Beta Testing Agreement

Posted/Revised March 11, 2008

In exchange for access to the GoGrid service (the “Service”), you promise the following to ServePath, LLC, the Service’s provider (doing business as “GoGrid”):

1.  You represent and warrant that you are not a GoGrid Competitor, and you will not provide any information about the Service to a GoGrid Competitor or in any way assist a GoGrid Competitor in gathering information about the Service.  “GoGrid Competitor” refers to any person or entity: (a) that offers computing power as a commercial service; (b) that is in any way involved in the development or provision of such a service; or (c) that in any other way develops or provides products or services competitive with the Service.

2.  You will not disclose any Confidential Information to a third party, including without limitation a GoGrid Competitor, or use it for any purpose other than to facilitate beta testing.  However, you may disclose Confidential Information to the extent required by law, provided you give GoGrid advanced notice reasonably sufficient to allow it to contest such disclosure.  “Confidential Information” refers to any information regarding the Service unless such information is: (a) provided at the GoGrid Website (http://www.gogrid.com) and made available to Internet users without an account or password; (b) already publicly known other than through your act or omission; or (c) made available by GoGrid to customers of the Service after beta testing and after the official public launch of the Service.

3.  You agree that violation of the provisions of this Beta Agreement might cause GoGrid irreparable injury, for which monetary damages would not provide adequate compensation, and that in addition to any other remedies available, GoGrid will be entitled to injunctive relief against such breach or threatened breach, without the necessity of proving actual damages.

4.  This Beta Agreement is to be construed in accordance with and governed by the internal laws of the State of California without giving effect to any choice of law rule that would cause the application of the laws of any jurisdiction other than the internal laws of the State of California to the rights and duties of the parties.  You consent to the personal and exclusive jurisdiction of the federal and state courts of San Francisco, California, U.S.A.

5.  Except as set forth here, your use of the Service is subject to the Terms of Service, posted at http://www.gogrid.com/legal/terms-service.php.