any Software not accompanied by a License Agreement, PeoplePC grants to each Member a limited, nonexclusive, nontransferable and nonassignable license to install and use the PeoplePC software (including software from third party vendors that PeoplePC distributes; in object code format), its associated documentation, and any updates thereto ("Licensed Programs") in order to access and utilize the Service. You agree to use the Licensed Programs solely in conjunction with the Service for your non-commercial purposes in accordance with this Online Service Agreement and for no other purpose. PeoplePC may modify the Licensed Programs at any time, for any reason, and without providing notice of such modification to a Member.

The Licensed Programs constitute confidential and proprietary information of PeoplePC and PeoplePC's licensors and embody trade secrets and intellectual property protected under United States copyright laws, other laws, and international treaty provisions. All right, title, and interest in and to the Licensed Programs, including associated intellectual property rights, are and will remain with PeoplePC and PeoplePC's licensors. No person will translate, decompile, reverse engineer, distribute, remarket, or otherwise dispose of the Licensed Programs or any part thereof. Any reproduction or redistribution of the Software is expressly prohibited by law, and may result in severe civil and criminal penalties.

You may not download, use, or otherwise export or re-export the Licensed Programs or any underlying information or technology except in full compliance with all United States and other applicable laws and regulations. By installing or downloading the Software, you represent and warrant that you are not located in, under the control of or a national or resident of any country on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Commerce Departments Table of Deny Orders. Contractor/manufacturer is PeoplePC Inc., 1375 Peachtree St., Level A, Atlanta, GA, 30309.

PeoplePC reserves the right, in its sole discretion, to modify or discontinue Software it provided to you and to limit, terminate or suspend your use of that Software. While PeoplePC's proprietary software is designed to work with a wide range of Windows-based computers, PeoplePC does not warrant that it will work with every computer configuration.

20. Technical support.
PeoplePC provides technical support related to the provision of Internet access during the term of your Internet Access membership. Technical support for Members can be handled by calling either 1-877-947-3327 or 1-900-285-8333. For those Members that chose to call the 900#, they will be charged $1.95 per minute. The 900 # has a recording on it telling Members to hang up if they do not want to be charged the per minute charge.

Depending on the membership plan you have selected, you may receive such technical support without additional charge or you may be charged on a pay-per-call basis. Prior to seeking our technical support, you have the sole responsibility for adequate backup of data and protection of your software and equipment used directly or indirectly in connection with any technical support or information provided by PeoplePC. PeoplePC will use all reasonable efforts to resolve basic technical problems of its Members, however, PeoplePC's live, online or email technical support does not assure that every request for technical support will be resolved to the Member's satisfaction. PeoplePC technical support may be limited to PeoplePC-provided services and/or software.

Due to the wide range of hardware and software configurations and compatibility, it may not be possible for PeoplePC to provide technical support for your current set of products. In certain circumstances, it may be necessary to refer you to the manufacturer of your hardware or software vendor for technical support of their products.

21. Links.
The dialer page, welcome page, and other online properties displayed through the Service may display links to web sites sponsored by third parties ("Third Party Sites"). If you click on one of these links, you will be taken to a web site not controlled by PeoplePC. Third Party Sites may contain material or information that some people might find inappropriate or offensive. PeoplePC is not responsible for the content or operation of Third Party Sites reached by virtue of such links, and the presence of such links does not imply that PeoplePC endorses or is affiliated with such Third Party Sites or third parties. Therefore, please exercise your own independent judgment in deciding what web sites to visit.

22. Security.
You agree that you are responsible for the security of your computer and data including, but not limited to, the encryption of data and the protection of your usernames and Password. You are solely responsible for the management of your information on your computer including back up and restoration of your data.

PeoplePC will take reasonable measures to protect the security of its systems and your data, but PeoplePC does not guarantee the security of any account or Member data and will not be liable for unauthorized breaches of such security. Please note that unencrypted email is not a secure means of communication.

23. Notices. PeoplePC may send notices to you under this Agreement by email, by a general posting on the PeoplePC Member web site, or by conventional mail. You may send notices to PeoplePC under this Agreement only by mail addressed to:

PeoplePC Inc.
Attn: Customer Service
1375 Peachtree St
Level A
Atlanta, GA 30309

1. The service is provided by PeoplePC Inc., 1375 Peachtree St., Level A, Atlanta, GA, 30309. Phone: (800) 736-7537.
2. Charges vary depending of the type of service. Current pricing may be obtained from the PeoplePC website: www.peoplepc.com. PeoplePC reserves the right to change prices and institute new fees at any time upon 30 days prior notice.
3. Complaints and questions about the service should be directed to PeoplePC Customer Service at (800) 736-7537. The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1020 N. Street, #501, Sacramento, CA 95814 or by telephone at 1-916-445-1254.
4. Actions arising from this Agreement may be brought in an appropriate California small claims court.

24. General.
If any provision of this Agreement is held to be unenforceable under applicable law in any respect, such provision will be excluded from this Agreement and the balance of this Agreement will be enforceable in accordance with its terms. This Agreement represents the complete agreement between PeoplePC and you with respect to the subject matter hereof, and supersedes any other written or oral agreements. PeoplePC will not be liable for delays, damages or failures in performance due to causes beyond its reasonable control, including, but not limited to, acts of a government in its sovereign capacity, acts of war, terrorism, acts of a public enemy, fires, earthquakes, acts of God, labor disputes, strikes, work slow-downs or other labor-related activity.

Version 08-01-2009