ESP provides the following services:

1. Guaranteed Positioning. ESP to provide guaranteed positioning to Enrollee web site through the use of key word term(s) on major search engines.

2. Exclusive Sponsorship. ESP to assign specific High Schools to Enrollee wherein the Enrollee will be designated the Exclusive Real Estate Agent/Broker of those specific High Schools during the term of this Agreement. All leads generated by ESP school database that are generated by Enrollee exclusive High Schools will be sent to the Enrollee email account.

3. Lead Generator Link. ESP will provide Enrollee a lead generator link from their web site to itsaboutleads.com public/private school (up to 5 counties). This link is limited to only one personal web site URL.

4. Individual National Account. ESP will provide Enrollee an Individual national account so Enrollee can access our national public/private school database.

Note: It is the sole responsibility of the Enrollee to keep current their email address and account information on ESP database. ESP provides an editing function for Enrollee to use after accessing their account through ESP’s affiliate site www.itsaboutleads.com Enrollee may call ESP toll free for assistance on using this edit function at 866.609.6369/209

Account Information:

Name: {name}
Address: {address}
Phone: {phone}
Web URL: {url}
Term. The Enrollment term is the following:

Start Date: {start}
Ending Date: {ending}
Total Fee: {total fee}
Payments: {payments}

Exclusive High Schools. ESP shall assign to Enrollee the following high school(s):
{schools}

Enrollee Key Word Terms (s). ESP guarantees that the a specific URL that is owned by Enrollee and submitted to ESP will be on the search engines affiliated with our service in the 1st, 2nd, or 3rd position (except Yahoo where we will guarantee either the 1st, 2nd, 3rd or 4th position) under sponsored or featured listing, products and services or partner search results using a specific key word term(s) that have been assigned to that URL of Enrollee.

The following is a list of current search engine partners as of April 2003:

ESP will at no additional cost to Enroller add their web site to additional search engines that come available within the system as long as the Enroller is under contract and all fees are paid.

ESP will guarantee that the Enroller’s site will be a part of the above search engines subject only to changes that are completely out of ESP control but in no event will the Enroller’s web site not appear on a minimum of five (5) of the search engines. And, if in the event that ESP cannot provide a minimum of five (5) major search engines then ESP will at the request of the Enroller prorate the unused months left on their term divided by the ‘Marketing Fee within five (5) days from the time of the written or electronic request to ESP.

Note: It is the sole responsibility of the Enrollee to maintain that URL unless ESP has build the Enrollees web site. Any disruption of service due to the fault of Enrollees host service of their web site is not the responsibility of ESP and there will be no alterations of this contract because of disruption of services.

Enrollee Requirements. Enrollee may not resell, assign or transfer the Enrollment. Enrollee agrees to pay all subscription fees upon execution of this contract by credit card or check. Current fees are posted under Broker/Agent Sign Up or from an authorized ESP representative.

Option to Renew. Enrollee can renew for additional periods, provided Enrollee has paid the then current enrollment fee. Other Terms:
{other terms}

Copyright and License of Service Content. The entire contents of the Service are copyrighted as a collective work under the United States copyright laws and except as expressly provided below, Enrollee agrees not to copy, redistribute, or publish any part of the Service. Each Enrollee may download material from the Service for his/her own non-commercial use, including Enrollee's use in the ordinary course of Enrollee's business or profession, provided Enrollee maintains all copyright and other notices contained in such material. Enrollee may not (i) redistribute that material over any network (including any local area network), (ii) sell that material, or (iii) offer for sale that material. Enrollee may not post any downloaded material to any other online service (including any bulletin board, Intranet or the Internet) without the express permission of the copyright holder. Enrollee may make: (a) one machine-readable copy.

Disclaimer of Warranty. ESP makes no warranties with respect to the Service and/or information except expressed in the sections above. ESP does not warrant that the functions or services performed by the Service will be uninterrupted or error-free or that defects in the Service will be corrected. The Service is provided on an "as is, as available" basis. ESP makes no warranties, express (except as expressly provided herein) or implied, including, without limitation, those of fitness for a particular purpose, with respect to the Service, any information on the Service, or any products or services sold through the Service.

Accuracy of Information. ESP will use its ‘best efforts’ to keep the databases updated and accurate but ESP does not guarantee the accuracy or completeness of any Service database, or of the information contained in any such database or of any statement uploaded to the Service by any Enrollee. ESP does not endorse and is not responsible for any statement, opinion, and advice given or made on the Service by anyone other than authorized ESP spokespersons.

Indemnification. Enrollee agrees to indemnify, defend and hold harmless ESP, its affiliates, licensors, and their respective officers, directors, employees and agents from and against all losses, expenses, damages and costs, including reasonable attorneys' fees, arising out of the use of the Service by Enrollee or Enrollee's account.

Third Party Rights. The provisions regarding Disclaimer of Warranty, Limitation of Liability and Indemnification are for the benefit of ESP, their respective licensors, employees and agents. Each shall have the right to assert and enforce those provisions against an Enrollee.

Notices. ESP may deliver notices on the Service, by electronic mail to info@eschoolprofile.com on the Internet or by written communication to Enrollee's address. Enrollee may give notice to eSchoolprofile by written communication to eSchoolprofile.com 6369 Nancy Ridge Drive, San Diego, CA 92121

Termination. This Agreement may be terminated by ESP if Enrollee is in violation of any part of this agreement. ESP will notify Enrollee if Enrollee is in violation of any part of this Agreement and Enrollee will have ten (10) days to comply with the specific violation or ESP may terminate the service.
The provisions regarding Payment, Disclaimer of Warranty, Accuracy of Information, Indemnification, and Third Party Rights shall survive.

General Provisions. Any provision in any memorandum received by ESP in connection with the Service, which is inconsistent with, or adds to the provisions of this Agreement, is void. Neither the parties' course of conduct or trade practice will modify the terms of this Agreement. If any provision of this Agreement is determined by a court of competent jurisdiction to be invalid, all other terms and conditions shall remain in full force and effect.

Governing Law. This Agreement and the resolution of any dispute arising hereunder shall all be governed and construed in accordance with the laws of the State of California, without regard to its conflicts of law principles. Enrollee consents to the jurisdiction of the courts of the State of California.

Copyright. Entire contents Copyright 2001 by eSchoolprofile.com, Inc. All rights reserved. Reproduction of this publication in any form without prior written permission is forbidden. Authorization.
I have given my credit card number/funds transfer number to an ESP representative and I hereby authorize ESP to charge the my account pursuant to the payment schedule described under “Payment Rendered”.

AGREED: