Account Information Future Reference

8/9/2019 Account Information Future Reference

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Please record your account information for your future reference:

Your new Web Site Address: http://www.circletech.ca/

Your Administration Web Site: http://www.circletech.ca/admin

Your Administration Username: nfotowatPassword: nami1234

ISPEEDWAY TERMS OF PURCHASE, USE AND LICENSE AGREEMENT AND

DISCLAIMER OF LIABILITY

This Terms of Purchase, Use and License Agreement and Disclaimer of Liability (referred to as

"this Agreement") is a legal contract between (i) iSpeedway, Inc., a Nevada corporation (referredto as "we" or "us" or "Provider"), and (ii) you and your principals as described below (referred to

as "you" or "Customer"). References in this Agreement to "iSpeedway" means the software andrelated technology and content, and the products, services, information and other items, as they

may be modified from time to time, provided by Provider, affiliates of Provider or other third-parties, as described in this Agreement, through or in connection with the iSpeedway offering

provided through the iSpeedway web site which is currently available at http://ispeedway.com/.

1. Scope of Agreement(a) Provider Products. This Agreement sets forth terms relating to the following: (i) your

purchase of access to the iSpeedway offering; (ii) your rights and obligations relating toany iSpeedway starter package provided to you ("iSpeedway Package" as further defined

below); (iii) your purchase from us and use of the basic iSpeedway online subscriptionweb services (i.e., online web site creation and management tools, customer web site

hosting services and related features) which are provided by us ("Basic iSpeedwayOnline Services") in connection with iSpeedway; (iv) your purchase from us of any

additional products or services sold by us in connection with iSpeedway; (v) your use ofany additional products or services that are either sold or provided by us in connection

with iSpeedway except to the extent the terms of use applicable to such products and

services are established with our permission by another person involved in such sale orprovision; and (vi) such other matters as are described in this Agreement. Additionalproducts or services sold or provided by us are referred to in this Agreement collectively

as "Additional Provider Products". Basic iSpeedway Online Services Additional ProviderProducts are referred to in this Agreement collectively as "Provider Products". Certain

Provider Products are subject to additional terms as provided by Provider, posted onlineon the iSpeedway Web Site, or otherwise made available by Provider ("Additional

Provider Terms"). All applicable Additional Provider Terms are hereby incorporated


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herein.

(b) Related Company Products. As described further in Section 3 of this Agreement,certain affiliates of Provider ("Related Companies") are involved in selling or providing

products or services in connection with iSpeedway and/or are involved in supporting

aspects of iSpeedway with our permission. Products and services that are sold by RelatedCompanies in connection with iSpeedway, or that are provided by Related Companies inconnection with iSpeedway where the Related Company establishes the terms of use, are

referred to in this Agreement as "Related Company Products". Your purchase of RelatedCompany Products from a Related Company shall be governed by the terms of purchase

established by such Related Company. Your use of Related Company Products where theRelated Company establishes the terms of use shall be governed by the terms of use

established by such Related Company. Certain terms of this Agreement, such asdisclaimers and limitations, apply to Related Company Products as specified in such

terms. Any applicable terms established by a Related Company ("Related CompanyTerms") will be either provided by such Related Company, posted online on the

iSpeedway Web Site, or otherwise made available. By purchasing or using RelatedCompany Products, you agree to be bound by all Related Company Terms, including any

applicable privacy policies of such applicable Related Companies.

(c) Third-Party Products. As described further in Section 3 of this Agreement, certainthird-party providers of products and services who are not affiliates of Provider ("Third-

Party Vendors") are involved in selling or providing products or services in connectionwith iSpeedway and/or are involved in supporting aspects of iSpeedway. References to

"Third-Party Vendors" in this Agreement only apply to third-parties who are involvedwith iSpeedway with our permission. Products and services that are sold by Third-Party

Vendors in connection with iSpeedway, or that are provided by Third-Party Vendors inconnection with iSpeedway where the Third-Party Vendor establishes the terms of use,

are referred to in this Agreement as "Third-Party Products". Your purchase of Third-PartyProducts from a Third-Party Vendor shall be governed by the terms of purchase

established by such Third-Party Vendor. Your use of Third-Party Products where theThird-Party Vendor establishes the terms of use shall be governed by the terms of use

established by such Third-Party Vendor. Certain terms of this Agreement, such asdisclaimers and limitations, apply to Third-Party Products as specified in such terms. Any

applicable terms established by a Third-Party Vendor ("Third-Party Terms") will beprovided by such Third-Party Vendor or otherwise made available. By purchasing or

using Third-Party Products, you agree to be bound by all applicable Third-Party Terms,including any applicable privacy policies of such Third-Party Vendors.

2. Acceptance of Agreement(a) Acts of Acceptance. Using an iSpeedway Package or any other aspect of iSpeedwayin any manner, not cancelling your subscription to iSpeedway prior to the expiration of

any applicable Trial Period as provided below, or other action signifying acceptance ofthe terms of this Agreement, constitutes acceptance of the terms of this Agreement

(including all applicable Additional Provider Terms) by you and by persons on whosebehalf or for whose benefit you are acting ("Principals"). Unless otherwise specified,


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references to "you" or "Customer" in this Agreement shall also refer to yourPrincipals.rovision; and (vi) such other matters as are described in this Agreement.

Additional products or services sold or provided by us are referred to in this Agreementcollectively as "Additional Provider Products". Basic iSpeedway Online Services

Additional Provider Products are referred to in this Agreement collectively as "Provider

Products". Certain Provider Products are subject to additional terms as provided byProvider, posted online on the iSpeedway Web Site, or otherwise made available byProvider ("Additional Provider Terms"). All applicable Additional Provider Terms are

hereby incorporated herein.

(b) Use Requires Acceptance. Only persons who accept the terms of this Agreement andall applicable Related Company Terms and Third-Party Terms (collectively "Applicable

Terms") may use iSpeedway and related products and services. If you do not intend toaccept all such Applicable Terms, you must cancel your subscription to iSpeedway prior

to the expiration of any applicable Trial Period and refrain from using iSpeedway andrelated products and services in any manner. additional terms as provided by Provider,

posted online on the iSpeedway Web Site, or otherwise made available by Provider("Additional Provider Terms"). All applicable Additional Provider Terms are hereby

incorporated herein.

(c) Effect of Acceptance. By accepting this Agreement, you agree to comply with theterms of this Agreement, along with all other Applicable Terms, and acknowledge that

this Agreement provides for various disclaimers and limitations as set forth below. Inconnection with accepting this Agreement, you represent and warrant that (i) you are 18

years of age or older (or otherwise of the age of majority required to enter into a bindingcontract if higher than 18); and (ii) you are authorized to enter into this Agreement and

bind your Principals to the terms of this Agreement and all other Applicable Terms.

3. General Terms Relating to iSpeedway

(a) Purchase of iSpeedway Program. In the event your purchase of access to theiSpeedway offering is accompanied by a trial period during which you have the right to

cancel your subscription to iSpeedway without incurring charges for Basic iSpeedwayOnline Services ("Trial Period") and/or an introductory period during which your

purchase of access to the iSpeedway offering entitles you to Basic iSpeedway OnlineServices without additional charge ("Introductory Period"), the terms described in this

Agreement, including this Section 3, apply along with all other Applicable Terms. Yourpurchase of access to the iSpeedway offering may be accompanied by a physical

iSpeedway Package that was shipped to you ("Physical Package") or an electronicpackage that was provided to you online, via email or otherwise ("Electronic Package").

References in this Agreement to "iSpeedway Package" apply to both Physical Packagesand Electronic Packages additional terms as provided by Provider, posted online on the

iSpeedway Web Site, or otherwise made available by Provider ("Additional ProviderTerms"). All applicable Additional Provider Terms are hereby incorporated herein.


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(i) Grant of License and Related Terms. Conditioned on your acceptance of andcompliance with all Applicable Terms, you are granted (i) a license to use the

iSpeedway Package that was provided to you, (ii) the right to use the BasiciSpeedway Online Services during the Trial Period and/or Introductory Period, as

applicable, that was communicated to you in connection with your purchase of

access to the iSpeedway offering, (iii) the right to continue to use the BasiciSpeedway Online Services after the applicable Trial Period and/or IntroductoryPeriod, as applicable, subject to payment of applicable fees. For Physical

Packages, the license certificate that accompanies such package will set forth theapplicable Trial Period and/or Introductory Period. For Electronic Packages, the

confirmation email that accompanies your purchase will set forth the applicableTrial Period and/or Introductory Period. For Physical Packages, the Trial and

Introductory Periods begin on the iSpeedway Package shipment date as set forthon the license certificate that accompanies the package. For Electronic Packages,

the Trial and Introductory Periods begin on the date of purchase.

(ii) Subscription, Account Activation. Your purchase of the iSpeedway offeringconstitutes your subscription to iSpeedway. As described further below, online

activation of your iSpeedway account at the iSpeedway Web Site is required toobtain access to the Basic iSpeedway Online Services and is necessary to access

certain Additional Products that you may have purchased. Your subscription toiSpeedway will automatically renew unless you cancel your subscription in

accordance with Section 5 of this Agreement.

(iii) Return of Physical Package. In the event you were provided a Physical

Package that is accompanied by a Trial Period and you are not satisfied with

iSpeedway, you may return the Physical Package within the applicable TrialPeriod by following the return instructions posted at http://returns.ispeedway.com.

You must follow the posted return instructions for the return to be valid. Upon ourconfirmation of a valid return, your obligation to pay for the iSpeedway

subscription will terminate. As communicated to you at the time you purchasedaccess to the iSpeedway offering, any other amounts, including amounts paid for

shipping and handling charges and for any upgrades, are non-refundable.

(b) Basic iSpeedway Online Services. Subject to the terms of this Agreement including

the fee and payment terms described in Section 5, activation of your iSpeedway accountprovides online access to the Basic iSpeedway Online Services. You acknowledge and

agree that the Basic iSpeedway Online Services and other aspects of iSpeedway aresubject to modification as described further in Section 6.

(c) Additional Products. Subject to applicable fees and other applicable terms, iSpeedway

customers are eligible to purchase certain products and services in addition to the BasiciSpeedway Online Services, including Additional Provider Products, Related Company

Products, and/or Third-Party Products. Additional Provider Products, Related CompanyProducts, and Third-Party Products are referred to in this Agreement collectively as

"Additional Products". Although certain Additional Products may be helpful or necessary


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to allow Customer to access certain features of iSpeedway, Customer has no obligation topurchase such Additional Products.

(d) Support. Access to certain informational materials and certain customer support

accompanies iSpeedway. It is acknowledged and agreed that such information does not

constitute legal, accounting, tax or other professional advice. It is the Customer'sresponsibility to obtain legal, accounting, tax and other professional advice as determinedby Customer to be appropriate. The availability of customer support may vary. Certain

additional informational materials and support may be made available by Provider at aprice established by Provider and otherwise on terms established by Provider.

(e) Customer Requirements. To take full advantage of the various rights that accompany

a subscription to iSpeedway, you are responsible for having certain items includingcertain equipment (e.g., a computer meeting minimum requirements and a modem),

certain services (e.g., Internet access), and an acceptable instrument of payment (e.g., avalid credit card). You must continue to subscribe to the Basic iSpeedway Online

Services to maintain a web site on iSpeedway ("Customer Site") and have access tovarious other iSpeedway products/services.

(f) Third-Party Permissions. You are responsible for obtaining any third-party licenses or

other permissions necessary in connection with creating and maintaining your CustomerSite and as otherwise necessary in connection with your use of iSpeedway, including

those permissions required by copyright, trademark, trade secret and patent and otherintellectual property laws.

(g) Certain Restrictions. Certain technical and other restrictions apply to the use of

iSpeedway. For example, data storage restrictions limit the size of your Customer Site.There are restrictions on the size of emails that may be sent and on the number of emails

that may be received and stored. Efforts to control spamming may result in certainemails, including legitimate emails, being blocked. There may be restrictions on the

number of times that Customer's account may be accessed in a particular time period. Asfurther described in Section 13, Provider shall have no liability relating to such

restrictions.

(h) Domain Name Registration. The Basic iSpeedway Online Services allow you to use asubdomain name as the address for your Customer Site (e.g.,

www.customersite.ispeedway.com). In the event you purchase your own domain namewith a top level domain extension such as the .com extension ("Primary Domain Name")

through iSpeedway, such purchase and use shall be governed by the terms set forth herein(including the disclaimers and limitations) and by other applicable terms which may be

provided in connection with such registration. By registering a Primary Domain Name,you agree to all such additions terms including the terms of the Registration Agreement

established by the registrar for the Primary Domain Name which will be posted on theiSpeedway Web Site and/or on the domain name registrar's web site or otherwise made

available.


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(i) Custom Web Site Design Services. In the event you are provided any custom web sitedesign services or other design services in connection with iSpeedway, such services

shall be governed by the terms set forth herein (including the disclaimers and limitations)and by other applicable terms which may be provided in connection with such design

services or otherwise made available.

(j) Terms Applicable to Offline Software. In the event you are provided offline access tosoftware either via download, CD-ROM or otherwise ("Offline Software"), such access

shall be governed by the terms set forth herein (including the disclaimers and limitations)and by other applicable terms which may be provided in connection with such access or

otherwise made available.

(k) Additional Terms Applicable to Additional Products. Additional Products beyondthose specifically listed in this Agreement are governed by the terms set forth in this

Agreement (including the disclaimers and limitations) to the extent provided in thisAgreement, and by other Applicable Terms.

(l) Related Companies. You acknowledge and agree that Provider is not responsible for

any Related Company Products to the extent sold by a Related Company or to the extentprovided by a Related Company where the Related Company establishes the terms of use,

or for any acts or omissions of Related Companies. Although certain Related CompanyProducts may be co-branded with the brands of Provider, the actual sellers and providers

of such products/services are solely responsible for such products/services. RelatedCompanies have no authority to act on behalf of or bind Provider or Provider vendors,

agents and affiliates (as defined in Section 14 of this Agreement). Provider shall not beconstrued to be a party to any transactions that may be entered into between you and

Related Companies.

(m) Third-Party Vendors. You acknowledge and agree that Provider is not responsible forany Third-Party Products to the extent sold by a Third-Party Vendor, or to the extent

provided by a Third-Party Vendor where the Third-Party Vendor establishes the terms ofuse, or for any acts or omissions of Third-Party Vendors. Although certain Third-Party

Products may be co-branded with the brands of Provider or Related Companies, theactual sellers and providers of such products/services are solely responsible for such

products/services. Third-Party Vendors have no authority to act on behalf of or bindProvider or Provider vendors, agents and affiliates. Provider shall not be construed to be a

party to any transactions that may be entered into between you and Third-Party Vendors.

4. Restricted Conduct(a) Illegal Conduct Prohibited. You agree not to violate, directly or indirectly, applicablelaws in connection with operating your Customer Site or otherwise using iSpeedway.

You are responsible for ascertaining the requirements of applicable laws and complyingwith such laws. Examples of illegal conduct include the following: (i) posting any content

that is illegal in the location at which the content is posted or received; (ii) infringing orotherwise violating any copyright, trademark, trade secret, patent or other intellectual


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property right of any third-party; (iii) making, posting or distributing statements that arelibelous or defamatory; (iv) invading the privacy of third-parties or otherwise failing to

comply with applicable privacy laws; (v) promoting, soliciting or otherwise participatingin illegal pyramid schemes or illegal sweepstakes, raffles, lotteries, contests or gambling

activities; (vi) promoting, selling or otherwise providing illegal products or services; (vii)

promoting, selling or otherwise providing pirated computer programs or pirated music ormovies; (viii) promoting, selling or otherwise providing illegal drugs or illegal drugparaphernalia; (ix) promoting or making illegal sales of alcohol, firearms or other

weapons; (x) promoting, selling or otherwise providing sexually-oriented products orservices that are obscene or otherwise illegal; (xi) promoting, selling or otherwise

providing worms, trojan horses, computer viruses or other harmful code or devices, orusing or distributing programs designed to "nuke" or otherwise create attacks against a

third-party web site, Internet service provider or other person; (xii) advocating,promoting or otherwise encouraging or assisting violent activities or activities that cause

physical harm.

(b) Offensive Conduct Prohibited. You agree not to engage, directly or indirectly, in anyoffensive conduct in connection with operating your Customer Site or otherwise using

iSpeedway. Offensive conduct includes conduct that is inconsistent with local standardsin your community or that reflects negatively on iSpeedway, Provider or Provider

vendors, agents and affiliates. Examples of offensive conduct include the following: (i)posting, promoting, selling or otherwise providing lewd, lascivious or sexually explicit

materials, products or services; (ii) posting, promoting, selling or otherwise providingmaterials, products or services that contain blatant expressions of bigotry, prejudice,

racism, hatred or excessive profanity; (iii) posting harrassive materials or otherwiseengaging in harrassive conduct; (iv) posting material or otherwise engaging in conduct

that ridicules, disparages or otherwise discredits iSpeedway, Provider or Providervendors, agents and affiliates.

(c) Dangerous Activities Prohibited. You agree not to engage, directly or indirectly, in

any activities in connection with operating your Customer Site or otherwise usingiSpeedway that involve a significant risk of serious injury or damage to persons,

property, environment or business.

(d) Data Harvesting and Access to Other Customer Sites Prohibited. You agree not to,directly or indirectly, attempt to harvest or compile any data contained on the iSpeedway

Web Site, the customer sites of others, or otherwise related to iSpeedway. You furtheragree not to use any such data except as necessary to operate your Customer Site in

accordance with this Agreement and as otherwise expressly authorized by thisAgreement. You agree not to, directly or indirectly, attempt to use or access the customer

sites of others, the passwords for such customer sites, or other information relating toother customers.

(e) Determination of Violation. Provider shall have the right to determine in its sole

discretion whether the requirements of this Section or other terms of this Agreement arebeing violated and to take such actions as Provider deems necessary or appropriate to


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remedy such violation including restriction or termination of Customer's rights to usesome or all aspects of iSpeedway in accordance with Section 10 of this Agreement.

However, Provider assumes no obligation to make any such determination or take anyparticular action.

5.Fees and Payment Terms

(a) Fees and Payment Terms. The fees and payment terms for the Basic iSpeedwayOnline Services, and for certain Additional Products, are set forth in one or more fee

schedules, which may be modified from time to time, ("Fee Schedule") which will beposted on the iSpeedway Web Site, sent to you by email, or otherwise made available.

You agree to pay when due such fees as provided in the applicable Fee Schedule and inaccordance with this Agreement. The fees and other terms set forth in the Fee Schedule

are subject to change in the same manner as the terms of this Agreement are subject tochange as described in Section 6 below. Provider may act as a collection agent for

Related Companies or Third-Party Vendors, or vice versa, with respect to the collectionof fees and other amounts relating to iSpeedway.

(b) Means of Payment. You are required to provide your credit card information (or other

payment instrument accepted by Provider) for payment. All charges that you incur inconnection with iSpeedway will be charged to the credit card (or other acceptable

payment instrument) that you provide. If payment is not received from the card issuer orother payment provider, you agree to pay Provider all amounts due on demand plus

interest and expenses as provided in Section 5 below. You hereby authorize Provider totake all actions determined by Provider to be necessary or desirable to validate and

charge your credit card or other payment instrument and otherwise obtain payment. Eachcredit card or other payment instrument that you provide in connection with the

iSpeedway Offering may be kept on file by Provider. In the event you provide more thanone credit card or other payment instrument, you hereby authorize Provider to charge any

credit card or other payment instrument on file with Provider as Provider deemsnecessary to obtain payment for ongoing fees as referenced below in Section 5(e).

(c) Late Payment and Non-Payment. You acknowledge and agree that if payment of all

amounts due from you relating to iSpeedway is not received on a timely basis, your rightsto use iSpeedway may be restricted or terminated as further described in Section 10 of

this Agreement. Late payment is also subject to late charges as may be set forth in theapplicable Fee Schedule. If Customer, without justification, disputes charges for any

iSpeedway products/services directly with a credit card issuer or other third-partyresulting in a "chargeback" or "stop payment" or other form of payment reversal,

Customer will be subject to having his or her rights to use iSpeedway restricted orterminated in accordance with Section 10 of this Agreement. If a Customer wishes to

have his or her rights reinstated after restriction or termination, such reinstatement will besubject to Provider's approval and payment of all applicable reinstatement fees as may be

described in the applicable Fee Schedule. Please note that in the event that we are notable to collect any payment billed to your credit card, you could be charged a fee in an

amount determined by applicable state law. If for some reason you would like to pay infull at any time, you can do so without penalty.


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(d) Automatic Renewal; Cancellation. Upon expiration of the Trial Period and, if

applicable, expiration of the Introductory Period that accompanied your purchase ofaccess to the iSpeedway offering, your subscription to iSpeedway will automatically

renew unless you cancel your subscription prior to the expiration of such period(s). If you

want to cancel your subscription to iSpeedway, you must follow the applicablecancellation instructions set forth at http://support.ispeedway.com/ or otherwise madeavailable. You acknowledge and agree that, if you cancel your subscription to

iSpeedway, you may not be able to use certain iSpeedway products/services that youhave purchased. Certain other iSpeedway products/services may be subject to automatic

renewal unless cancelled by following the applicable cancellation instructions set forth athttp://support.ispeedway.com/ or otherwise made available.

(e) Ongoing Fees. If you do not cancel your subscription to iSpeedway prior to the

expiration of the applicable Trial Period and, if applicable, expiration of the IntroductoryPeriod, you will be responsible for all applicable ongoing fees for iSpeedway

products/services that you have signed up for and you will be billed for those fees inaccordance with the applicable Fee Schedule and this Agreement and any other

applicable terms. The credit card or other instrument of payment that you provide will bebilled for such iSpeedway products/services, and you hereby agree to such billing and

authorize us to take all lawful actions to obtain payment if such billing is not honored forany reason (including those actions described in Section 5(b) of this Agreement such as

charging other credit cards or other payment instruments on file with Provider asProvider deems necessary to obtain payment for ongoing fees).

(f) Unauthorized Use of Credit Card or Account. You agree to notify Provider

immediately in writing if you suspect unauthorized use of your credit card or otherpayment instrument, or of your iSpeedway password, or if you suspect any other

unauthorized activity relating to your iSpeedway account. You acknowledge and agreethat you are responsible for any activity that occurs through your iSpeedway account.

(g) Responsibility for Taxes. You acknowledge and agree that you are responsible for

compliance with all applicable tax laws. You agree to promptly pay any taxes, includingpersonal property taxes or sales taxes, transaction privilege taxes, excise taxes, use taxes,

value added taxes or similar taxes and charges, that you are obligated to pay underapplicable law in connection with your activities.

(h) Collection Costs. You agree to pay to Provider on demand all attorney and collection

fees, court costs and other expenses arising from any effort of Provider to collect anyamounts due from you. You further agree that all such amounts shall, in addition to all

applicable late charges, bear interest at a rate of 1.5% per month or partial monthoverdue, or the highest interest rate permitted by applicable law if such rate is lower than

1.5% per month.

(i) Billing Questions. Any questions regarding billing should be directed to iSpeedwaySupport by email at the following address: [email protected].


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6. Modification of iSpeedway Terms; Availability(a) Modification of iSpeedway. Provider may from time to time discontinue or otherwisemodify (temporarily or permanently) any or all aspects of iSpeedway. Provider will

engage in efforts, as are determined by Provider to be appropriate in its sole discretion, to

give notice of any modification of iSpeedway that affects your Customer Site in amaterially adverse manner. Provider may, in its sole discretion, provide such notice byposting it on the iSpeedway Web Site, by sending you an email, by putting a popup

notice on your screen when you access iSpeedway, by sending you a letter, or otherwise.Your use of iSpeedway after the effective date of a modification constitutes your

acceptance of the modification. If you are dissatisfied with any modification ofiSpeedway, you have the right to terminate your subscription to iSpeedway in accordance

with Section 10 which shall be your exclusive remedy.

(b) Modification of Terms of Agreement. Provider may from time to time modify theterms of this Agreement. Provider will give notice of such modifications by posting a

modified version of this Agreement on the iSpeedway Web Site. Provider will give noticeof changes to applicable fees by posting or otherwise making available a modified

version of the applicable Fee Schedule. Provider may, in its sole discretion, supplementsuch notice by sending you an email, by putting a popup notice on your screen when you

access iSpeedway, by sending you a letter, or otherwise. You agree to review thisAgreement from time to time and comply with any modifications. Your use of iSpeedway

after the effective date of a modification of applicable terms constitutes your acceptanceof the terms as modified. If you are dissatisfied with any modification of applicable

terms, you have the right to terminate your subscription to iSpeedway in accordance withSection 10 which shall be your exclusive remedy.

(c) Limitation of Availability of iSpeedway. The availability of the iSpeedway Web Site,

your Customer Site and other aspects of iSpeedway is subject to periodic downtime formaintenance and is further subject to interruption due to failure of telecommunication

links and Internet infrastructure, viruses, third-party attacks, and other causes beyondProvider's control. You acknowledge and agree that Provider shall not be responsible for

any interruptions of the availability of iSpeedway. If you are dissatisfied with theavailability of iSpeedway, you have the right to terminate your subscription to iSpeedway

in accordance with Section 10 which shall be your exclusive remedy.

7. Changes to Customer Site(a) Requested Customer Site Changes. You authorize Provider to make changes to your

Customer Site to address issues that you bring to the attention of Provider throughcustomer support, email or otherwise, as determined by Provider to be appropriate in its

sole discretion.

(b) Customer Site Changes by Provider. Provider reserves the right (but assumes noobligation) to make changes to your Customer Site or to require you to make changes to

your Customer Site as determined by Provider in its sole discretion to be necessary toprevent a breach of this Agreement or avoid a violation of other applicable restrictions.


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For example, Provider may have to make changes to your Customer Site to avoidviolations of third-party rights that Provider receives notice of in accordance with the

third-party complaint and notice policy described in Section 9 of this Agreement. Ifdetermined by Provider to be appropriate, Provider shall first request that you make the

changes or give you notice of changes that are anticipated to be made, or that have been

made, by Provider but you acknowledge that Provider has no obligation to make suchrequest or give such notice.

(c) Sole Remedy for Customer Site Changes. If you are dissatisfied with any changes toyour Customer Site, you have the right to terminate your subscription to iSpeedway in

accordance with Section 10 which shall be your exclusive remedy.

8. Privacy and Security(a) Privacy Policy. Treatment of any personal information collected by Provider is

described in Provider's Privacy Policy, which is currently available athttp://support.ispeedway.com/. Provider's Privacy Policy constitutes a statement of

Provider's practices which are subject to change, and in the event of any conflict betweenthis Agreement and Provider's Privacy Policy, this Agreement shall control regarding

Provider's obligations.

(b) Security. iSpeedway uses sophisticated technology to protect the security ofinformation that you provide in connection with your use of iSpeedway. Nevertheless,

Provider cannot guarantee the security of any information provided by or on behalf ofyou, and Provider shall not be responsible for a loss, improper access to, or other

compromise of, your information as further described in Section 13. You are responsiblefor maintaining the security of your passwords and other access keys relating to your use

of iSpeedway.

(c) Customer Information. Subject to any requirements of applicable law, you herebyauthorize Provider to use all information relating to you as determined by Provider to be

necessary or appropriate for Provider to exercise its rights and fulfill its obligations underor relating to this Agreement or otherwise provide iSpeedway. You further authorize

Provider to refer to you and your Customer Site in connection with marketing andotherwise promoting iSpeedway.

9. Responsibility for Customer Activities; Independent Operations; Third-PartyRights

(a) Responsibility for Customer Activities. You acknowledge and agree that you aresolely responsible for the content of your Customer Site and the activities that youconduct through your Customer Site or otherwise. You further acknowledge and agree

that you are subject to liability if your Customer Site includes illegal content, or is usedfor illegal activities, or if you otherwise violate applicable laws. Provider does not verify,

vouch for or otherwise endorse, and is not responsible for, the content of any CustomerSite or any activities conducted through any Customer Site or otherwise conducted by

Customer or Customer vendors, agents and affiliates. In particular, Provider is not


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responsible for the delivery, quality or other aspects of any products or servicespromoted, sold or otherwise provided by Customer or by Customer vendors, agents and

affiliates through Customer Sites or otherwise. You acknowledge that you are alsoresponsible for obtaining your own professional advice, including legal, tax and

accounting advice, and that in the event we provide any sample sales forms or other

materials or information, we have no responsibility for the accuracy or validity of suchmaterials or information as further described in Section 13.

(b) Notice of Independent Operations. You agree to conspicuously post the followingstatement on your Customer Site: "This web site is independently owned and operated by

[insert name of owner]." You further agree that Provider may post, or require you to post,other statements or notices on your Customer Site or elsewhere as determined by

Provider to be necessary or appropriate to clarify the relationship between Provider,Customer and third-parties, or to otherwise protect the rights of Provider and third-

parties.

(c) Reporting Violations of Third-Party Rights. Although Provider assumes no obligationto prescreen or monitor the content or activities of customers or customer sites, Provider

may decide in its sole discretion to investigate allegations of a violation of intellectualproperty or other third-party rights brought to the attention of Provider in accordance

with the third party complaint and notice policy posted on the iSpeedway Web Site.Allegations must be accompanied with sufficient substantiation of the alleged violation as

described in such policy. If you believe that any content or other aspects of theiSpeedway Web Site, customer sites or iSpeedway violate the rights of others, you should

provide notice to Provider in accordance with such policy. The rights of iSpeedwaycustomers who violate the rights of third-parties in connection with their use of

iSpeedway are subject to immediate termination pursuant to Section 10 of thisAgreement.

10.Restriction and Termination of Customer Rights(a) Restriction and Termination of Customer Rights by Provider.

(i) Restriction and Termination for Cause. Provider may at any time, with or

without notice to you, restrict or terminate your rights to use iSpeedway in whole

or in part (but assumes no obligation to do so) if cause exists as determined byProvider in its sole discretion. Examples of cause include the following

circumstances: (i) restricting or terminating your use of iSpeedway is necessaryfor security reasons or otherwise for the proper continued operation of iSpeedway

as a whole; or (ii) your use of iSpeedway is not for legitimate purposes; or (iii)your use of iSpeedway violates any applicable laws; or (iv) your use of

iSpeedway violates any third-party rights; or (v) you have otherwise breached thisAgreement or any other obligations to Provider or its vendors, agents and

affiliates. In the event that your use of iSpeedway is restricted under this Sectionand the restrictions are not satisfactory to you, your sole remedy shall be to

terminate your subscription in accordance with Section 10(b) below.


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(ii) Restriction and Termination for Convenience. Provider may at any time withreasonable notice to you, restrict or terminate your rights to use iSpeedway in

whole or in part for Provider's convenience. Thirty (30) days notice shall bedeemed to be reasonable notice, provided that Provider may restrict or terminate

inactive iSpeedway accounts (e.g., accounts that have not been accessed within

one hundred and twenty (120) days) without notice. In the event that your use ofiSpeedway is restricted under this Section and the restrictions are not satisfactoryto you, your sole remedy shall be to terminate your subscription in accordance

with Section 10(b) below.

(iii) Restriction and Termination Due To Payment Problems. Provider may at any

time, with or without notice to you, restrict or terminate your rights to use

iSpeedway in whole or in part, if the credit card (or other payment instrument)that you provide to Provider expires, or if Provider is unable to charge valid

charges to that credit card (or other payment instrument), or if you otherwise failto make payments due to Provider hereunder. In the event that your use of

iSpeedway is restricted under this Section and the restrictions are not satisfactoryto you, your sole remedy shall be to terminate your subscription in accordance

with Section 10(b) below.

(iv) Obligations Upon Restriction or Termination by Provider. If Provider restricts

or terminates your rights to use iSpeedway in whole or in part, you will remain

responsible for the full charges applicable to the billing period during whichProvider restricts or terminates your rights, including all subscription-based fees

through the end of such period, and you will also remain responsible for any otherobligations incurred by you prior to restriction or termination and any obligations

incurred by you after restriction or termination including any ongoing feesapplicable to any products/services for which your rights are not restricted or

terminated. Following such restriction or termination, you agree not to re-registerfor or otherwise access any restricted or terminated aspects of iSpeedway without

Provider's prior written approval, and acknowledge that any reinstatement ofrestricted or terminated aspects of iSpeedway will be subject to payment of all

applicable reinstatement fees as may be described in the applicable Fee Schedule.

(b) Termination by Customer. You may terminate your subscription to iSpeedway for any

reason at any time in accordance with the applicable termination procedure which iscurrently located at http://support.ispeedway.com/. You will remain responsible for the

full charges applicable to the billing period during which you terminated, including allsubscription-based fees through the end of such period, and you will also remain

responsible for any other obligations incurred by you prior to termination and anyobligations incurred by you after termination.

(c) General Effect of Termination. In the event of termination of your subscription by you

or Provider, all rights that you may have to use iSpeedway and related rights, includingall rights provided to you under this Agreement (and all corresponding obligations of

Provider and Provider vendors, agents and affiliates), shall terminate immediately but all


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other provisions of this Agreement, including Provider rights to payment (and yourcorresponding obligations), the disclaimers and limitations on the liability of Provider

and Provider vendors, agents and affiliates, and indemnification provisions, shallcontinue after termination. You shall remain responsible for all obligations incurred by

you prior to termination and any obligations incurred by you after termination. Upon

termination, Provider reserves the right to delete any and all records, files and other datarelating to you or otherwise associated with your use of iSpeedway, including yourCustomer Site and related information. You acknowledge that certain products/services

require one-time payments or payments for an extended period and that such paymentsmay not be refundable even if your subscription to iSpeedway is terminated.

11.Proprietary Rights(a) Ownership of Technology and Content. You acknowledge and agree that Provider and

its affiliates and their licensors own all right, title and interest in the iSpeedway softwareand related technology ("iSpeedway Technology"), and that Provider, Related Companies

and Third-Party Vendors and their licensors otherwise own all right, title and interest inthe products/services that they respectively provide. You further acknowledge and agree

that, except for content supplied by you, Provider and its affiliates and their licensors ownall right, title and interest in the iSpeedway Package, all customer web site templates,

text, music and other sound, photographs and other images, video and graphics and othercontent that relates to iSpeedway ("iSpeedway Content"), and that Provider, Related

Companies and Third-Party Vendors and their licensors otherwise own all right, title andinterest in the content relating to the products/services that they respectively provide.

Your rights under this Agreement with respect to the iSpeedway Technology and theiSpeedway Content are limited to a non-exclusive license to use, in accordance with all

applicable terms and only while you maintain a subscription to iSpeedway and are ingood standing, the technology and content that you are provided access to. You

acknowledge and agree that the iSpeedway Content and iSpeedway Technology andother products/services and related items provided in connection with iSpeedway are

protected by U.S. and international copyright, trademark, trade secret and/or patent laws,or other intellectual property laws. In particular, you acknowledge and agree that the

compilation, collection, selection, arrangement, assembly and coordination of iSpeedwayContent are protected by U.S. and international copyright laws. You further acknowledge

and agree that you are only permitted to use the iSpeedway Content and iSpeedwayTechnology as expressly authorized by Provider in this Agreement.

(b) Intellectual Property Restrictions. Except as expressly authorized by Provider in

writing, you agree not to use, sell, copy, reproduce, distribute, transmit, modify or createderivative works based on, the iSpeedway Content or iSpeedway Technology or

proprietary aspects of other products/services and related items provided in connectionwith iSpeedway. You agree not to, directly or indirectly, attempt to derive the underlying

source code, structure or sequence of the iSpeedway Technology by reverse engineering,reverse compiling or otherwise. You further agree not to, directly or indirectly, delete or

otherwise alter author attributes, trademark notices, confidentiality notices, patentnotices, copyright notices or other proprietary notices, disclaimers or similar information


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associated with iSpeedway products/services or otherwise associated with iSpeedway.You acknowledge and agree that iSpeedway may be subject to mechanisms that may

limit copying and other uses.

(c) Trademarks. You acknowledge and agree that Provider and/or Related Companies

own certain U.S. and international trademark rights, including rights in graphics andlogos used in connection with iSpeedway to identify the products and services ofProvider and/or Related Companies (collectively the "iSpeedway Trademarks"). This

Agreement shall not be construed to give you any right to use the iSpeedwayTrademarks. You agree not to use the iSpeedway Trademarks in any manner unless

expressly authorized by Provider in writing. All other trademarks (including third-partyproduct names) used in connection with iSpeedway are the property of their respective

owners and you agree not to use such trademarks without the express authorization ofsuch persons.

(d) Confidentiality. You shall not, directly or indirectly, use any confidential information

of ours or our agents or affiliates except as may be expressly permitted by thisAgreement. In no event shall you disclose any confidential information of ours or our

agents or affiliates without our express written consent. Confidential information shallinclude non-public technical, financial and other business information designated by us as

confidential or that you should reasonably know is confidential. For example, theiSpeedway Technology and iSpeedway business methods shall be deemed to constitute

confidential information unless shown to be generally available to the public.

12.IndemnificationYou agree to indemnify and defend Provider and Provider agents and affiliates upon

demand by Provider, and hold Provider and Provider vendors, agents and affiliatesharmless, against any and all claims, demands, damages, cost and any other liabilities and

expenses, including reasonable attorney's fees, collection fees and court costs, relating toor arising from: (i) your use of Provider Products, Related Company Products, Third-

Party Products or otherwise relating to iSpeedway; or (ii) violation of any copyright,trademark, trade secret, patent or other intellectual property or third-party right by you or

your vendors, agents and affiliates; or (iii) any failure by you or your vendors, agents andaffiliates to comply with applicable laws or restrictions; or (iv) any other breach of this

Agreement or related obligations or any other acts or omissions by you or your agents oraffiliates or your customers.

13.Disclaimers and Limitations(a) WARRANTY DISCLAIMER. TO THE MAXIMUM EXTENT PERMITTED BYLAW, THE ISPEEDWAY ONLINE SERVICES AND ANY OTHER

PRODUCTS/SERVICES OR ITEMS (INCLUDING RELATED INFORMATION)PROVIDED OR OBTAINED IN CONNECTION WITH ISPEEDWAY ARE

PROVIDED "AS-IS" WITH ALL FAULTS. YOU ASSUME ALL RISKS WITHRESPECT TO ISPEEDWAY, INCLUDING THE RISK OF ANY DAMAGES

RESULTING FROM YOUR USE OF THE ISPEEDWAY ONLINE SERVICES OR


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ANY OTHER PRODUCTS/SERVICES OR ITEMS. IF YOU ARE DISSATISFIED INANY WAY WITH ISPEEDWAY, YOUR SOLE RECOURSE SHALL BE TO

TERMINATE YOUR SUBSCRIPTION TO ISPEEDWAY.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, PROVIDER, ON ITS

BEHALF AND ON BEHALF OF PROVIDER VENDORS, AGENTS ANDAFFILIATES, DISCLAIMS ALL REPRESENTATIONS AND WARRANTIESRELATING TO ISPEEDWAY, WHETHER EXPRESS, IMPLIED OR STATUTORY,

INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESSFOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT OR

INTERFERENCE WITH USE AND ENJOYMENT, OR WARRANTIES ARISINGFROM COURSE OF DEALING OR USAGE OF TRADE.

BY WAY OF ILLUSTRATION WITHOUT LIMITATION, PROVIDER DOES NOT

REPRESENT OR WARRANT THAT THE ISPEEDWAY ONLINE SERVICES ORANY OTHER PRODUCTS/SERVICES OR ITEMS PROVIDED OR OBTAINED IN

CONNECTION WITH ISPEEDWAY WILL FULFILL ANY OF CUSTOMER'SPARTICULAR REQUIREMENTS, GENERATE ANY PARTICULAR FINANCIAL

OR OTHER RESULTS, BE COMPLETE, ACCURATE OR ERROR FREE, OR BECONTINUOUSLY AVAILABLE.

NO ORAL OR WRITTEN STATEMENTS PROVIDED BY PROVIDER OR ITS

REPRESENTATIVES SHALL BE CONSTRUED TO CREATE ANYREPRESENTATIONS, WARRANTIES OR OTHER OBLIGATIONS OF ANY KIND

APPLICABLE TO PROVIDER OR PROVIDER VENDORS, AGENTS ANDAFFILIATES IN ADDITION TO THOSE EXPRESSLY SET FORTH IN THIS

AGREEMENT, AND CUSTOMER SHALL HAVE NO RIGHT TO RELY ON ANYSUCH STATEMENTS.

(b) LIMITATION OF REMEDIES. TO THE MAXIMUM EXTENT PERMITTED BY

LAW, IN THE EVENT PROVIDER BREACHES ANY OBLIGATIONS RELATINGTO THIS AGREEMENT, YOUR SOLE REMEDY SHALL BE TO TERMINATE

YOUR SUBSCRIPTION TO ISPEEDWAY. IN NO EVENT SHALL THEAGGREGATE LIABILITY OF PROVIDER ARISING FROM OR RELATING TO

ISPEEDWAY (REGARDLESS OF THE FORM OF ACTION OR CLAIM) EXCEEDTHE AMOUNT CUSTOMER HAS ACTUALLY PAID TO PROVIDER IN

CONNECTION WITH ISPEEDWAY DURING THE THEN-PREVIOUS TWELVE(12) MONTH PERIOD, AND IN NO EVENT SHALL THE AGGREGATE LIABILITY

OF A PROVIDER VENDOR, AGENT OR AFFILIATE ARISING FROM ORRELATING TO ISPEEDWAY (REGARDLESS OF THE FORM OF ACTION OR

CLAIM) EXCEED THE AMOUNT CUSTOMER HAS ACTUALLY PAID TO SUCHVENDOR, AGENT OR AFFILIATE IN CONNECTION WITH ISPEEDWAY

DURING THE THEN-PREVIOUS TWELVE (12) MONTH PERIOD.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, EXCEPT AS EXPRESSLYPROVIDED IN THIS AGREEMENT, CUSTOMER ACKNOWLEDGES AND


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AGREES THAT NEITHER PROVIDER NOR ANY PROVIDER AGENTS ORAFFILIATES SHALL HAVE ANY RESPONSIBILITY TO YOU OR YOUR AGENTS

OR AFFILIATES FOR ANY CLAIMS, DAMAGES OR OTHER LIABILITIES,WHETHER BASED ON CONTRACT, TORT OR STATUTE. CUSTOMER FURTHER

ACKNOWLEDGES AND AGREES THAT IN NO EVENT SHALL PROVIDER OR

ANY PROVIDER AGENTS OR AFFILIATES HAVE ANY LIABILITY TO YOU ORYOUR AGENTS OR AFFILIATES FOR ANY CONSEQUENTIAL, INDIRECT,SPECIAL OR INCIDENTAL DAMAGES, INCLUDING ANY LOST PROFITS OR

LOST SAVINGS, WHETHER OR NOT FORESEEABLE.

BY WAY OF ILLUSTRATION WITHOUT LIMITING THE FOREGOING,CUSTOMER ACKNOWLEDGES AND AGREES THAT NEITHER PROVIDER NOR

ANY PROVIDER VENDORS, AGENTS AND AFFILIATES SHALL BE LIABLE TOCUSTOMER IN ANY MANNER WHATSOEVER FOR (I) ANY DAMAGES

RESULTING FROM ANY CAUSE BEYOND PROVIDER'S REASONABLECONTROL; (II) ANY DAMAGES RESULTING FROM A CUSTOMER'S FAILURE

TO COMPLY WITH THIS AGREEMENT; (III) ANY DAMAGES RESULTINGFROM ANY INACCURACY IN ANY INFORMATION PROVIDED IN

CONNECTION WITH ISPEEDWAY; (IV) ANY LOSS OF DATA OR COST OFPROCUREMENT OF SUBSTITUTE PRODUCTS OR SERVICES; (V) PUNITIVE

DAMAGES; (VI) ANY DAMAGE INCURRED IN CONNECTION WITH DEALINGWITH RELATED COMPANIES OR THIRD-PARTY VENDORS OR THEIR

PRODUCTS OR SERVICES OR THEIR WEB SITES.

WITHOUT PREJUDICE TO YOUR RIGHT TO TERMINATE YOURSUBSCRIPTION TO ISPEEDWAY AS SET FORTH IN THIS AGREEMENT, YOU

HEREBY RELEASE PROVIDER AND PROVIDER VENDORS, AGENTS ANDAFFILIATES AND FROM ANY AND ALL CLAIMS, DAMAGES AND OTHER

LIABILITIES OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN,ARISING OUT OF OR IN ANY WAY RELATING TO THE ISPEEDWAY ONLINE

SERVICES AND ANY OTHER PRODUCTS/SERVICES OR ITEMS PROVIDED OROBTAINED IN CONNECTION WITH ISPEEDWAY.

THE DISCLAIMERS AND LIMITATIONS IN THIS AGREEMENT APPLY TO ALL

CLAIMS REGARDLESS OF THE CAUSE OF ACTION UNDERLYING THECLAIM, INCLUDING BREACH OF CONTRACT (EVEN IF IN THE NATURE OF A

BREACH OR FAILURE OF A FUNDAMENTAL TERM), TORT CLAIMS(INCLUDING NEGLIGENCE, STRICT LIABILITY, FRAUD OR

MISREPRESENTATION), AND STATUTORY CLAIMS.

CUSTOMER EXPRESSLY ACKNOWLEDGES THAT THE ISPEEDWAY ONLINESERVICES AND OTHER PRODUCTS/SERVICES AND RELATED ITEMS ARE

BEING PROVIDED AT A SIGNIFICANTLY REDUCED PRICE IN RELIANCE ONTHE DISCLAIMERS AND LIMITATIONS SET FORTH IN THIS AGREEMENT,

AND CUSTOMER FURTHER ACKNOWLEDGES AND AGREES THAT SUCHDISCLAIMERS AND LIMITATIONS ARE REASONABLE.


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WHETHER OR NOT EXPRESSLY STATED IN THIS AGREEMENT, CUSTOMER

ACKNOWLEDGES AND AGREES THAT ALL DISCLAIMERS ANDLIMITATIONS APPLICABLE TO PROVIDER UNDER THIS AGREEMENT ALSO

APPLY EQUALLY TO PROVIDER VENDORS, AGENTS AND AFFILIATES.

THE LAWS OF SOME STATES AND CERTAIN OTHER JURISDICTIONS MAYNOT ALLOW CERTAIN LIMITATIONS IN CERTAIN CASES SUCH AS THE

EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIALDAMAGES. TO THE EXTENT ANY SUCH LAWS APPLY NOTWITHSTANDING

THE TERMS OF THIS AGREEMENT, CERTAIN LIMITATIONS SET FORTH INTHIS AGREEMENT MAY NOT APPLY, IN WHICH CASE THE LIABILITY OF

PROVIDER AND PROVIDER VENDORS, AGENTS AND AFFILIATES SHALL BELIMITED TO THE FULLEST EXTENT PERMITTED BY LAW. YOU MAY HAVE

OTHER RIGHTS THAT VARY DEPENDING ON THE JURISDICTION.

14.General Terms(a) Remedies. Except as provided in this Agreement, the rights and remedies available

under this Agreement are cumulative and not exclusive, and the exercise of any one rightor remedy, including any termination rights, shall not preclude or waive the right to

exercise any other rights and remedies available under this Agreement or in accordancewith applicable law. In the event Provider incurs any attorneys' fees, collection costs,

courts costs or other expenses in connection with enforcing its right under this Agreementwith respect to Customer, Customer shall reimburse Provider for such expenses upon

demand. Customer agrees that all amounts that Customer owes relating to this Agreementshall bear interest at a rate of 1.5% per month, or the highest interest rate permitted by

applicable law if such rate is lower than 1.5% per month.

(b) Applicable Law and Forum. This Agreement shall be governed by U.S. federal andArizona laws, excluding conflict-of-law provisions. The application of the United

Nations Convention on Contracts for the International Sale of Goods is expresslyexcluded. You hereby consent and agree to submit to the exclusive jurisdiction in

Maricopa County in the state of Arizona, USA, except that Provider may elect to bring anaction in any forum having jurisdiction if determined by Provider to be necessary to

enforce its rights arising out of or relating to this Agreement.

(c) Arbitration. Any and all disputes between you and Provider arising out of or relatingto this Agreement will be subject to and settled by binding arbitration, in the applicable

forum as provided above, in accordance with the rules of the American ArbitrationAssociation, except that Provider may, in addition to or in lieu of arbitration, pursue legal

action in the regular court system if determined by Provider to be necessary to stop,prevent or obtain recourse for a breach of this Agreement that Provider determines to be

serious. You agree that any arbitration, and all negotiations, discussions and settlements,are subject to obligations of confidentiality and shall not be disclosed by you to any third-

party.


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(d) Severability. In the event that any provision of this Agreement is held to be invalid orunenforceable, the remainder of this Agreement shall continue in full force and effect,

and the provision held to be invalid or unenforceable shall be automatically amended tomost closely approximate the original provision on terms that are valid and enforceable

and the adjudicating authority holding such provision invalid or unenforceable shall make

such amendment accordingly. Any provision held to be invalid or unenforceable in anyparticular jurisdiction shall not, as a result, be considered invalid or unenforceable in anyother jurisdiction.

(e) Notices. All notices to you may be given by any reasonable means including email,

conventional mail, facsimile, by posting such notices on the iSpeedway Web Site, or byotherwise broadcasting notices or messages. All notices to Provider must be by email

directed to the following address: [email protected] and must include adescriptive title in the subject line giving Provider adequate notice of the contents of the

email.

(f) Non-Waiver. Provider shall not be deemed to have waived any right or provision ofthis Agreement unless a waiver is expressly acknowledged and agreed to by Provider in a

signed writing. Provider's delay in exercising or enforcing any right or provision of thisAgreement shall not be construed to constitute a waiver of such right or provision.

(g) Entire Agreement. This Agreement and all other Applicable Terms as referenced

herein constitute the entire agreement with you relating to the subject matter of thisAgreement and such Applicable Terms. This Agreement and all applicable Additional

Provider Terms shall be the sole source of any obligations of Provider with respect to thesubject matter hereof and shall control over any documents or information that are

alleged to impose conflicting obligations on Provider, including information on theiSpeedway Web Site. This Agreement may not be modified except as provided in Section

6 of this Agreement or in an express written amendment signed by the parties to whichthe amendment applies.

(h) Assignment. Your subscription to iSpeedway and any of your rights or obligations

under this Agreement may not be sublicensed, assigned or otherwise transferred in wholeor in part without Provider's express written consent, which shall not be unreasonably

withheld, and any such transfer shall be void without such consent. Upon any transfer,your rights hereunder shall terminate and the transferee shall be fully bound by this

Agreement, but you shall remain responsible for any liability incurred prior to the transferand shall remain responsible for compliance with all obligations applicable to the

customer under this Agreement. As a condition of the validity of the transfer, you shalldeliver all materials that you have relating to iSpeedway to the transferee, including a

copy of this Agreement, and shall promptly provide Provider with an original executedwritten document under which the transferee agrees to be bound by this Agreement.

Provider reserves the right to assign and otherwise transfer any and all rights andobligations under or relating to this Agreement to any person without notice including

any affiliate or any person that acquires all or substantially all of Provider's business orassets relating to iSpeedway. In the event of a transfer of any of Provider's rights or


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obligations under this Agreement, references in this Agreement to "Provider" shall referto the transferee to the extent of the transfer. Provider may also designate persons as third

party beneficiaries of some or all of Provider's rights under this Agreement, in whichevent references in this Agreement to "Provider" shall refer to Provider and such

designated beneficiaries with respect to such rights.

(j) Interpretation. The parties agree that the rule of interpretation that provides thatambiguous language of a contract shall be construed against the drafter shall not apply to

this Agreement and that this Agreement shall therefore be interpreted neutrally and notfor or against either party. When required by the context, whenever a noun or pronoun is

used in this Agreement in the singular the same shall include the plural, and themasculine gender shall include the feminine and neutral genders, and vice versa. The

following terms shall have the following meanings when used in this Agreement: (i) theterm "person" includes an individual, corporation, limited liability company, partnership,

trust, government agency or other entity or association; (ii) to do something "indirectly"includes doing any act through another, requesting, encouraging or assisting another to do

an act, or allowing another to do an act when it would be reasonably possible to preventthat act; (iii) the term "include" or "including" and similar terms shall be construed to

mean "including but not limited to"; (iv) the term "intellectual property" or "proprietaryrights" includes trade secrets, publicity rights and other trade values, invention rights,

patents and privileges of use, copyrights, database rights, design rights and mask workrights, and trademarks and similar rights; and the term "trademarks" includes service

marks, trade dress, trade names and other protectable commercial symbols. The sectiontitles in this Agreement are solely used for convenience and shall not be construed to alter

the meaning of the actual provisions of this Agreement. Periods of time established bythis Agreement in days shall be calculated using calendar days and not business days

unless otherwise expressly provided in this Agreement.

(k) Definition of Provider Affiliates, Agents and Vendors. As used in this agreement,"affiliates" of Provider include individuals or companies that control Provider, that are

controlled by Provider, or that are under common control with Provider; "agents" ofProvider include directors, officers, managers and employees of Provider and Provider's

affiliates; and "vendors" of Provider include contractors and licensors of Provider andProvider's affiliates and any other party involved in creating, producing or delivering any

aspect of iSpeedway on behalf of or in conjunction with Provider and Provider'saffiliates.

(l) Definition of Customer Affiliates, Agents and Vendors. As used in this agreement,

"affiliates" of Customer include individuals or companies that control Customer, that arecontrolled by Customer, or that are under common control with Customer; "agents" of

Customer include directors, officers, managers and employees of Customer andCustomer's affiliates; and "vendors" of Customer include contractors and licensors of

Customer and Customer's affiliates.

(m) Approvals. Any agreements, authorizations, approvals or consents by Providercontemplated by this Agreement must be in writing and given by an authorized


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representative of Provider to be effective whether or not expressly stated in a particularprovision. Any agreements, authorizations, approvals or consents that may or must be

given by Provider under this Agreement may be withheld in Provider's sole discretionunless this Agreement specifically provides to the contrary. Any decisions or

determinations that may or must be made by Provider under this Agreement are to be

made by Provider in its sole discretion unless this Agreement specifically provides to thecontrary.

(n) Relationship. The relationship of the parties hereunder is that of vendor-customer andlicensor-licensee. Nothing in this Agreement and no actions in connection herewith shall

be construed to give rise to a partnership, joint venture or other relationship. Customerhas no authority to act on behalf of or bind Provider or Provider vendors, agents and

affiliates.

Please record your account information for your future reference:Your new Web Site Address: http://www.circletech.ca/

Your Administration Web Site: http://www.circletech.ca/admin

Your Administration Username: nfotowat

Password: nami1234

Documents

Account Information Future Reference