EARTH CIRCLE INTERNET SERVICES
TERMS OF BUSINESS

1. These Terms of Business

1.1 These terms of business apply whenever Earth Circle Ltd ("Earth Circle") provides or agrees to provide services for a client.

1.2 In these terms, the word:

•"content" means any text, designs, images, sounds, animations or other material or information

•"service" and "services" cover all goods and services of any kind (including content) that Earth Circle provides and anything else Earth Circle does.

2. Earth Circle's Services

2.1 Earth Circle's services include consultancy services, Web page design, Web page hosting, Web page maintenance, domain name registration and hosting, and other services.

2.2 Consultancy services include advice on appropriate use of the Internet, alternative approaches to Web page design, marketing strategies, and any training the client requests.

2.3 Web page design includes (as required) creating, collating, translating and formatting content, using programming scripts (e.g. Java, Perl) and html coding.

2.4 Web page hosting includes hosting the client's Web page and making it available on the World Wide Web, registering it on the DOTO Information Web site. The service includes establishing a link to the client's email address.

2.5 Web page maintenance includes minor changes to existing text and changes of up to two photographs per year, registering or checking registration of the client's Web page on the major search engines at least once per year, and such other maintenance services as are agreed between Earth Circle and the client.

2.6 Domain name registration and hosting may include domain name search, registration, transfer, activation and/or hosting of the client's domain name.

3. Quality of Services

3.1 Earth Circle will:

provide its services within a reasonable time after acceptance of an order, and within any agreed time limit
use reasonable skill and care in providing its services.

All other warranties that would otherwise be implied by law are excluded.

3.2 Earth Circle will regularly review and assess the available web hosting service providers in order to help achieve for the client an advantageous combination of access time, availability and price.

3.3 Earth Circle is not responsible for disruption to its services, or for availability or access problems, caused by events beyond Earth Circle's reasonable control including, without limitation, faults in the client's or any third party's computer or telecommunications system or network.

3.4 The client agrees that it acquires Earth Circle's services for the purposes of a business as defined in the Consumer Guarantees Act and that the provisions of that Act do not apply to any services Earth Circle agrees to provide for the client.

4. Orders, Estimates, Quotes, Acceptance

4.1 Orders for Earth Circle's services may be placed in writing by post, fax or email. The placing of any order indicates acceptance of these terms of business.

4.2 Earth Circle may require the client to pay a deposit before Hollyhock proceeds to provide services. If the client cancels any accepted order before Hollyhock has completed providing the relevant service (e.g. Web page design services), the client will pay the charges estimated or quoted by Earth Circle for providing the service. Earth Circle may apply any deposit received from the client towards payment of the estimated or quoted charges.

4.3 Earth Circle will provide cost estimates (e.g. for consultancy services) or quotes (e.g. for Web page design or hosting services) on request. Earth Circle may require written confirmation from the client of acceptance of a cost estimate or quote before beginning to provide services.

4.4 Unless otherwise agreed in writing by Earth Circle, quoted charges are fixed for twelve months. Earth Circle will advise the client approximately two month before any annual invoice date of the Web page hosting and maintenance service charges applicable for the following year.

5. Responsibility for Content

5.1 The client is solely responsible for the nature and quality of all content provided by the client to Earth Circle and of all content approved by the client for publishing on the client's Web page.

5.2 The client warrants that no third party has any intellectual property rights in any content provided by the client to Earth Circle or approved by the client for publication on the client's Web page.

5.3 The client is responsible for updating all content on the client's Web page except to the extent that Earth Circle has agreed to do this and the client has paid Earth Circle's charges for this service.

5.4 Earth Circle undertakes no responsibility for editing content provided by the client or approved for publication by the client, but reserves the right to amend, delete, decline to publish, or withdraw from further publication, any content which Earth Circle considers to be illegal, defamatory, offensive or an infringement of the rights of any other person.

5.5 Earth Circle may also act in accordance with any reasonable request or instruction received from Domainz or any other person having administrative responsibility for domain names and may change any password provided for the client to use.

6. Client's General Responsibilities

6.1 The client agrees:

•to follow Earth Circle's directions in relation to the use of Earth Circle's trade names, domain names and services
•never to introduce anything harmful (such as viruses) to, or interfere in any other way with, Earth Circle's or anyone else's computer system, communications services or use of the Internet
•to comply with all laws which may apply to the client's use of Earth Circle's services or to any content.

7. Intellectual Property Rights

7.1 Unless otherwise expressly agreed in writing, the client acknowledges that it has not commissioned (in terms of the Copyright Act) any literary work forming part of any service provided by Earth Circle and that Earth Circle will retain copyright and all other intellectual property rights in the services it provides.

7.2 Where the parties agree that any intellectual property right in any content will pass to the client, that right will pass only once Earth Circle receives full payment of all money owed to it by the client.

8. Charges and Payment

8.1 The client agrees to pay Earth Circle's reasonable charges for the services Earth Circle provides.

8.2 Earth Circle will provide the first half hour's consultancy services free of charge.
The client will pay for consultancy services provided by Earth Circle after the first half hour at the hourly rate specified by Earth Circle regardless of whether or not the client acquires any other services from Earth Circle.

8.3 Earth Circle will invoice the client for Web page hosting and maintenance services, and any other services of an ongoing nature, annually in advance. Earth Circle will invoice the client for consultancy and Web page design services once the provision of those services is complete.

8.4 The client must pay all charges seven days later of following the date of invoice. If payment is not received by the due date, Earth Circle may, without prejudice to its other rights and remedies, charge the client interest at 5% per month on the unpaid amount, until the sum due is paid in full.

8.5 Unless otherwise stated in writing, all charges quoted or estimated are expressed in Japanese yen and are exclusive of goods and services tax.

8.6 If the client does not meet the client's responsibilities to Earth Circle, the client agrees to indemnify Earth Circle for all loss suffered and all liability incurred by Earth Circle arising directly or indirectly from the client not meeting its responsibilities to Earth Circle under these terms of business.

9. Earth Circle's Liability

9.1 If Earth Circle does not meet any responsibilities owed to the client under these terms of business or otherwise at law in relation to Earth Circle's services, the maximum combined amount Earth Circle will have to pay to the client for all events giving rise to liability is an amount equal to the sum of all Earth Circle's charges to the client for all services Earth Circle has agreed to provide.

10. Use of Information

10.1 The client agrees that Earth Circle may collect, store, use and disclose information about the client at any time:
to verify any information provided by the client
to provide Earth Circle's services and to keep the client informed about Earth Circle's services
to check the client's financial position, respond to credit reference enquiries or collect any money owed to Erath Circle
to engage subcontractors, professional advisers and other agents for statistical purposes (provided the client is not identified)

Any information held by Earth Circle that is capable of identifying the client will be deleted or destroyed when Earth Circle has ceased to provide any services for the client and any money owing to Earth Circle by the client has been paid.

11. Termination

11.1 Either the client or Earth Circle may terminate any agreement between them for the provision of any service by giving them two month's notice in writing. The client will reimburse Earth Circle for any web page deregistration or removal costs incurred by Earth Circle as a result of termination of any agreement for web page hosting services.

12. Amendments to These Terms

12.1 Earth Circle may amend these terms of business at any time by publishing the amended terms on Earth Circle's own Web site at http://www.dotoinfo.com/earthcircle/terms.htm or by sending the client (by any method) a copy of the amended terms.

earthcircle@dotoinfo.com