DRAKE TECHNOLOGIES, INC.
P.O. Box 22474
Louisville, Kentucky 40252-0474
SALES AGREEMENT
This Agreement, by and between Drake Technologies, Inc. (hereinafter referred to as “Drake”), and Snyder, Cohn, Collyer, Hamilton & Associates (hereinafter referred to as “Client. Drake agrees to provide and manage an internet website known as News and Views (hereinafter referred to as “Website”) for Client under the following terms and conditions:
The Website will be updated on the first business day of each month. That update will consist at a minimum of four new business or tax articles written by CPAs or other business or tax professionals each month as well as an update of the archives, databases and links sections of the Website. The Website may also be updated immediately with new articles any time an important national business or tax issue arises during the month. The monthly charge for this service will be One Hundred Fifty Dollars ($150.00) and this price is guaranteed for a period of twenty-four (24) months. Invoices will be faxed or e-mailed on the 15th day of each month for payment due in advance of the first day of the following month of service.
Drake agrees to grant Client exclusive rights to the Website in the Client’s geographic area. Client’s geographic area is defined as the larger of; (a) the metropolitan area, if applicable, where its primary office is located; or (b) the area encompassing a radius of fifty (50) miles around Client’s primary office.
Drake will also provide Client up to 10 megabytes of server space for client articles or information on Client’s services, employees, local business and tax issues, etc. The set-up charge for Client’s Website is Nine Hundred Fifty Dollars ($950.00) and includes customization of the Client’s complete Website and up to five standard pages of Client information. Any additional Client information, exceeding the five standard pages, will be added to the website at a cost of Forty-Five Dollars ($45.00) per hour both during initial set-up and thereafter. Quotes will always be provided in advance when requested by Client. The “front page” of the website will normally be a standard national page, but may be customized for Client at any time with the addition of a photo and article written by an employee of Client. The agreed upon price is Twenty-Five Dollars ($25.00) per occurrence, provided that the photo and article are provided to Drake in electronic format (e-mail) compatible with html programming. All Client additions, after the initial set-up, in compatible electronic format must be provided at least one week prior to deadline (or two weeks in the case of non-electronic information).
Client agrees to maintain its Website subscription with Drake for a period of one (1) year after acceptance of the site. After that time, this agreement may be cancelled at any time by written notice to Drake thirty days prior to termination. Upon cancellation, Drake agrees to provide Client with all Website content designed exclusively for Client as part of the initial set-up or provided to Client on an hourly basis. This subscription contract can be declared null and void by either party for non-performance under the terms outlined in this Agreement.
Client agrees that all Website articles, designs and information not added or maintained exclusively for Client are copyrighted by Drake Technologies, Inc. Client will not reproduce any copyrighted information, either electronically or otherwise, with the intent to use in mass mailing (either electronic or otherwise) without the prior written consent of Drake Technologies, Inc.
Client agrees to hold Drake harmless for any legal fees or damage which may arise from users of the Website acting on any advice or information given. Drake agrees to provide links throughout the Website to a disclaimer page advising Website users to seek professional advice before acting on any Website information.
The undersigned, an authorized representative of Snyder, Cohn, Collyer, Hamilton & Associates, does hereby agree to the terms and conditions of this Agreement on this the
day of January, 1999.
Drake Technologies, Inc. Snyder, Cohn, Collyer, Hamilton & Assoc.
. .
Paula Bellomy
Senior Sales Representative Title: .
State of Maryland )
) SS
County of )
I hereby certify that the foregoing Agreement was signed before me by
, an officer or certified representative of Snyder, Cohn, Collyer, Hamilton & Associates, this the day of January, 1999.
My commission expires: ,
.
Notary Public, State of Maryland,
County of .

Memo to:Mr. Art Brooks

From:Paula Bellomy

Date:January 26, 1999

Regarding:Contract Subscription for News and Views Website

Please note the attached Contract, as we had discussed today.

Look this over, and please sign it and mail the original back to me to sign and I will return a copy to you for your records. Include your set-up fee and any and all materials that you want for us to look at and use so that we can get started right away.

Some things that you may want to include are: previous advertising material, pictures, biographies of partners, news or magazine articles regarding your firm, brochures, etc. We strive to make each firm's website as individual as possible, anything that you can think of to add to your site would be welcomed. Keep in mind that you want to endear yourselves to your community as much as possible and become an information site for local business professionals regarding changes or practices in their community and to any financial information that would impact them directly. This will generate more traffic to your site and thus to your firm.

After we receive your information and start-up fee it usually takes 1 1/2 to 2 weeks (with a maximum of 3 weeks) for us to create a "construction site" for you to view changes and progress in the building of your site. When the construction site has been created I will call or fax you with the address to go to and then you have 3 weeks in which to make any changes or alterations and suggestions, so that we are creating something that represents your firm. After your approval of the site, the remainder (if it has not been completed) will be added to the site and if The Internic (holder of all domain names) has completed the move to our server, you will be up and running! The times cited in this paragraph are subject to some variations, this is just a guideline. Please feel free to call or e-mail at any time with changes or questions, we welcome them.

Let me know if I can help in any way. Also, please provide us with your choice of colors (your previous advertising individuals should have available to them your RGB values for certain colors: R=red; G=green; and B=blue value) and your contact at your ISP (local provider) so that we may establish your e-mail from the site.

I enjoyed talking with you, and again, thank you for your subscription. We are looking forward to working with you.

Sincerely,

Paula Bellomy

Senior Sales Administrator

502/228-6829 Phone

502/228-1086 Fax