CUSTOMER TERMS AND CONDITIONS AGREEMENT

This Agreement effective as of the Subscriber account creation date (the "Effective Date") between the Subscriber and Valor Telecommunications Enterprises, LLC (ISP).

ISP agrees to provide access to Internet, and Subscriber agrees to accept and utilize ISP's service, according to the terms of this agreement.

1. Service. Upon subscription with ISP, ISP shall create Subscriber's account to enable Subscriber's access to ISP's Internet Access Service ("Service"). Subscriber is responsible for all use of Subscriber's account and confidentiality of Subscriber's password. ISP will suspend access or change access to Subscriber's account upon written notification by Subscriber that his or her password has been lost, stolen, or otherwise compromised. ISP is not liable for any usage or charges prior to ISP making the necessary account alteration. Subscriber account is perpetual or recurring in nature unless specifically noted otherwise by Subscriber.

2. CARRIER FEES RESPONSIBILITY. SUBSCRIBER IS RESPONSIBLE FOR ALL LOCAL, LONG-DISTANCE, AND '800' TELEPHONE CHARGES FOR CONNECTING TO THE SERVICE. ISP SHALL HAVE NO RESPONSIBILITY FOR ANY CHARGES OR TARIFFS RELATED TO ANY SUBSCRIBER TELEPHONE CONNECTION OR ON-LINE SERVICES OF ANY ENTITY ACCESSED BY OR FOR SUBSCRIBER.

3. Equipment & Utilities. Subscriber shall provide his or her own computer equipment necessary to access the Service.

4. Termination by ISP. ISP, in its sole business judgment, may terminate this Agreement immediately or suspend Subscriber's access to the Service upon any breach of this Agreement by Subscriber, including but not limited to, refusal or failure to pay for Service or by sole judgment of ISP that Subscriber may be performing activities illegal or harmful to ISP or its Subscribers, employees, vendors, business relationships or any other users of the Internet.

5. Termination by Subscriber. Subscriber may terminate the service at any time following an initial billing period of one month, unless otherwise contractually obligated.  Termination after the initial one-month period will be result in a billing to the Subscriber for services on a pro-rated monthly basis. Prepaid services will not be refunded if the service is cancelled prior to the end of the prepayment term.

6. Data. Subscriber understands and agrees that the Internet is a conglomeration of on-line computer systems and databases operated by distinct entities having no business or legal relationship to ISP. ISP has no input whatsoever as to the content of Internet data accessed via the Service. Subscriber is solely responsible for any value or reliance it places on information obtained via the Internet or the Service. Information derived as a result of this Agreement is provided "as is" and at Subscriber's own risk.

7. LIMITED WARRANTY. ISP WARRANTS ONLY THAT IT SHALL, SUBJECT TO THE TERMS AND CONDITIONS OF THIS AGREEMENT, PROVIDE SUBSCRIBER ACCESS TO THE INTERNET. ISP MAKES NO OTHER WARRANTIES AND SPECIFICALLY DISCLAIMS ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR AGAINST INFRINGEMENT. ISP FURTHER DISCLAIMS ANY WARRANTY OR REPRESENTATION AS TO THE INTERNET, ANY INFORMATION DERIVED THEREFROM AND THE ACCURACY OR PRIVACY THEREOF. FURTHERMORE ISP FURTHER DISCLAIMS THAT SUBSCRIBER WILL BE ABLE TO ACCESS THE SERVICE ONE HUNDRED PERCENT OF THE TIME DURING PEAK PERIODS OR DOWN CONDITIONS.

8. LIMITATION OF LIABILITY. SUBSCRIBER SPECIFICALLY AGREES THAT, IN NO EVENT, SHALL ANY LIABILITY TO ISP AS A RESULT OF THIS AGREEMENT EXCEED SUBSCRIBER'S MONTHLY FEE OF ANY SINGLE MONTH DURING WHICH ANY CLAIM DERIVING LIABILITY AROSE. ISP SHALL HAVE NO LIABILITY WHATSOEVER FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND WHETHER UNDER THIS AGREEMENT OR OTHERWISE.

9. Compliance & Indemnification. Subscriber agrees to use the Service in compliance with all applicable laws and to upload and/or download files, if at all, only with the consent of the copyright or patent owner. Subscriber specifically agrees to defend, indemnify, and hold harmless ISP, its officers, and employees from any claim, loss, or damage, including costs and reasonable attorney fees, arising out of any act or omission of Subscriber under this Agreement.

10. Law. This Agreement shall be construed under the laws of the State of Texas and any action to enforce the terms and conditions hereof shall be brought before a Texas state court.

11. Notice. Notice shall be in writing and delivered by hand, facsimile, certified mail, or e-mail at the addresses set forth herein. Notice shall be effectively given upon receipt if delivered by hand, or facsimile, or, if given by certified mail, or upon expiration of 5 days after postmark. Additionally, ISP may give notice via e-mail to Subscriber's e-mail ID which Notice shall be effective upon first access under Subscriber's ID.

12. Payment Terms. Payment of the selected account plan is due on the first day of that account plan's billing cycle (monthly or annually) for Service to be rendered during that billing cycle. Authorized charges to credit cards for Subscriber's selected account plan shall be made, in advance, on or about the first day of every billing cycle for the term of this agreement until terminated as provided herein.

13. Payment Method. Subscriber hereby authorizes charges to be made to their identified credit card each billing cycle for the duration of this agreement in the amount of the account plan Subscriber has selected. Payment may be made by check or purchase order only on approved accounts and only upon prior authorization by ISP. Subscriber specifically authorizes ISP to verify Subscriber's credit worthiness.

14. Set-up Fees. Subscriber agrees to pay ISP a set-up fee (where applicable) for registration and activation of service to be charged to Subscriber's credit card, as provided in Paragraph 13 above, such set-up fee to be non-refundable.

15. Force Majeure. ISP shall not be liable for any delay in performance directly or indirectly caused by or resulting from acts of God, local phone company and other third party telecommunications providers, fire, flood, accident, riot, war, government intervention, embargoes, strikes, labor difficulties, equipment failure, late delivery by suppliers or other difficulties which are beyond the control and without fault or negligence of ISP.

16. Waiver. No waiver by either party of any breach by the other party of any provision of this Agreement shall be deemed or construed to be a waiver of any succeeding breach of such provision or as a waiver of the provision itself.

17. Successors and Assigns. This Agreement is not assignable or delegable in whole or in part by Subscriber without the express written consent of ISP. This Agreement shall be binding upon the heirs and successors of the parties hereto, the assigns of ISP, and permitted assigns of Subscriber.

18. No Resale. The Service provided hereunder is limited to Subscriber and may not be resold in any manner whatsoever unless Subscriber selects a reseller plan and ISP provides written acceptance of Subscriber's selection of a reseller plan.

19. Entire Agreement. These terms and conditions constitute the entire agreement with regard to the subject matter hereof and expressly supersede and replace any prior or contemporaneous agreements, written or oral, relating to this Agreement. This Agreement may be amended by ISP upon thirty days Notice. This Agreement may not be amended by Subscriber except by writing signed by both parties hereto.

20. Subscriber Agrees to be Bound. By initially logging on to the service with the subscribers account plan as provided in Paragraph 1 above Subscriber agrees to be bound by all terms and conditions of this Subscription Agreement, including but not limited to the provisions of Paragraphs 13 through 15 authorizing ISP to charge Subscriber's credit card on a monthly or annual basis, until such notice is given as outlined in Paragraph 5 above, including late fees and penalties, if and where applicable.