EXHIBIT 10.17
Cyberian Outpost, Inc. has omitted from this Exhibit 10.17 portions of
the Agreement for which Cyberian Outpost, Inc. has requested confidential
treatment from the Securities and Exchange Commission. The portions of the
Agreement for which confidential treatment has been requested are marked
with X's in brackets and such confidential portion have been filed
separately with the Securities and Exchange Commission.
RENEWAL
GO2NET Insertion Order: 0000-00-0000
000 Xxxxx Xxxxxx Xxxxx 0000 Xxx: JK Coordinator: MP
Xxxxxxx, XX 00000 Date: 5/6/98
Advertiser: Cyberian Outpost Parent Company:
Advertising Contact: Xxx Xxxxxxx Agency: N/A
Contact's Telephone: 000-000-0000 Fax: 000-000-0000
Advertiser's Address: 00 X. Xxxx Xxxxxx, Xxxx, XX
Billing Address: same as above
Billing Contact: Xxx Xxxxxxx Telephone: 000-000-0000
Billing email address: xxx@xxxxxxx.xxx
URL Advertisement is to be linked to:
Email address of ad creative contact:
Alt Text:
ADVERTISING PACKAGE:
[MC front page] [MC Keywoods] [StockSite] ROS go2vision
[MC run-of-site] [Marketplace] [Playsite] MetaSpy [Other]
Ads will be served:
X from go2net's servers
---
remotely
The advertiser can comply with the ad specs
foundathttp://xxx.xx0xxx.xxx/xxx/xxxxxxx.xxxx Initial_______
Ad Description: MetaCrawler Marketplace Keyword Campaign Keywords: Keywords will
be hardware/software related
Start Date: May 8, 1998 End Date: August 8, 1998
Pricing: Flat fee of [XXXXX] per month
Impressions:
[XXXXX] (120 x 60) impressions per month on MetaCrawler home page
[XXXXX] (468 x 60) impressions per month on MetaCrawler home page
[XXXXX] keyword impressions per month
Inclusion on MetaCrawler Marketplace page
Permanent link on MetaCrawler home page (at least [XXXXX] home page
views/month)
Added Value: [XXXXX] bonus impressions per month on other go2net sites
Additional impressions delivered May 11-31:
[XXXXX] (120 x 60) impressions
[XXXXX] (468 x 60) ROS on MetaCrawler
[XXXXX] (468 x 60) on other go2net sites (PlaySite, StockSite, Useless
Pages)
Billing Schedule: Pay net 20 each month after start date.
We ask that all ad banners/squares be sent to go2net in email as attached files.
This email should also include:
1) the alt tag(s) desired for banner(s)
2) the url(s) the ad(s) should be linked to
3) if ad(s) correspond to specific keywords, a detailed listing of which ad(s)
corresponds to which word(s) is also required.
Failure to send any of the above items may cause delay in placing ads into
rotation.
Send ad to: xxxxx@xx0xxx.xxx
Private URL for checking and delivery and click-throughs will be provided when
ad goes live.
Please send all payments and direct any billing questions attn: Accounts
Receivable.
AD SPECS:
MetaCrawler:
Banner: 468 x 60; 12k file size; maximum animation 8 seconds
Square (portal): 125 x 125; 8k file size; maximum animation 8 seconds
Marketplace: 120 x 60; 6k file size; no animation
PlaySite:
Banner: 468 x 60; 12 k file size; no animation
go2net content (StockSite/Useless Pages):
Banner: 468 x 60; 12k file size; maximum animation 8 seconds
Square (portal): 125 x 125; 8k file size; maximum animation 8 seconds
We only accept image advertising. No shockwave, egi script, real audio, image
maps, pull-down menus, Intend or Java. Just plain images and animated images.
Any changes an advertiser asks go2net to make to an ad will be subject to a
minimum $500 fee.
Advertiser's Initials:_____________
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The undersigned is legally empowered to enter into this Agreement and agrees to
be bound by the terms and conditions of this Agreement. Sign contract and
return with payment to go2net, Inc.
Advertiser
Signature: /s/ Xxxxxx Xxxxxxx Title: VP, Marketing
------------------------- --------------------------------
Print Name: Xxxxxx Xxxxxxx Date: 5/8/98
------------------------- --------------------------------
go2net, Inc.
Signature: /s/ Xxxxx Xxxxxxxx Title GM
------------------------- --------------------------------
Print Name: Xxxxx X. Xxxxxxxx Date: 5/8/98
------------------------- --------------------------------
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Advertising Agreement Terms & Conditions
The advertiser named on the Advertising Order attached hereto ("Order") desires
to have certain material developed and published on the World Wide Web/Internet
by go2net, Inc. ("go2net") upon the terms and conditions set forth herein and on
the terms and conditions set forth in the Advertising Order attached hereto
(together, this "Agreement").
All payments shall be due in advance. Advertisers who have submitted credit
applications and received approval from go2net on such applications will be
given net 20 days terms. A late charge of 1.5 percent per month of the
outstanding balance shall be applied to each payment not made within 20 days
from receipt of the invoice.
All materials that Advertiser desires to have go2net place online are subject to
go2net's approval. go2net expressly reserves the right, at its sole discretion
and at any time, to cancel any Advertising Order or reject any advertising
material, including withdrawing any advertising materials which are currently on
display or have previously been published. If any advertising materials are
withdrawn or canceled prior to display, go2net's only obligation to Advertiser
will be to refund any fees paid in advance of the canceled advertising.
The term of the advertising shall be as set forth on the Advertising Order
attached hereto. Either party may terminate this Agreement at any time in the
event of a material breach by the other party, which remains uncured after
thirty days written notice thereof. Notice shall be deemed to have been
received five days after mailing such notice if sent by first class mail or on
the day transmitted if sent by facsimile transmission. go2net further reserves
the right to cancel this agreement for any reason, provided written notice is
sent to the Advertiser.
For any reason other than a material breach by go2net, Advertiser may not
terminate this agreement.
Advertiser is solely responsible for any legal liability arising out of or
relating to the material that Advertiser desires to have go2net place online for
purposes of the advertising ("Advertising Material"). Advertiser represents and
warrants that the Advertising Material it seeks to have go2net place online
complies with go2net's standards, and that Advertiser holds the necessary rights
to permit use of the Advertising Materials by go2net for the purpose of this
Agreement; and that the use, reproduction, distribution, or transmission of the
Advertising Material will not violate any criminal laws or any rights of any
third parties, including, but not limited to, such violations as infringement or
misappropriation of any copyright, patent, trademark, trade secret, music,
image, or other proprietary or property right, false advertising, unfair
competition, defamation, invasion of privacy or rights of celebrity, violation
of any anti-discrimination law or regulation, or any other right of any person
or entity. Advertiser agrees to indemnify go2net and to hold go2net harmless
from any and all liability, loss, damages, claims, or causes of action,
including reasonable legal fees and expenses that may be incurred by go2net,
arising out of or related to Advertiser's breach of any of the foregoing
representations and warranties.
go2net is not responsible or liable for any errors in content or omissions or
consequences, damages, costs, refunds or rebates of any kind arising from any
interruption of service or other unavailability of the Internet or Web site in
which the advertising is displayed for whatever reason.
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go2net makes no representations or warranties relating to the results of
Advertiser's advertising by means of the Internet, including without limitation,
the number of page views or click-throughs such advertising will receive and any
promotional effect thereof.
This Agreement shall be governed by and construed in accordance with the laws of
the State of Washington, without giving effect to its conflicts of laws rules.
Any dispute or controversy arising under or related to this Agreement shall be
adjudicated in a court of competent jurisdiction within the City of Seattle,
State of Washington. The parties hereto each hereby waive any jurisdiction,
venue and inconvenient forum objections to any state or federal court sitting in
the City of Seattle, Washington.
This Agreement supersedes and replaces any existing written or oral agreements
between go2net and Advertiser and may be modified only in writing signed by both
parties. Any failure by go2net to enforce any provision of this Agreement shall
not constitute a waiver of any term hereof. This Agreement contains the entire
agreement between the parties with respect to the subject matter hereof. If any
provision of this Agreement is determined to be invalid, illegal or
unenforceable, the enforceability of the remaining provisions shall not be
affected.
go2net shall have the right to hold Advertiser and/or its agency or agent
jointly and severally liable for such monies go2net is due and payable on
publication of the advertisement. If payments are not made in a timely manner,
go2net, at its option, may terminate this Agreement.
Initial: Advertiser /s/ R.R. go2net /s/ E.C.
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Date Signed: 5/8/98
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