Subject: SYSTEM: Subscriber Agreement Form.

 
                                            ART MATRIX - LIGHTLINK
                                            PO 880 Ithaca, NY 14851-0880
                                            (607) 277-0959      Voice
                                            (607) 277-8913      Fax
                                            (607) 277-5026      Modems
                                            homer@lightlink.com E-mail
                                            jes@lightlink.com   E-mail
 
                                            08/31/95 4:10pm
 

     SUBSCRIBER AGREEMENT

     This agreement is between:
     
     Art Matrix, a New York Partnership, having offices at 25 Fairview
Square, Ithaca, New York 14850 (hereinafterSupplier);
 
     and
 
     1.) any applicant for use of an account on our system.
 
     2.) if applicant is under 18 years of age, the applicant's
Parent or Legal Guardian (hereinafter Subscriber).
 
     I.  DUTIES OF THE SUPPLIER
 
     The Supplier agrees, at his sole discretion and according to his
best business judgement and financial wherewithall, to provide basic
Internet Connectivity to the Subscriber in return for timely payment of
rates and service fees as set out in the online information directories
of Art Matrix - Lightlink

     Basic Internet Connectivity includes, as and when available,

     1.) Dialup Modems or Wireless Radios.
     2.) Terminal Servers
     3.) Routers
     4.) News, Mail, Web and other servers for Internet access
     5.) Shell, Slip, PPP and other accounts in varying kinds
     5.) T1 connection to the internet.
     6.) Technical Support
     7.) Tape backup of user directories and other critical directories
at least once a day.

     II.  DUTIES OF THE SUBSCRIBER
 
     In return for services rendered by the Supplier, the Subscriber
agrees to pay his due amounts in a timely fashion as set out in the
online information directories and to use the system in an ethical and
responsible manner.

     It is also the duty of the Subscriber to keep himself informed of
present policies and policy changes through periodic perusal of the
various online information directories accessible through a web
browser.

     III.  MODIFICATIONS TO THIS AGREEMENT

     The Supplier may modify this agreement, the Operating Rules or
the Rate Schedule, and may discontinue or revise any or all other
aspects of the Service at his sole discretion and without prior
notice.  Notice for such changes will be posted in the online
newsgroup light.announce and uptodate copies of policy letters will
always be available in the online information directories.

     IV.  AGREEMENT NOT TRANSFERRABLE

     The right of the Subscriber to use the service is not transferable
to another except as laid out below in USE OF ACCOUNTS BY OTHERS.
 
     At all times the Primary Subscriber who has signed this agreement
is fully responsible, accountable and answerable for anyone who uses his
account, whether with or without his knowledge.

     V.  USE OF ACCOUNTS BY THOSE OTHER THAN THE SUBSCRIBER.

     Some types of accounts may be used by other people than the Primary
Subcriber.  See 'Rates' in the online web directories for more
information.
 
     Other accounts are for the sole use of the Primary Subscriber.
 
     VI.  HOLD HARMLESS

     The Subscriber agrees that the sole recourse that he or his agents,
heirs or assigns has against Art Matrix for any reason whatsoever, no
matter how egregious, is to request termination of the account, and recovery
of present month's subscription charges.  Install fees are recoverable
for 3 month's after service start date.

     The Subscriber agrees to indemnify Supplier against liability for
any and all use of Subscriber's account.
     
     Subscriber expressly agrees that use of the service is at
Subscriber's sole risk.  Specifically:
     
     a.  Neither the Supplier nor any of its information providers,
licensors, employees, or agents warrant that the Service will be
uninterrupted or error free.
     
     b.  Neither the Supplier nor any of its information providers,
licensors, employees or agents makes any warranty as to the results to
be obtained from use of the Service.
     
     c.  The Service is provided on an "as is" basis without warranties
of any kind, either express or implied, including but not limited to
warranties of title or implied warranties of merchantability or fitness
for a particular purpose.
     
     d.  Without limiting the generality of the foregoing, the Supplier
shall not be liable for any loss, injury, claim, liability or damage of
any kind resulting in any way from:
     
     i.  any errors in or omissions from the Service or any materials
included therein,
          
     ii.  the unavailability or interruption of the Services or any
features thereof or any materials included therein,
          
     iii.  Subscriber's use of the Service (regardless of whether
Subscriber received any assistance from Supplier),
          
     iv.  Subscriber's use of any equipment in connection with the
Service,
          
     v.  the content of materials included in the Service, or retrieved
or sent from any other party through use of the Service,
          
     vi.  any lost profits or other consequential, exemplary,
incidental, indirect or special damages relating in whole or in part to
subscriber's rights hereunder or use of, or inability to use the Service
or anything retrieved from or through the Service, even if Supplier has
been advised of the possibility of such damages.
          
     e.  In addition, third parties provide information, software,
communications links and other content which may be accessed over the
Service.  Such material is referred to herein, collectively, as "Third
Party Content".
 
     Subscriber expressly acknowledges that the provisions of this
section (VI) shall also apply to the third party content.
     
     VII.  COPYRIGHT
 
     Supplier makes no representations as to the copyright status of any
material accessed through the Service.  Except as expressly permitted by
the copyright owner, Subscriber may not reproduce, redistribute,
retransmit, publish or otherwise transfer, or commercially exploit, any
information, software or other content which is received through the
Service in violation of copyright laws.

     VIII.  NOTICE TO PARENTS:
 
     It is your responsibility to monitor your children and what they do
with the Service.

     The Internet contains files, pictures, stories, graphics, programs,
information and other material which some may not consider appropriate
for children.
 
     It is possible that your child may use your account on the Service
to access, view, and send or receive files and data of which you would
not approve.  He or she may use the Internet to order goods or services
which you would not want him or her to have.

     Your child may open and indulge in coversations with people that
you may not wish your child to communicate with.

     There are no controls on the Internet as to who can communicate
with whom, and what they might say to each other.
 
     The Supplier cannot and does not intend to monitor the huge
quantity of data which are loaded onto, retrieved from or passed through
the Service daily, nor can it audit anything which may be accessed
directly through its link to the Internet.
 
     By signing this Agreement, you agree that the Supplier has no
responsibility, accountability, liability, or blame whatsoever, for
anything which you, your child, or anyone else may see or upload, or
download using the Service, using your account or any other account on
this or any other system, even if the Supplier has been given prior
notice of the possibility or actuality of such.
 
     If you do not want your child to use the Service, it is your
responsibility to be sure your child does not have access to this
account.

     IX.  TERM AND TERMINATION

     This Agreement shall become effective upon approval and execution
by the Supplier and shall continue in force until terminated by either
party.
 
     Both Supplier and Subscriber may terminate this agreement and
delivery or receipt of service at any time without prior notice and for
any reason whatsoever whether stated or not.
 
     If Subscriber terminates this Agreement, such termination shall be
effective when received by Supplier by e-mail, phone or US mail.
 
     If Supplier terminates this Agreement, such termination shall be
effective upon locking out of the account and the communication of such
to the Subscriber by alternate e-mail, phone or US mail.
 
     Note that an event of locking of an account does not in and of
itself constitute termination of this agreement, and may be done for
various reasons such as security purposes.
 
     X.  GOVERNING LAW:
 
     This Agreement shall be governed by and construed under the laws of
the State of New York.

     XI.  SEVERABILITY AND MERGER
 
     Should any provision of this Agreement be held to be void, invalid,
unenforceable or illegal by a court, the validity and enforceability of
the other provisions shall not be affected thereby.  The terms of this
agreement and any Operating Rules published by the Supplier in the
'Rates and Policies' section of their online service constitute the
entire and only agreement between Supplier and Subscriber and supersede
all other communications and agreements with regard to the subject
matter hereof.

     XII.  NO WAIVER OR MODIFICATION
 
     Failure of any party to enforce any provision of this Agreement
shall not constitute or be construed as a wavier of such provision or of
the right to enforce such provision.  Notwithstanding Supplier's
acknowledgment of a Subscriber purchase order, any provision or
condition in any purchase order, voucher, or other memorandum of the
Subscriber which is in any way inconsistent with, or adds to, the
provisions of this agreement is null and void.  Neither the course of
conduct between parties nor trade practice shall act to modify the
provisions of this Agreement.

     XIII.  SURVIVAL
 
     The provisions of sections VI and VII and this paragraph and all
obligations of and restrictions on Subscriber shall survive any
termination of this Agreement.

     END OF AGREEMENT