SEED, SEND & WIRE^TM ADVERTISING AGREEMENT

• Instructions 
  • Please print out.
  • Please fill in.
  • Please sign in ink.
  • Please initial all pages in lower right hand corner.
  • Make sure pages are numbered. For example: page 1 of 8.
  • Call with questions.
  • Attach payment.
  • Attach and label advertisements you wrote to be distributed according to this Agreement.
  • Sign such advertisements to approve distribution.
  • Make sure advertisements are properly formatted including clauses & sections recommended by Simply ONE Solution.
  • This Agreement is void prohibiting distribution if changed in any way without the express written permission of Simply ONE Solution.
  • Check with Local, State, Federal, and International Laws to make your letters comply legally.
  • Air Mail two original copies with original signatures to Simply ONE Solution^TM.
  • One copy will be returned to you with our signature.
  • Please keep one copy for your records.
  • Advertiser agrees to forward unchanged intact copies of all and any responses and/or publications, and/ or press from the distributions to Simply ONE Solution via e-mail and/ or fax immediately upon receipt.

• This is an Agreement between parties Simply ONE Solution^TM aka SOS^TM and SOSMAIL^TM  and Investor Insider and/ or Investor Insider Direct  trademarks of ONE Solution Corporation known as Distributor, with principal offices at 66 Wayne Ave. Atlantic Beach, New York 11509 at the phone 1-516-371-5975 and web site http://www.simply-one-solution.com and ____________________________________ known as Client/ Advertiser with principal offices at__________________________________________________ and its principal home residing at _____________________________________________________________ at the phone numbers _____________________________________________________________________and e-mails ____________________________________________________________________ and web site ______________________________________________________________________________.

• Staple Advertiser's brochure and business card here.
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• Service 
   
• It is agreed that Client/ Advertiser has hired Simply One Solution^TM  for SOSMAIL^TM  Direct Mail Distribution services part of SOS's SEED, SEND, & WIRE^TM advertising pack.

  SOSMAIL^TM is solely a distribution service. Therefore, Distributor (Simply ONE Solution^TM and SOSMAIL^TM) is not responsible for the Client's approved Letter, the content, implications, responses, leads, response follow up, web site function, link function, and any other service, person, company, product, and action other than distribution/ direct e-mailing. This is a targeted service. No re-distribution is allowed. No Impressions are guaranteed, offered, or included now or in the future regarding this distribution. The e-mail distributed is an issue of Investor Insider (Direct). The Advertiser's e-mail approved for distribution will become a dedicated issue of this Investor Insider (Direct) publication sent to the Investor Insider Database. A total of three consultations via any form of communication with Simply ONE Solution are included per letter. If two letters are attached for distribution, then a total of 6 consultations are included. Each total a maximum of fifteen minutes. One is available before distribution and two after. Total consulting time equals 45 minutes. Any consultations after that will be billed to Advertiser at $50 per hour. The distribution of your advertisement in Investor Insider Direct will be delivered exclusively via electronic mail only unless otherwise specified exclusively by Simply ONE Solution in writing.

  Charges: Please check and circle the charge which applies to you. Draw a line through the others.

  • SEND service: Client has paid a total of $850 for distribution to the quantity of 250,000 per 400 word advertisement provided by Client/ Advertiser for formatting and amending by SOS,
  • plus $1.25 per impression
  • plus $350 for SOS to write the first draft of e-mail for Advertiser's approval totaling a minimum of $1200 distribution fee,
  • or $350 for SOS to write the first draft for approval by Advertiser, with no impression fees totaling  a flat $1200
  • plus $250 for an additional 250,000 distribution of one Client/ Advertiser approved e-mail  to be distributed a total quantity of 500,000 per 400 words. Each additional 100 words is $100. 
  • WIRE service: Client has paid an additional $350 for a different letter attached labeled IPO Circuit Press Release Exhibit#2 to be distributed one time via wire to the IPO Circuit list attached labeled IPO Circuit Exhibit#3. This Press Release has been written by Advertiser and is approved for distribution. This is not part of the e-mail service described herein this Agreement. Therefore, the distribution of this press release will not be distributed in the same manner via the same form. It will not be sent via e-mail but rather via wire. No refunds will be allowed past signature of this Agreement. No changes to the letter is allowed once submitted as an attachement to this Agreement. No press or publication is guaranteed. This is exclusively a distribution service. It is the exclusive responsibility of the advertiser to check with Local, State, Federal, and International Law for legal compliance of the Press Release. Advertiser is exclusively responsible for all and any damage, harm, loss, affect that may happen as a result of the Press Releases content, its implications, its legalities, its authenticity, its guarentees, and assertions.
  • SEED service: Client has paid $750 flat fee for one time submission of one url to 530 Internet search engine databases on-line. SOS is not responsible for updating, upgrading, maintaining, changing, adding to, amending, and/ or modifying original submission. SOS is does not guarantee publication of submissions. Publication and acceptance is at the sole discretion of ewach search engine database. SOS does not guarantee placement of submission in search engine database. Client must provide 25 word maximum description of url, ten word maximum title, the url address, keywords, categories, contact e-mail address, contact voice/ fax. Each search engines requires differnt information not exclusive to the list of Client provisions.
  • Client has paid $500 for three months of hosting business plan contained in one url electronic page on www.investorinsider.com  Each additional month of hosting per url page thereafter is $100 per month. This page may include one .gif or .jpg static or animated banner no larger than 20k, your business plan and/ or Offering Circular or Prospectus in .pdf format, and contact form and links exclusively to Client's website. No impressions are guaranteed at any time. This electronic file must be provided by Client or may be created for $450 not including animated banner. SOS exclusively reserves the right to modify, add to, amend, alter, change, or reject the electronic file at any time in any way it sees fit. Any change to this electronic file requested by Client/ Advertiser during hosting period is subject to $25 charge per change. Request for change must be e-mailed to SOS one week in advance. 
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• Terms
• All terms are prepaid checks payable to Simply ONE Solution^TM. No refunds will be allowed post signature by Advertiser of this Agreement. Any refunds and/ or discounts are provided at the sole discretion of Simply ONE Solution expressed exclusively in writing by Simply ONE Solution as an amendment to this Agreement.
   

  Termination
   

• Cancellation and/ or termination of this e-mail distribution service is allowed by Advertiser in advance of and/or prior to signing this Agreement and sending payment. Thereafter, no cancellation of service is allowed after SOS provides first draft of e-mail to be distributed for approval by Advertiser and/ or one week thereafter the order of which is at the sole discretion of Simply ONE Solution. Advertiser's signature of this Agreement confirms this.
   

  Collection
   

• Advertiser agrees that all and any fees including but not limited to legal fees, accounting fees or other fees including business time lost trying to collect and/ or resolve payment SOS incurs arising from collecting payment or overdue payment from Advertiser will be charged exclusively to Advertiser. Advertiser must pay this bill immediately within one month of invoice. Each additional month payment is overdue is subject to interest at 2% per month.

  Target 
   

• Client/ Advertiser has requested the distribution to be focused to subscribers and unsolicited recipients sourced using keywords, activities, interests, demographics, target markets, and/ or variation thereof: prospective investors where possible.

  Target List Selection 
   

• SOSMAIL^TM distribution lists including the one you have selected are currently updated. In order for SOSMAIL^TM to maintain fresh and current lists, Client/ Advertiser requests and agrees list be submitted to subscribed and unsubscribed e-mail addresses and solicited and unsolicited e-mail addresses. Any person and/ or company on the list has included the keyword(s) you have selected in whole or in part or variation in their screen name or discussion or interest in order to be selected for this list. Simply ONE Solution^TM  reserves the right to select and reject the members of the list.

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• Additional Distribution & Fees/ Discounts 
   
• The same Letter to additional or same distribution list costs $250 plus $1.00 per impression or $350 flat one-time.  Add $200 for a new letter.

  Simply ONE Solution^TM  rewards its Clients/ Advertiser with additional discounts on this service for referring other Clients for this service or any other SOS service. Simply ONE Solution^TM will provide Client a 3% discount or rebate equivalent to the discount on your invoice for this service. Discount or rebate is contingent upon Referral's payment of service to Simply ONE Solution^TM.

   

  Approval 
   

• The Letter and its content must be approved by Client/ Advertiser with an original signature and returned back to Simply ONE Solution^TM via air mail. The distribution is absolutely contingent upon Client's approval of Letter. Any adjustments, corrections, additions to the Letter must be offered by Client during the approval process prior to distribution. No changes, adjustments, corrections, additions will be possible once approval is submitted. Simply One Solution^TM is not responsible for any changes, additions, etc. to the Letter once it is approved by Client and after it is approved by Client.  This approval releases Simply ONE Solution^TM, its agents, its representatives, its sponsors, its business partners, its trademarks, its parent company, its subsidiaries, of all liability now and in the future including but not limited to content and distribution, impact, response, implications, results, and response follow up, function or dysfunction of links, and URL/ web sites. Simply One Solution^TM is not responsible for typographical errors herein or in the Client/ Advertiser approved Letter for distribution. Simply ONE Solution^TM is not responsible for the validity of the content, its links, its web sites, its sponsors, its representatives, its clients, any third parties mentioned in any mailing advertised in the distributed Letter or any other mailing and will not be held liable for any use of the advertised and other information . It is the exclusive responsibility of the Client/ Advertiser to check with Local, State, and Federal Government Laws pertaining to the product or service or announcement they advertise. Simply ONE Solution^TM or any subsidiary thereof accepts no responsibility whatsoever for the content or legality of any ad that appears in any mailing. In approving the e-mail for distribution with Client/ Advertiser's original signature, Client/ Advertiser agrees to all herein and binds this Agreement/ Contract.
   

  Drafts
   

  • In the case where, SOS is paid $100 to write the first draft, no more than two drafts will be presented to Advertiser for approval prior to distribution by SOS. It is Advertiser's exclusive responsibility to make all corrections within these two drafts or be subject to $100 per hour charge by SOS for or additional drafts, time, corrections at the sole discretion of SOS.

   

  • In the case, where Advertiser presents the e-mail letter to be distributed, Advertiser agrees that SOS reserves the right to format the e-mail, make any changes, additions, amendments of any kind for any reason at the sole discretion of SOS prior to distribution. SOS will not distribute any e-mail without the SOS Release clause, without the SOS introduction clause and/ or paragraph, and/ or any note which SOS believes crucial and applicable to meet all the local, state, national, and international Laws although all content is the Advertiser's sole  responsibility to check with all laws prior to distribution as confirmed by Advertiser's signature on this Agreement and/ or e-mail for approval.

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• Corrections
   
• Any and all amendments, corrections, deletions, errors, mistakes, additions, or changes of any kind by Advertiser must me made in red on the draft prior to approval for distribution. It is prohibited for Advertiser to delete any portion of the e-mail draft or this Agreement. Any deletion must be represented by a red line through the request for deletion. SOS will make any corrections or amendments it sees fit and take the note for change under advisement.

  Reports 
   

• Reports of impressions are available upon request up to two months from the date of the signed Agreement by both parties totaling 2 reports, one per month at an additional charge of $100 per report. There are additional fees for reports past this date.

  Impressions 
   

• Impressions are NOT guaranteed.

  Taxes 

• The government has not yet established definitive taxes applicable to the field of multimedia, the Internet, and its related services. The government is in the process of establishing tax standards at the current time. Therefore, Simply ONE Solution^TM reserves the right to collect tax from Client appropriately and upon the announcement of established taxes at any time whether that time may be post payment by Client or at the time of payment.

  Content Of Letter & Releases 
   

• In order to encourage and facilitate easy access for any responses you may receive, Simply ONE Solution^TM recommends providing a link to your url which offers your summary offering or prospectus available for download with instructions.

  Also, it is recommended that your e-mail and all additional Client contact information be included with proper hours to contact you.

  It is highly recommended that you monitor and review your e-mail and all other contact resources at least once per day!

• SOS recommends Client follow up responses in a timely and professional manner.

  It is recommended that you provide your broker contact information and briefing them about a way to prepare and manage incoming e-mail, calls, and all responses.

  It is recommended that you confirm proper function of your url and web site which is noted in the Letter at least once per day to ensure access of your responses. Therefore, Simply ONE Solution^TM is not responsible for the function or dysfunction of your web site, URL,  related pages, and links. As owner of Client's website and URL, Client is exclusively responsible for all types of function or dysfunction.

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• Content of Letter & Releases

  The e-mail will suggest that any interested party or prospective investor want to respond for additional investment information, they contact the Advertiser's broker and/ or third party representative care of Investor Insider (Direct) at the phone number and/ or email and/ or fax number and/ or address provided in the e-mail for Investor Insider (Direct).

  SOS and Investor Insider (Direct) will forward all leads who have requested information for Advertiser to Advertiser exclusively one time via e-mail and/ or fax, and/or air mail, and/or any method at the sole discretion of SOS. SOS will not forward any leads to Advertiser's broker or representative or third party. It is Advertiser's sole responsibility to manage and follow up with all or any leads or responses to e-mail if available. This policy exists to protect the interests of the Advertiser. Advertiser can best manage and track the leads and have a record of each response so as to follow up with Advertiser's broker if necessary and not overlook any or even one response which may be a potential investor should the Advertiser's broker miss a lead in any way.

  It is recommended for Advertiser to forward all responses and leads to Advertiser's broker.

  Although SOS may receive finders fees from third parties at times and give finder's fees or referral awards and/ or rewards for referring clients to third parties who may work with or for Advertiser, Advertiser agrees that SOS and all trademarks or affiliates of ONE Solution Corporation and its principal officer/ owner and/ or any company or affiliate owned or associated with the principal owner of ONE Solution Corporation  is not responsible for any and all actions, negligence, fees, or communications by and caused by third parties including but not limited to Advertiser's broker although SOS may introduce or refer a broker(s) to Advertiser.

  Advertiser grants Simply One Solution^TM the exclusive right to select the distribution mail list at its sole discretion. Simply One Solution , and all the trademarks, subsidiaries, owners, and principals of One Solution Corporation are not brokers, brokerage houses, or investors of your ad. Therefore, SOS has no influence over any investors or brokers or the response of your advertisements.
  Simply ONE Solution^TM is not responsible for securing investors, any other type of responses, and/ or in following up and fielding responses. Simply One Solution^TM  is not responsible for the actions of any third parties including but not limited to brokers and brokerage houses. Due to one person or mailbox having multiple screen names which may be different, Simply One Solution^TM  will not be held responsible if one mailbox receives more than one electronic Letter.

  If Simply ONE Solution^TM provides or sponsors gifts as incentives by any of its agents, business partners, parent company, trademarks, subsidiaries, or other company owned by the Principals or Shareholders of ONE Solution Corporation, then Client/ Advertiser will hold ONE Solution Corporation and all above mentioned harmless and free of responsibility in the function and distribution of gifts. It is the exclusive responsibility of the Client/ Advertiser for distribution and management of gifts. It is purely a courtesy of ONE Solution and its sponsors, its agents, its representatives, its subsidiaries, its business partners, its affiliations, its associations to provide gifts as incentives to the readership and target market Client/ Advertiser selected herein.

  The Client/ Advertiser, its agents, its representatives, its subsidiaries, its business partners and any third party shall indemnify SOSMAIL^TM and Simply ONE Solution^TM, its agents, its subsidiaries, its representatives, its business partners, its affiliates, its trademarks, its servants, its parent company harmless from and against any loss, damage, liability, claim, or expense resulting from any and all claim(s) regarding to and resulting from the content in any mailing and the Client/ Advertiser approved e-mail letter, its implications, its meanings, its function and content of links and web sites and the service and quality of Client/ Advertiser or any and all third parties. Therefore the Client/ Advertiser is held exclusively responsible for all content and function and use of its information in the e-mail advertisement at all times. Simply ONE Solution^TM employs best efforts executing distribution.
   

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• Responses
• No responses are guaranteed. However, during and after distribution, you may receive responses via any form such as e-mail, or via website, or via voice telephone, or fax because of how you requested to be contacted in your advertisement. Experience has proven the most effective way to be contacted is via one or two methods. The more choices you give the more confusion for your reader. It is recommended you direct all communication requests in your ad to Investor Insider Direct voice phone and e-mail for additional information or investing information for your company. Investor Insider will forward these responses one time each to you via e-mail or fax telephone immediately upon its receipt. SOS is not responsible for your records of responses. SOS is not responsible for Advertiser's or any postal or delivery service's loss of information or loss or misplacement of responses forward to you. It is recommended to retain your url link in your ad to allow for download of your Offering Circular however. It is expected for some responses to request removal from the database or from receiving your ad. You also may receive responses requesting subscriptions to Investor Insider. You may receive responses requesting additional information about your company or for more investing info. It can not be stressed enough that  fulfillment of these requests or any other by the Advertiser is what determines success of the distribution. It is not quantity but quality that counts in meeting your goals. The Advertiser is the only force to make a request into a sale employing good management. The Advertiser may get none, one, or more responses per distribution. It is helpful to increase responses by increasing exposure with distribution to more new targets. Open the floodgates. Increase your chances for responses by distributing until you reach your goal. 250,000 is just a starting point for some. Volume discounts are available for additional distributions.
• Time 
• The time it takes to distribute varies. The distribution is not executed in one day but rather spaced over a period of ten days to approximately up to three weeks in order to judge and gauge responses and allow for accommodating follow up with efficient and steady management of responses by Client and/ or Third Parties.
   

  Amendments 
   

• Simply ONE Solution reserves the right to update this Agreement at any time with exhibits, amendments, or any other adjustments, changes, updates, and/ or additions. Simply ONE Solution^TM is not responsible for vagueness of this Agreement or in the Client approved Letter distributed for Client. Client's signature confirms and secures Agreement. These signatures confirms the Agreement between Parties.
   

  Trademarks/ Copyrights
  

• Simply ONE Solution, SOSMAIL, SOS, SEED, SEND, WIRE, Investor Insider, Investor Insider Direct, II, and IID, are registered Trademarks of ONE Solution Corporation. All others mentioned are registered Trademarks of their own respective parent company.

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• This Agreement shall be construed under the law of the State of New York and in any legal matter the courts of Nassau County. New York shall have sole jurisdiction.

  Signed,
   
   

  Distributor,_______________________________
  Beth M. Garnett, President, Simply ONE Solution^TM 
  ONE Solution Corporation

  • Principal's Signature__________________________
  • Date of Distributor's Signature:__________________
    
  • and
     
     
     
     

    Client/ Advertiser,________________________________

    Advertiser's Name, Title, Company______________________
    (Officers Only)

    Date of Advertiser's Signature_______________________
     

    version 052997-060497-071197-090497

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