TERMS AND CONDITIONS

Q-Express is an on-line service subject to the terms and conditions of this member agreement. This Agreement constitutes the entire agreement between you as an authorized user of Q-Express ("you" or "Member") with respect to Q-Express and Real-Time Data Management Services Inc. By using Q-Express, you confirm your acceptance of, and agree to be bound by this Agreement.

1) MEMBER INFORMATION

1.1 The name, address and payment information that you provide when you join Q-Express, together with information regarding the manner in which you use Q-Express, will not be processed or disclosed by Q-Express except as permitted by this Agreement.

1.2 You agree that Q-Express may share and/or use locator information as provided in Section 1.3. "Locator information" consists of a Member's name, E-Mail address, physical address and/or other data about the Member that enables the recipient to personally identify the Member.

1.3 Q-Express may provide locator information for a Member in the following instances: First, if the Member orders goods or services on Q-Express from an Independent Content Provider ("ICP"), Q-Express may provide locator information to the ICP relating to the Member who places the order. Second, although Q-Express will not disclose locator information directly to an ICP except in relation to an order of goods or services, if, based on limited individual information, an ICP has identified a group of Members to whom it wished to make a special offer or communication, Q-Express may use locator information to forward such offer or communication via Q-Express to those Members. Third, Q-Express may use this information to notify Members directly of special offers and communications regarding Q-Express products.

2) Q-EXPRESS USAGE

2.1 CONTENT REVIEW You may send and receive electronic mail ("E-Mail"), engage in conferences and chats, download and upload files, and otherwise use Q-Express as permitted by this Agreement, Q-Express policies and applicable law. Files that you upload and your activity in conferences and chats are subject (AS WITH ANY PROVIDER) to review, modification and deletion without notice by the forum manager responsible for the area where your uploading other activity takes place (or by an individual designated by the forum manager for such purpose). Q-Express policies relating to on-line conduct, storage and deletion of E-Mail and uploaded files (60 days maximum unread), conferences, outside bulletin boards ("BBSs") and other matters are available on-line. Q-Express reserves the right in its sole discretion to change Q-Express' policies at any time. Files uploaded to a BBS may be subject to posted limitations on usage, reproduction and/or dissemination, and you are responsible for adhering to such limitations if you download them.

2.2 COMMUNICATIONS RESPONSIBILITIES You are responsible for your communications via Q-Express. You may not, under any circumstances, do any of the following: (a) publish, post, distribute or disseminate defamatory, infringing, obscene or other unlawful material or information via Q-Express; (b) use Q-Express to threaten, harass, stalk, abuse, or otherwise violate the legal rights (including rights of privacy and publicity) of others; (c) intercept or attempt to intercept E-Mail; (d) upload files that contain software or other material protected by intellectual property laws (or by rights of privacy or publicity) unless you own or control the rights thereto or have received all necessary consents; (e) upload files that contain a virus or corrupted data; (f) delete any author attributions, legal notices or proprietary designations or labels in a file that you upload to a BBS; (f) falsify the source or origin of software or other material contained in a file that you upload to a BBS; (h) use Q-Express in a manner that adversely affects the availability of its resources to other Members; (I) send E-Mail to Members for any purpose other than personal communication, including to advertise or offer to sell goods or services to other Members (except as otherwise expressly permitted by Q-Express); (j) download a file that you know (or reasonably should know) cannot be legally distributed via Q-Express (a file may have been uploaded notwithstanding such illegality); or (k) act, or fail to act, in your use of Q-Express, in a manner that is contrary to applicable law or regulation. Your failure to observe any of the foregoing limitations may result in civil or criminal liability, as well as termination of your membership.

2.3 BULK MAIL to more than 100 users from Q-Express is not permitted. The Internet cannot support such "junk mail" practices and would eventually cease to respond if such practices went unchecked. Users sending letters with more than 5 recipients must run consecutive mail delivery programs. Concurrent mailing to more than 5 recipients and unsolicited commercial mail to multiple recipients are not allowed as with any other ISP. Spamming, as this is called, is a serious offense that may incur grave repercussions upon Q-Express and its users. This is a Federal Offense with a $500 fine per each ADDRESS mailed to (trackable through any company's computer mail logs). Q-Express supports prosecution for such offenses. You agree to a $100 penalty per addressee that may be assessed by Q-Express to recover damages suffered from such illegal activities in this and/or Section 2.4 below.

2.4 USENET AND BBS POSTINGS to noncommercial newsgroups, or postings which are directed to either inappropriate, unrelated, or more than 20 groups is prohibited. Groups in the Q-Express hierarchy are not permitted to advertise goods or services offered by other service providers. The cross-posting of articles into non-related newsgroups is strongly discouraged due to the congestion created by this practice. Q-Express recommends that new users read the "Emily Post Netiquette Guide" before posing articles to the network.

2.5 SECURITY You agree to (a) maintain all equipment required for your access to and use of Q-Express; (b) maintain the security of your Member identification, password and other confidential information relating to your Q-Express account; and (c) be responsible for all charges resulting from use of your Q-Express account, including unauthorized use prior to your notifying Q-Express of such use and taking steps to prevent its further occurrence by changing your password. Information on how to protect the security of your Q-Express accounts (including changing your password) is available on-line.

2.6 FLAT RATE DIALUP ACCOUNTS "Flat Rate" pricing is not intended to be a dedicated line and is based upon normal usage (not for a continuous web server, or other type or server, commercial or personal, with connection maintained through automatic methods to avoid inactivity disconnect). Such abnormal use (or effectively as such if consistently monopolizing lines during peak traffic) through use in substantial excess of the average for such accounts, as determined by Q-Express, may result in a session's length reduction policy for those accounts (although not limiting overall hours usage), and/or account termination by Q-Express as per item 2.8 below. This policy helps ensure that lines are available on an equal basis for all users.

2.7 DISK USAGE No storage of user data is permitted except as arranged and assigned by Q-Express staff. Usage of Q-Express disk space is prohibited, except by Q-Express system programs making temporary use of the system's public file system areas, i.e. normal E-Mail storage. Account users are allocated five (5) MB's of disk space for WWW page space on certain accounts as per price list. Disk usage in excess of the 5 MB allocation is billed at $5.00 per megabyte per month.

2.8 ACCOUNT TERMINATION Either you or Q-Express may terminate your Q-Express membership at any time, with or without cause, upon notice. Q-Express also reserves the right to terminate or suspend your Q-Express membership without prior notice, but Q-Express will confirm such termination or suspension by subsequent notice. Termination by Member may require 30 days written notice (with a call to verify receipt) by Regular or Certified Mail (provides record of date) and will terminate at the end of the next complete 30 day billing period. No partial month refunds will be made unless such termination is due to Q-Express inability to meet it's obligations as stated in this Agreement.

2.9 WEB PAGE STIPULATIONS Adult content (not necessarily pornographic) web sites are subject to review. Q-Express reserves the right to reject, cancel or disable any site for content or negative impact on Q-Express's system, operation, or reputation in any way, or disable a website for inordinate bandwidth usage until proper payment arrangements are made.

3) OPERATION

3.1 Q-Express reserves complete and sole discretion with respect to the operation of Q-Express. Q-Express may, among other things: (a) delete E-Mail if it has not been accessed by a Member within the time established by Q-Express policies (currently 60 days); (b) subject to Section 1, make available to third parties information relating to Q-Express and Members; and (c) withdraw, suspend or discontinue any functionality or feature of Q-Express. Q-Express will not review or monitor the contents of E-Mail except as required or allowed by applicable law or legal process.

4) MEMBER REPRESENTATIONS

4.1 You represent and warrant that you are at least 18 years of age and that you possess the legal right and ability to enter into this Agreement and to use Q-Express in accordance with this Agreement. You agree to be financially responsible for your use of Q-Express (as well as for use of your account by others, including minors living with you) and to comply with your responsibilities and obligations as stated in this Agreement.

5) CONTENT

5.1 Q-Express exercises no control whatsoever over the content of the information passing through Q-Express. Q-Express does not endorse or stand behind the accuracy, truthfulness, or reliability of any information (including statements of opinion or advice) provided on or by means of Q-Express, other than information provided by authorized Q-Express spokes persons. Statements made in forums, conferences and chats reflect only the views of their authors. Neither forum manages nor ICP's are authorized Q-Express spokes persons, and their views do not necessarily reflect those of Q-Express. Advice received via Q-Express should not be relied upon or important personal or financial decisions and you should consult an appropriate professional for specific advice tailored to your situation.

6) INDEPENDENT CONTENT PROVIDERS

6.1 Third parties that independently provide content and offer services on Q-Express are referred to herein as ICPs. Services provided by an ICP may be subject to additional charges, terms and conditions as it so determines. You agree to review any such additional charges, terms and conditions before using such services and that your use constitutes your acceptance thereof. You acknowledge that Q-Express may provide billing and collection services for certain on-line transactions, but that Q-Express is not a party to any transaction involving you and an ICP. You also agree that Q-Express is not liable for any costs or damages arising out of any dispute between you and an ICP with respect to your use of it's service(s) or purchase of its product(s). This Agreement is for the benefit of ICPs, as well as Q-Express, and they have the right to assert and enforce its provisions directly on their own behalf.

7) OWNERSHIP

7.1 All programs, services, processes, designs, software (except third party copyrighted setup software), technologies, trademarks, trade names, inventions and materials comprising Q-Express, and all services offered by ICPs, are wholly owned by Q-Express and such ICPs, respectively. Q-Express has a compilation copyright in Q-Express but does not possess, claim ownership of or exert control over individual uploaded files or the intellectual property contained therein. By uploading a file to a forum, you grant the forum manager the right to reproduce and distribute all information, software and other materials in the file. The forum manager may check uploaded files for viruses and may remove an uploaded file (in his or her sole discretion) upon determining that the file is inappropriate for the forum. The forum manager will notify you if a file that you have uploaded is removed. As between Q-Express, ICPs and you, you retain at all times full legal responsibility for software and other material contained in files which you upload to a forum.

8) NO WARRANTIES AND LIMITATION OF LIABILITY

8.1 Q-Express services are provided "As Is," and Q-Express makes no express or implied representations or warranties to you regarding the usability, condition or operation thereof. Q-Express makes not representations or warranties regarding goods or services provided by ICPs. Q-Express does not warrant that access to or use of Q-Express will be uninterrupted or error-free, or that Q-Express or Q-Express software or services will meet any particular criteria of performance or qualify. Q-Express expressly disclaims all implied warranties, including without limitation, warranties of merchantability, title, fitness for a particular purpose, non-infringement, compatibility, security or accuracy.

8.2 Your use of Q-Express and all Q-Express provided services is at your own risk. You assume full responsibility and risk of loss resulting from your downloading and/or use of files or other material obtained through Q-Express. You agree that Q-Express, and providers of telecommunications and network services for Q-Express will not be liable for damages (including consequential or special damages) including without limitation, any liability for damages or loss of data caused or allegedly caused by any failure of performance, error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction of or unauthorized access to, alteration of or use of records, caused by its own negligence or your errors or omissions, or arising out of your use of or inability to use Q-Express or any Q-Express software or services, or the actions or inactions of ICPs or the goods or services they provide, and you hereby waive any claims with respect thereto, whether based on contractual, tort or other grounds, even if Q-Express has been advised of the possibility of damages. Q-Express liability to you for breach of this agreement is limited to the amount actually paid by you for access to and use of Q-Express, exclusive of payments relating to goods and services purchased from ICPs. You hereby release Q-Express from any and all obligations, liabilities and claims in excess of this limitation.

9) CHARGES

9.1 YOUR FIRST BILLING will include your first full month's fee (unless a different payment schedule has been arranged for special adverted pricing packages) starting with the date of expected date of service initialization.

9.2 You agree to pay all charges for your use of Q-Express at the prices then in effect for you country of residence. All charges will be exclusive of value added ("VAT"), sales or other taxes. Q-Express reserves the right to change prices or institute new charges for access to or use of Q-Express at any time upon not less than thirty (30) days notice to Members. All changes will be posted on-line, and you are responsible for reviewing pricing information posted on Q-Express regularly to obtain timely notice of such changes. Continued use of Q-Express or non-termination of your membership after changes are posted constitutes your acceptance of the prices as modified by the posted changes. Your Q-Express account balance may include charges incurred for your purchase of goods, services or technical help offered by ICPs. The payment terms applicable to such charges are as stated herein unless you are otherwise notified by Q-Express or the ICP from which you purchased such goods or services. You must pay all taxes due as a result of your use of Q-Express, including taxes on your purchase of goods and services from ICPs. VAT sales and other applicable taxes will be included in the total charges listed on your on-line, mail, bank or credit card statement of Q-Express charges as described in Section 10.1.

9.3 PAYMENT DUE Q-Express account payments are due monthly (or as otherwise pre-arranged) in advance.

9.4 AUTOMATIC PAYMENTS If the payment method for your Q-Express account is by credit, debit card or automatic bank draft and payment is not received by Q-Express, you agree to pay all amounts due upon demand by Q-Express. Each time you use Q-Express, you agree and reaffirm that Q-Express is authorized to charge your designated card or issue a bank draft. Your card issuer's agreement governs your use of your designated card in connection with Q-Express, and you must refer to such agreement (not this Agreement) with respect to your rights and liabilities as a cardholder. You agree that Q-Express may (at its option) accumulate charges incurred during your monthly billing cycle and submit them as one or more aggregate charges during or at the end of each cycle, and that Q-Express by delay obtaining authorization from your card issuer until submission of the accumulated charge(s). This means that accumulated charges may appear on the statement you receive from your card issuer. You agree that if you want to see the components of accumulated charges, you will review you on-line or mailed statement of Q-Express charges, as described in Section 10.1.

9.5 CONTINUING AUTHORIZATION Your Q-Express account is payable in advance and payments are non-refundable. You agree that Q-Express may submit charges for your account each billing period as previously established without further authorization from you, until you provide prior notice that you have terminated this authorization or wish to change your designated card in the manner specified in paragraph 2.8. Such notice will not affect charges submitted before Q-Express reasonably could act on your notice.

9.6 CHANGES NOTIFICATION You must promptly notify Q-Express of changes to: (a) the account number or expiration date of your designated card; (b) your billing address, and (c) the name of each minor whom you have authorized to use your Q-Express account. Non-notification may instigate #10.2 below. You must also promptly notify Q-Express if your card is canceled (e.g. for loss or theft) or if you become aware of a potential breach of security, such as the unauthorized disclosure or use of your Member identification or password.

9.7 LIABILITY FOR NON-Q-EXPRESS ACCESS CHARGES If using Q-Express from certain locations outside the Q-Express local calling area, you may incur charges levied by your long distance carrier to access Q-Express. These charges are solely your responsibility.

10) STATEMENTS AND PAYMENT

10.1 LIMIT ON DISCREPANCIES Q-Express may provide you with an on-line (E-Mail) or mailed (Q-Express's discretion) statement of charges (if other than a monthly automatic prepaid account using check debit, debit card, automatic credit union payment, or credit card) approximately as and when such charges are incurred and/or paid. Unless you notify Q-Express of any discrepancies or irregularities within sixty (60) days after they first appear on your on-line, mailed, credit card or bank statement, you agree they will be deemed accepted by you for all purposes, including resolution of inquires made by your card issuer. You release Q-Express and all ICPs from all liability of loss resulting from any error or discrepancy that is not reported to Q-Express within sixty (60) days of its publication date.

10.2 LATE PAYMENTS Q-Express reserves the right to suspend or terminate your Q-Express membership without notice upon (1) non-payment of past due amounts, (2) return of a payment check, (3) rejection of any credit/debit card charges or (4) if your card issuer (or its agent or affiliate) seeks return of payments previously made to Q-Express when Q-Express believes you are liable for the charge (for items (2), (3) and (4) a $25 returned check/charge fee may be imposed per monthly fee involved). Such rights are in addition to and not in lieu of any other legal rights or remedies available to Q-Express. You agree to pay a late charge on all amounts due but not timely paid and which remain unpaid for thirty (30) days after being billed. The late charge will equal one and one-half percent (1 ½%) of the past due amount per month until paid or, if such rate is in excess of the allowable rate, the maximum rate allowed by law. Q-Express reserves the right to refer your Q-Express account to a third party for collection in the event of ongoing default. You agree to pay reasonable collection expenses, including attorney fees and collection agency expenses.

11) ASSIGNMENT; HOUSEHOLD USE; MINORS

11.1 Your Q-Express membership is personal. Subject only to this Section 11, you agree not to assign, transfer or sub license your rights as a Member. You may allow other members of your household to use your Q-Express account, provided that you hereby agree to pay all charges that they incur and to be responsible for all other aspects of their usage. You acknowledge that you are aware that some areas of Q-Express may contain material that is unsuitable for minors, and you agree to supervise usage by minors whom you permit to your Q-Express account.

12) INDEMNIFICATION

12.1 You agree to indemnify Q-Express from and against any and all liabilities, expenses (including attorneys' fees) and damages arising out of claims based upon use of your Q-Express account, including any claim of libel, defamation, violation of rights of privacy or publicity, loss of service by other Members and infringement of intellectual property or other rights. Q-Express will notify you promptly of any claim for which Q-Express seeks indemnification and will afford you the opportunity to participate in the defense of such claim, provided that your participation will not be conducted in a manner prejudicial to Q-Express's interest, as reasonable determined by Q-Express.

13) NOTICES; CONSENT

13.1 Notices given by Q-Express to you will be given by E-Mail via Q-Express, or by a general posting on Q-Express, or by conventional mail. In any matter requiring Q-Express's prior consent, such consent will be considered given only if made in the foregoing manner by an authorized representative of Q-Express. Notices given by you to Q-Express must be given by E-Mail via Q-Express and addressed as set forth in Q-Express's Web Pages, or by conventional mail. Notices to Q-Express by conventional mail must be sent to Q-Express.Net, 5400 Robin Hood Road, Norfolk, VA 23513 USA.

14) EFFECTIVE DATE; CHANGE TO TERMS

14.1 This Agreement takes effect on the date on which you order service with Q-Express by phone or mail and continues until your Q-Express membership is terminated either by you or by Q-Express. Q-Express reserves the right to modify this agreement at any time by posting changes on-line. You are responsible for reviewing regularly information posted on-line to obtain timely notice of such changes. Your non-termination or continued use of Q-Express after changes are posted constitutes your acceptance of this agreement as modified by the posted changes.

15) GENERAL

15.1 This Agreement is governed by the laws of the State of Virginia, USA and you consent to the exclusive jurisdiction and venue of courts in Norfolk, Virginia in all disputes arising out of or relating to your use of Q-Express or your Q-Express membership.

15.2 You acknowledge that no joint venture, partnership, employment, or agency relationship exists between you and Q-Express as a result of your use of Q-Express or your Q-Express membership. You agree not to hold yourself out as a representative, agent or employee of Q-Express, and that Q-Express will not be liable by reason of any representation, act or omission to act by you.

15.3 Q-Express's performance under this Agreement is subject at all times to existing laws and legal process and nothing contained in this Agreement is in derogation of Q-Express's right to comply with law enforcement requests or requirements relating to a Member's use of Q-Express or information provided to or gathered by Q-Express with respect to such use.

15.4 This Agreement constitutes the entire agreement between Q-Express and you with respect to your use of Q-Express and your Q-Express membership, and it supersedes all prior or contemporaneous communications and proposals, whether oral or written, between Q-Express and you with respect thereto.