WildBlue Customer Agreement (pg 6)

11.    General

11.1   Limits on Transfers.  Unless otherwise agreed in writing, your right to use the Service, or to designate other users of your account, is not transferable and is subject to any limits established by ourselves, or by your credit card company or other billing institution, as applicable.

11.2 Applicable Law.  This Agreement is made in the State of Washington.   (“Applicable State”).  This Agreement and all of the parties’ respective rights and duties, including, without limitation, claims for violation of state consumer protection laws, unfair competition laws, and any claims in tort shall be governed by and construed in accordance with the laws of the Applicable State, in the United States, excluding conflicts of laws provisions.  Any such controversy or claim shall be settled exclusively by arbitration, and administered by the American Arbitration Association under its Commercial Arbitration Rules.  Any such arbitration will be held in the Applicable State or the location of the residence where the WildBlue Equipment was installed.  The arbitrator will be an expert in the field of Internet services or other appropriate subject matter of the dispute.  The arbitrator’s award shall be final and binding and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction.  There shall be no class action arbitration pursuant to this Agreement.  Any cause of action brought by you, or by users of your account, with respect to the Service or this Agreement must be instituted within one year after the claim or cause of action has arisen or is barred.  The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement and it is acknowledged that this is a services contract and not a contract for the sale of goods. 

11.3    Notices, Disclosures and Other Communications.  Where notification by us is contemplated by or related to this Agreement, notice may be made by any reasonable means, including, but not limited to, e-mail or publication over the Service.  A printed version of this Agreement and of any notice given in electronic form shall be admissible in judicial and administrative proceedings relating to or based upon this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.  You must promptly notify us on any change in your e-mail or postal address in writing or electronically.

11.4    Construction and Delegation.  Neither the course of conduct between parties nor trade practice shall act to modify the provisions of this Agreement.  We may authorize or allow our contractors and other third parties to provide to services necessary or related to making the Service available and to perform obligations and exercise our rights under this Agreement, and we may collect payment on their behalf, if applicable.  The provisions of any Sections of this Agreement, which by their nature should continue, shall survive any termination of this Agreement.

11.5      Miscellaneous.  If any term of this Agreement is found by a court of competent jurisdiction to be invalid, illegal or unenforceable, it shall be construed in such a way as to eliminate the offending aspects while still giving as much effect as possible to the intentions of such term.  If this cannot be done and the entire term is invalid, illegal or unenforceable and cannot be so repaired, then the term shall be considered to be stricken from this Agreement as if it had not been included from the beginning.  In any such case, the balance of this Agreement shall remain in effect in accordance with its remaining terms notwithstanding such invalid, illegal or unenforceable term.  We may enforce or decline to enforce any or all of the terms of this Agreement in our sole discretion.  In no event shall we be required to explain, comment on, suffer liability for or forfeit any right or discretion based on its enforcement, non-enforcement or consistency of enforcement of these terms.  Captions used in this document are for convenience only and shall not be considered a part of this Agreement or be used to construe its terms or meaning.

11.6    Assignment of Account.  We may sell, assign, pledge or transfer your account or an interest in your account to a third party without notice to you.  In the absence of a notice of such sale or transfer, you must continue to make all required payments to us in accordance with your statement.

11.7      Entire Agreement.  This Agreement, as well as the additional online documents specifically incorporated as a part of this Agreement, constitutes the entire and only agreement with respect to its subject matter between you and us, applicable also to all users of your account.  This Agreement supersedes all representations, proposals, inducements, assurances, promises, agreements and other communications with respect to its subject matter except as expressly set forth in this document. 

      Signature __________________________________________

      Print Name:_________________________________________

    Address: ___________________________________________                                 
                   ____________________________________________

      Date:  ______________________________________________

      Revised May 25, 2005