3.1

Set-Up Fee. You will pay us a one-time, non-refundable set-up fee for ShopKart, subject to section 3.12 of this agreement, in the amount of    $500.00   . Setup fee is exclusive of any customization design charges for the chosen theme/skin package    Theme/Skins Included (Free)    and is exclusive of any other shopping cart component customizations. You also agree to pay an additional non-refundable setup fee in the amount of    $0.00    , not subject to section 3.12 of this agreement, for other services listed above. If your setup fee was discounted as part of a software bundle pricing or promotional code and you do not fulfill the requirements of the software bundle terms or contract terms, then you understand and agree the discounted amount will be will be assessed. The discount provided is    $0.00

3.2

Contract Length.  You understand and agree that the ShopKart Server hosting account plan is provided on 12 Month contract length beginning on    08/26/2011    and ending on    08/25/2012   . With an additional pro-rate contract period beginning on    08/16/2011    through    08/25/2011   . After your contract period expires, the terms of this contract will continue automatically on a month by month basis until you cancel your ShopKart account as outlined in section 6.3 of this agreement.  NetSoft Studio provides a 28 day money back guarantee.  Should you terminate your hosting account within the first 28 days, we will refund any monthly recurring fees.  Setup fees are non-refundable subject to section 3.12 of this agreement. Billing for your ShopKart account will begin on the activation date of    08/16/2011   , regardless of whether you actually made use of your account using a domain name or whether you made use of your account by logging into the administration portal interface or made use of it in any other way. For purposes of billing, you understand and agree that any final charges that are incurred on your account after the contract length is terminated will be assessed against the credit card on file, and this assessment may occur after the last day of your contractual period. You understand and agree that such charges are still your responsibility whether billed to your credit card or billed to you via US Mail, Fax or E-mail and payment obligations, section, 3.7, 3.8, 3.9, 3.10, and 3.11 will remain in effect and will survive the contract ending period.

3.3

Monthly Service Fee. You will pay us a monthly service fee for the services we provide under this agreement in the amount of    $200.00   . The monthly service fee is billed to you at the beginning of each billing month and is due on the 26th day of each month in which the monthly service Fee is billed. The first billing period will be a partial billing period pro-rated beginning on    08/16/2011    through    08/25/2011   . The dollar amount of the pro-rate is figured as monthly recurring charge / 30.4166 days * number of days in the prorate billing period. The number of days prorated is    9    and the amount of the pro-rate is    $59.18   . Should you upgrade your account plan to a more expensive account plan, you agree to the new plan rate to be determined  based upon our software pricing schedule in effect at the time of the upgrade and those new rates are incorporated herein by reference. The monthly service fee does not include additional services such as graphic design or customization fees should you request such services.  The monthly service fee above reflects a Monthly Discount of    $0.00    as part of a software bundle or promotion. If you are provided a discount as part of a software bundle or promotion and do not renew the qualifying bundle software subscription or fulfill the obligations under which the promotional rate was provided, then you agree your monthly service fee will be adjusted during the duration of this contract to reflect the correct non-bundled/non-promotional pricing.

3.4

Other Services. If you choose to have custom design work done such as custom web site skins, the hourly fee is $100/hour with a minimum 5 hour charge for initial design work, and additional hours of design work in minimum billing increments of 1 hour.  Purchasing of a Custom Skin we have already designed is also available at the rate of $800 for non-exclusive use and $1,800 for exclusive use on a per design skin basis.  You understand that non-exclusive use of a design skin is made available to you, however will also be made available to any other customer of NetSoft Studio that wishes to purchase that same custom skin. Other service fees may be found on our web site and pricing is incorporated herein and may change from time to time.

3.5

Billing Cycle Month, A billing cycle month starts on the 26th of one month and ends on the 25th of the next month. If you first begin using our services after the 26th of any month, we will prorate your first billing cycle month's service fee as indicated in section 3.3. The service fee is subject to adjustment, with notice, according to the current software price schedule.

3.6

Breach. In the event we terminate this agreement because of a breach, you will be charged in full for the remainder of the contract in which the breach occurred. In the event you have elected to prepay subsequent, additional months' service fees beyond the contract period indicated in section 3.2, we retain the right to charge an administrative fee and deduct the administrative fee from the subsequent, future months' service fees before refunding them to you.

3.7

Tax. These fees are exclusive of any and all federal, state, and local sales, use, value added, excise, duty and any other taxes assessed with respect to the services provided under this agreement and all taxes shall be the sole responsibility of the customer.

3.8

Returned Checks. All costs associated with returned checks will also be your responsibility and such charges will be added to your account balance.  An administrative fee to be no less than $30.00 or no more than the statutory maximum, whichever is greater, for such returned checks may be assessed and added to your account balance by us.

3.9

In the event, it is necessary to refer your account to a collection agency in the United States or in your country of origin, a collection fee of 40% of the account balance submitted for collections will be applied to your account to pay for services of the collection agency.  This fee is in addition to the amount being collected as an outstanding balance on your account, and is payable in full.  Failure to pay an outstanding balance may be reported to any and all credit reporting agencies according to the laws governing such action within the United States and/or your country. Any and all fees associated with the collection of your account; including expenses incurred by us or a third party collection agency will be passed on as part of the outstanding debt owed including but not limited to costs for long distance phone calls, fax charges, court appearances, and attorney fees as it relates to the collection of your account.

3.10

You agree to pay all fees by the due date on invoices sent by us whether the invoice is sent by electronic mail, facsimile, or by US Postal mail or whether an invoice is sent at all. Accounts that are delinquent may be canceled for non-payment. To re-instate your account, a new setup fee, will be incurred at the current rates, subject to approval of credit and only after payment of any fees already owed are reconciled, subject to section 9.9 of this agreement.

3.11

Accounts that are delinquent more than 7 days are subject to a Late Payment Fee of $30.00 for each billing cycle the payment is late. In addition, you understand and agree that a finance change of 1 ½% per month may be assessed on all account balances that are late by more than 30 days and interest will accrue at the rate of 1 ½% for each 30 day cycle a balance is owed and is calculated on the average daily balance.

3.12

If within the initial 28 days of use of your ShopKart account you determine that ShopKart will not fit your needs for any reason, we will gladly refund any charges to your credit card and release the portions of your payment obligations defined in section 3.1 and section 3.3 that are subject to this section (section 3.12) of this agreement.  Portions of section 3.1 and 3.3 that are not subject to this section (section 3.12) of this agreement are not eligible for the 28 day money back guarantee as outlined herein. All other portions of this agreement will remain in full force.  To be eligible for the 28 day money back guarantee, you must notify us in writing and receive a response in writing from us that we have acknowledged your request.  This request and response from us must be dated prior to:    9/12/2011    - Requests received after    9/12/2011    will not be eligible for the 28 day money back guarantee as defined in this agreement under section 3.12 Should you terminate this contract during your contract period after the 28 day money back guarantee has expired, you will be billed for the amounts due to complete the contract obligation.  Other Additional Services including, but not limited to services provided under Section 3.4 of this agreement are not eligible for the 28 day money back guarantee.