I. Introduction

SurfersD.com is a fee-based service owned and operated by Surfers-Directory.com, LLC ("Surfers-Directory"), which provides guaranteed and expedited consideration of the applicant for inclusion in Surfers-Directory Website(s) located at www.surfers-directory.com (the "Directory").

II. Agreement

The SurfersD.com service (also referred to herein as the "Service") is provided to you the applicant ("Applicant") pursuant to the terms and conditions set forth in this Surfers-Directory Agreement (the "Agreement"). These terms and conditions of use may be changed in the future without further notice. BY COMPLETING THE PAYMENT FORM AND CLICKING THE "NEXT" BUTTON (OR MAILING A PRINTED COPY), YOU REPRESENT AND WARRANT THAT YOU ARE 18 YEARS OF AGE OR OLDER; THAT YOU HAVE AND AGREE TO PROVIDE TRUE, COMPLETE, CURRENT AND ACCURATE INFORMATION AS PROMPTED BY THE APPLICATION FORM; THAT, TO THE BEST OF YOUR KNOWLEDGE, THE YOU ARE IN COMPLIANCE WITH ALL APPLICABLE LAWS AND REGULATIONS; AND THAT YOU AGREE TO BE BOUND BY THIS AGREEMENT.

III. Description of the Service

In consideration of your payment and participation in the SurfersD.com Directory service, in accordance with this Agreement, SurfersD.com agrees that a member of SurfersD.com computer service provider staff will review your application for inclusion in the Directory, and respond to you within the time period advertised starting from the date that SurfersD.com received on its email servers or via regular mail or private carrier your completed application for membership (excluding weekends and holidays observed by SurfersD.com or it's Computer Service Provider and any delays due to problems with or processing of your application). SurfersD.com will advise Applicant by email whether the Applicant's has been accepted or declined. SurfersD.com does not guarantee that your application willl be accepted. SurfersD.com reserves the right in its sole discretion to determine the members selected for inclusion in the Directory and to remove a member at any time. The reach of SurfersD.com may vary from time to time depending on many factors including, but not limited to SurfersD.com business relationship with its members.

IV. Service Fee

The applicant must remit the relevant fee for each Application submitted as well as appropriate fee(s) for additional ala carte or upgraded services. Applicant shall submit a valid credit card number as part of the registration form, or personal or business check with printed application submitted via regualr mail, or private carrier. If paying via credit card you agree that your credit card will be charged the applicable fee(s) for the Service as soon as you click on the Pay button on the registration form. All fees are payable in US dollars.

V. Affiliate Inclusion Criteria

In addition to any other criteria, which Surfers-Directory in its sole discretion may consider before accepting or declining a Affiliate, each Affiliate application submitted for inclusion in the Directory must meet the following MINIMUM criteria:

1. You are solely responsible for ensuring that the content and activities on your site are in compliance with all applicable laws and regulations. To the extent that services are offered or promoted on your free listing or paid upgrades, you certify that you are a licensed provider or other entity authorized to deal in such products in the jurisdictions in which they are sold.

VI Miscellaneous

Integration. This Agreement sets forth the entire agreement of the parties with respect to the Service and supersedes all previous communications, representations, understandings and agreements, either oral or written, between the parties with respect to the Service.

Force Majeure. Neither party will incur any liability to the other party on account of any loss or damage resulting from any delay or failure to perform all or any part of this Agreement if such delay or failure is caused, in whole or in part, by events, occurrences or causes beyond its reasonable control.

Data Usage. Applicant acknowledges and agrees that SurfersD.com may use the information about Applicant on its servers and any registration information submitted by Applicant for research and product development, marketing, or other promotional purposes. Applicant hereby agrees that Surfers-Directory has the right (but not the obligation) to disclose any such information if SurfersD.com believes such disclosure is needed to comply with the law or legal process or to protect the rights and interests of SurfersD.com or others, including to enforce this Agreement.

Notices. Any notice required or permitted under the terms of this Agreement or required by law shall be by electronic mail or in writing and shall be deemed delivered upon receipt to the party to whom such communication is directed, at the addresses specified below. If to SurfersD.com, the email notice shall be addressed to paul@surfersd.com, and the written notice to SurfersD.com,C/O HCS Hawaii, 543 Pikanele St, Lahaina, Hi 96761, USA. If to Applicant, the notices shall be addressed to the electronic or mailing address specified in Applicant's Service registration form.

Indemnity. Applicant agrees to indemnify, defend and hold harmless SurfersD.com, and its partners, subsidiaries, affiliates, officers, directors, shareholders, employees and agents, from any claim or demand, including reasonable attorney's fees, arising from any third-party claim, demand, action or proceeding, if resulting from or arising out of any alleged violation of this Agreement or any alleged violation of any rights of others or resulting from or arising out of the Service or Applicant's use thereof or listing therein or the acceptance or rejection of the site submitted by Applicant. SurfersD.com has the right (but not the obligation), at its own expense, to assume the exclusive defense and control of any matter subject to indemnification by Applicant, which shall not otherwise excuse Applicant's indemnity obligations.

Disclaimer and Limitation on Liability. THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. SURFERS-DIRECTORY MAKES NO WARRANTY EXPRESS OR IMPLIED THAT THE SERVICE WILL BE UNINTERRUPTED, UNDISRUPTED OR ERROR FREE.

NEITHER SURFERS-DIRECTORY, ITS PARTNERS, SUBSIDIARIES, AFFILIATES, OFFICERS, DIRECTORS, SHAREHOLDERS, MEMBERS, EMPLOYEES OR AGENTS SHALL BE LIABLE, UNDER ANY CIRCUMSTANCES OR LEGAL THEORIES WHATSOEVER, FOR ANY LOSS OF BUSINESS, PROFITS OR GOODWILL, LOSS OF USE OR DATA, INTERRUPTION OF BUSINESS, OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND THAT IN ANY WAY RESULT FROM ANY ASPECT OF THE SERVICE, INCLUDING WITHOUT LIMITATION, APPLICANT'S USE OF OR INABILITY TO USE THE SERVICE OR ACCEPTANCE, REJECTION OR REMOVAL OF APPLICANT'S AS AN AFFILIATE, EVEN IF SURFERS-DIRECTORY IS AWARE OF THE RISK OF SUCH DAMAGES.IN NO EVENT SHALL SURFERS-DIRECTORY'S LIABILITY TO APPLICANT EXCEED THE AMOUNT ACTUALLY PAID BY APPLICANT TO SURFERS-DIRECTORY UNDER THIS AGREEMENT. SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU IF YOUR JURISDICTION DOES NOT ALLOW THE EXCLUSION OF CERTAIN OF THE ABOVE WARRANTIES OR LIABILITIES.

Governing Law. THIS AGREEMENT AND THE PARTIES' RELATIONSHIP WILL BE INTERPRETED AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF HAWAII AND THE UNITED STATES OF AMERICA, WITHOUT REGARD TO CONFLICT OF LAW PRINCIPLES, APPLICABLE TO CONTRACTS ENTERED INTO AND PERFORMED ENTIRELY WITHIN THE STATE OF HAWAII (WITHOUT GIVING EFFECT TO ANY CONFLICT OF LAW PRINCIPLES UNDER HAWAII LAW). THE VENUE FOR ANY ACTION, SUIT OR PROCEEDING ARISING FROM OR BASED UPON THIS AGREEMENT OR ANY ASPECT OF THE SERVICE, INCLUDING, WITHOUT LIMITATION, APPLICANT'S USE OF OR INABILITY TO USE THE SERVICE OR ACCEPTANCE, REJECTION OR REMOVAL OF APPLICANT'S APPLICATION OR MEMBERSHIP, SHALL BE THE APPROPRIATE STATE AND FEDERAL COURTS LOCATED IN THE COUNTY OF MAUI IN THE STATE OF HAWAII. ACCORDINGLY, APPLICANT AND SURFERS-DIRECTORY AGREE THAT ANY ACTION, SUIT OR PROCEEDING ARISING FROM OR BASED UPON THIS AGREEMENT SHALL BE COMMENCED IN AND DETERMINED BY THOSE APPROPRIATE STATES AND FEDERAL COURTS LOCATED IN THE COUNTY OF MAUI IN THE STATE OF HAWAII. IN CONNECTION WITH THE FOREGOING, APPLICANT AND SURFERS-DIRECTORY EACH AGREE TO SUBMIT TO AND BE BOUND BY THE JURISDICTION OF THE APPROPRIATE STATE AND FEDERAL COURTS LOCATED IN THE COUNTY OF MAUI IN THE STATE OF HAWAII.

Severability. If any term, condition or provision in this Agreement is found to be invalid, unlawful or unenforceable to any extent, such invalid term, condition or provision will be severed from the remaining terms, conditions and provisions, which will continue to be valid and enforceable to the fullest extent permitted by law. Applicant agrees that no action related to this Agreement or the Service or Applicant's listing in the Directory may be brought more than one year after delivery of the Service giving rise to such cause of action.

Section Titles The section titles in the Agreement are for convenience only and shall have no effect on the interpretation of any part or provision regardless of the title heading under which the part of provision is allocated.