MYREDFISH.COM SERVICE AGREEMENT

Welcome to Red Fish Media. My Red Fish.com is brought to you by Red Fish Media LLC (the "Company," "we" or "us") and is provided to you ("Member") under these terms and conditions (the "Agreement"). This Agreement is inclusive of any operating rules, policies, price schedules, or other supplemental terms and conditions or documents expressly incorporated herein by reference and/or published from time to time. You can review the most current version of the Agreement at any time by visiting our website located at: http://www.myredfish.com (the "Website"). By using and/or accessing the Website and/or downloading mobile content (the ?Service?) you: (1) agree to be bound by the terms and conditions of this Agreement; and (2) represent that you are of legal age to enter into this Agreement or are at least 13 years of age and have your parent's affirmative consent to sign-up for and use the Website, downloaded content, and/or Service. Please review the following Agreement carefully. If you do not agree to this Agreement in its entirety, you may not access or otherwise use this Website and/or Service in any manner or form, whatsoever.

1. Rates and Terms.

At MyRedFish.com, you order products on a pay-as-you-go basis. The dollar cost associated with each product type are listed here.

2. Acceptance of Agreement. This Agreement constitutes the entire agreement between you and Red Fish Media and supersedes all prior or contemporaneous agreements, representations, warranties and/or understandings with respect to the Website and/or Service. Red Fish Media may, from time to time and in its sole discretion, modify this Agreement. In such a case, Red Fish Media will post a copy of the most recent version of the Agreement on the Website. If you do not fully agree to any amended Agreement, your only remedy is to stop using the Website, Services and/or cancel your Red Fish Media account ("Account"). The latest version of the Agreement will be posted on the Website, and you should review it prior to using the Website and/or Service. By your continued use of the Website and/or Service, you hereby agree to all of the terms and conditions contained within the Agreement. If you utilize the Service in a manner inconsistent with this Agreement, we, at our sole discretion, may immediately terminate your access to the Service, block your future access to the Service and/or seek additional relief available. You acknowledge and agree that the Service is for your personal use on your mobile device which was designated during the download. You agree that you may not transmit, broadcast, upload to any computer or mobile device, create derivative works of, or make commercial use of the Service and/or Website, including, but not limited to, any Download(s). You may not, or attempt to (or otherwise authorize, encourage or support others attempts to circumvent, re-engineer, decrypt, break or otherwise alter or interfere with the Service and/or Website, including, but not limited to, any Download(s).

3. Description of Service. Company provides downloadable mobile entertainment content, such as but not limited to ringtones, games, graphics, news and other information data via the internet, SMS, MMS, WAP, BREW and other means of mobile content delivery to certain compatible mobile devices.

4. Access to the Service. In order to use the Service, you must have a mobile communications subscription with a participating carrier or otherwise have access to a mobile communications network for which Company makes the Service available, and pay any service fees associated with any such access. In addition, you must provide all equipment and software necessary to connect to the Service, including, but not limited to, a mobile handset or other mobile access device that is in working order and meets the specifications for use in connection with the Service. You are responsible for ensuring that your equipment and/or software: (1) are capable of using the services; and (2) do not disturb or interfere with Company's operations. Any equipment or software causing interference shall be immediately disconnected from the Service and Company shall have the right to immediately terminate this Agreement with that user. If any upgrade in or to the Service requires changes in your equipment or software, you must effect these changes at your own expense. Unless explicitly stated otherwise, any new or additional features that augment or enhance the current Service, including the release of new products and services, shall be subject to the terms and conditions of this Agreement.

5. Registration/Account. To obtain an Account and become a Member, you must first submit your registration to Red Fish Media for approval. We reserve the right, in our sole discretion, to deny an Account to anyone and for any reason. In addition, we may discontinue providing Service to any Member for any reason. The registration data that is supplied to us includes, without limitation, your Email address and cellular telephone number (collectively, "Registration Data"). If any Registration Data you provide is not true, accurate, current and complete your Account will be denied. You further agree to update your Registration Data as necessary to maintain to keep it current if there are any changes. Please be advised that you are solely responsible for all activities that occur regarding your Account. Furthermore, any unauthorized use of the Service or the Account violates this Agreement. Although Red Fish Media is not obligated to honor any unauthorized usage of the Account or Login, you agree to immediately promptly notify Red Fish Media of any unauthorized use of your Login and/or Account. Your Account is only valid as long as your Account remains in good standing. You are responsible to Red Fish Media and / or its affiliates for any and all charges and liabilities resulting from the use of your Account, even after your Account is terminated, cancelled or discontinued.

6. Account without Registration. Company may provide you with access to some Services without you registering as a user, such as sign-up via SMS. In each such case your identification is based on means of identification that we deem appropriate, such as your cellular telephone number.

7. Purchasing. All purchases on Website can be made outright for the individual price listed above (depending on the product)

Members may purchase products via the Website on a pay-as-you-go basis or enroll into one of the Company's subscription plans.

8. Subscription Plans. The monthly fees for the subscription plan to the Service you select are available on the Website. You agree to pay your mobile device operator the monthly fee for the Service you select in accordance with the fees in effect at the time of your order. Unless otherwise indicated or instructed by the Member, the charges shall be invoiced on your mobile operator's bill. All fees are subject to change upon notice from Company. Company will provide you with reasonable notice of such change. If you do not accept the new fees (which will be applicable on a prospective basis only), you will have 30 days from the date of receiving such notice to cancel your subscription plan and/or your account effective at the end of the calendar month. All fees are due immediately and are non-refundable, except as otherwise expressly noted.

To cancel your subscription plan, send a text message with the text ?STOP + Service Name? to the number designated on our Website or send an e-mail to support@myredfish.com. The termination shall become effective at the end of the billing period in which you gave your notice of termination.

9. License to Download(s) . You acknowledge and agree that the Download(s) made available as part of the Service are owned exclusively by Company, its affiliate and/or licensors, as applicable, and are protected by intellectual property laws. Company hereby grants, and you hereby accept, a limited, non-exclusive, non-commercial, non-transferable, revocable license to download and use the Download(s) and the Service on a designated compatible mobile device solely for your own personal use. You further acknowledge and agree that you may not reproduce, modify, perform, transfer, distribute, sell, create derivative works of or otherwise use or make available the Download(s) except as expressly provided in this Agreement.

10. Termination/Cancellation. You agree that Red Fish Media, in its sole discretion, may terminate your Account (or any part thereof), deny Services and access to Website at any time, including, without limitation for the following reasons: (a) if Red Fish Media believes that you have or are in breach of the Agreement; (b) if you provide incomplete, inaccurate, fraudulent or untrue Registration Data; or (c) if Red Fish Media decides to discontinue offering the Service (Service may be discontinued by geographic region). You may cancel your Account at any time. Upon cancellation, you shall have no further right to use the Service or your Account. If you Account is terminated or cancelled you will still be responsible for all costs and fees owed on your Account.  Upon cancellation or termination, all fees that have been paid directly or indirectly to Red Fish Media are not refundable.  You understand and agree that canceling your Account is your sole right and remedy with respect to any dispute with Red Fish Media.

11. License Grant. As a visitor to the Website and/or Member of the Service, you are granted a non-exclusive, non-transferable, non-commercial revocable and limited license to access and use the Website (and its associated content) and/or the Service, respectively, in accordance with this Agreement. Red Fish Media may terminate this license at any time for any reason, whatsoever. You may only use the Website and/or Service for your own personal, non-commercial use. No part of the Website and/or Service may be reproduced in any form or incorporated into any information retrieval system, electronic or mechanical. You may not use, copy, emulate, clone, rent, lease, sell, modify, decompile, disassemble, reverse engineer or transfer the Website and/or Service, Website content or any portion thereof. Red Fish Media reserves any rights not explicitly granted in this Agreement. You may not use any device, software or routine to interfere or attempt to interfere with the proper working of the Website and/or Service. You may not take any action that imposes an unreasonable or unproportionately large load on the Red Fish Media infrastructure. As a Website visitor, your license is provided solely for access to the Website in order to obtain information about the Service and to register for an Account. Website visitors are not authorized to access any content and/or data available to Members.

12. Privacy Policy. Use of the Website and/or Service is subject to our Privacy Policy, which is hereby incorporated into, and made part of, this Agreement. By using this Website, you signify your assent to our Privacy Policy. We reserve the right to use and assign all information regarding the Website and/or Service use and any and all other personal information provided by you in any manner consistent with our Privacy Policy. To view our Privacy Policy please click here .

13. Privacy . You acknowledge that Company may collect and process "personal information"(i.e. information that could be used to contact you, such as full name, postal address, phone number or e-mail address), "financial information" (i.e. credit card numbers, bank account information or passwords) or "demographic and usage information" (i.e. information that you submit, or that we collect, that is neither personal information nor financial information but necessary for the proper functioning and billing of our service, such as the date regarding the start and end and the extent of your usage of the service), in connection with the Service. We may pass on your personal information, financial information and or demographic and usage information to your mobile phone service provider to secure collection of fees and such information collected by Company.

14. Proprietary Rights. The content, organization, graphics, design, compilation, magnetic translation, digital conversion, software and other matters related to the Website and/or Service is protected under applicable state, federal and international laws and regulations. You are prohibited for copying, redistribution and/or publication of any part of the Website and/or Service. You do not acquire ownership rights to any content, document, software, services and/or other materials downloaded, previewed and/or viewed at or through the Website and/or Service. The posting of information and/or material at the Website and/or Service by Red Fish Media does not constitute a waiver of any right in such information and/or materials.

15. Indemnification. You agree to indemnify and hold Red Fish Media, its parents, subsidiaries and affiliates, and each of their respective members, officers, directors, employees, agents, co-branders and/or other partners, harmless from any and all claims, expenses (including reasonable attorneys' fees, costs and settlement costs), damages, suits, costs, demands and/or judgments whatsoever, made by any third party due to or arising out of: (a) your use of the Website and/or Service; (b) your breach of this Agreement; and/or (c) your violation of any rights of another Member, individual and/or entity.

16. Disclaimer of Warranties. THE WEBSITE AND/OR SERVICE IS PROVIDED TO YOU ON AN "AS IS" AND "AS AVAILABLE" BASIS AND ALL WARRANTIES, EXPRESS AND IMPLIED, ARE DISCLAIMED TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW (INCLUDING, BUT NOT LIMITED TO, THE DISCLAIMER OF ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT OF INTELLECTUAL PROPERTY AND/OR FITNESS FOR A PARTICULAR PURPOSE). IN PARTICULAR, BUT NOT AS A LIMITATION THEREOF, RED FISH MEDIA MAKES NO WARRANTY THAT: (A) THE WEBSITE AND/OR SERVICE WILL MEET YOUR REQUIREMENTS: (B) THE WEBSITE AND/OR SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; AND (C) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE WEBSITE AND/OR SERVICE WILL BE ACCURATE OR RELIABLE. THE WEBSITE AND/OR SERVICE MAY CONTAIN BUGS, ERRORS, PROBLEMS OR OTHER LIMITATIONS.

17. Third Party Products and Services. We may make available or provide access to products and services of independent third parties either directly or via links to websites operated by such third parties. Such products or services shall be purchased and/or obtained directly from such third party. You acknowledge and agree that COMPANY SHALL NOT BE A PARTY TO, OR IN ANY WAY RESPONSIBLE FOR, ANY TRANSACTION CONCERNING PRODUCTS OR SERVICES MADE AVAILABLE FROM SUCH THIRD PARTIES OR FOR ANY CONTENT OR INFORMATION PRESENTED IN CONNECTION WITH ANY PRODUCTS OR SERVICES OF THRID PARTIES.

18. Limitation of Liability. YOU EXPRESSLY UNDERSTAND AND AGREE THAT RED FISH MEDIA SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL AND/OR EXEMPLARY DAMAGES INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF RED FISH MEDIA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), TO THE FULLEST EXTENT PERMISSIBLE BY LAW. YOUR SOLE REMEDY UNDER THIS AGREEMENT IS THE CANCELLATION OF YOUR ACCOUNT. IF APPLICABLE LAW DOES NOT PERMIT SUCH LIMITATION, THE MAXIMUM LIABILITY OF RED FISH MEDIA TO YOU UNDER ANY AND ALL CIRCUMSTANCES WILL BE EQUAL TO THE AMOUNTS YOU PAID, IF ANY, FOR THE SERVICE IN THE SINGLE MONTH PRIOR TO THE DATE THAT THE CAUSE OF ACTION ACCRUED. YOU HEREBY RELEASE RED FISH MEDIA FROM ANY AND ALL OBLIGATIONS, LIABILITIES AND CLAIMS IN EXCESS OF THE LIMITATIONS SET FORTH IN THIS SECTION. THE NEGATION OF DAMAGES SET FORTH ABOVE IS A FUNDAMENTAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN YOU AND THE COMPANY. THIS WEBSITE AND/OR SERVICE WOULD NOT BE PROVIDED TO YOU WITHOUT SUCH LIMITATIONS.

19. Injunctive Relief. You agree that any unauthorized use of the Website and/or Service would result in irreparable injury to Red Fish Media for which money damages would be inadequate. In such event, Red Fish Media shall have the right, in addition to other remedies available to it pursuant to this Agreement, to immediate injunctive relief against you and/or any unauthorized user. Nothing contained in this Agreement shall limit the remedies available to Red Fish Media.

20. Third Party Websites. The Website may provide, and/or third parties may provide, links to other websites and/or resources. Because Red Fish Media has no control over such third party websites and/or resources, you hereby acknowledge and agree that Red Fish Media is not responsible for the availability of such third party websites and/or resources. Furthermore, Red Fish Media does not endorse, and is not responsible or liable for, any terms and conditions, privacy policies, content, advertising, products and/or other materials at or available from such third party websites or resources, or for any damages and/or losses arising there from.

21. Legal Warning. Any attempt; whether or not an Red Fish Media member, to damage, destroy, tamper with, vandalize and/or otherwise interfere with the operation of this Website and/or Service, is a violation of criminal and civil law and Red Fish Media will diligently pursue any and all remedies in this regard against any offending individual or entity to the fullest extent permissible by law and in equity.

22. Miscellaneous. This Agreement and any disputes hereunder shall be governed in all respects by and construed in accordance with the laws of the Commonwealth of Florida , United States of America , excluding its conflict of laws rules. You and we each agree to submit to exclusive subject matter jurisdiction, personal jurisdiction and venue of the United States District Court for the District of Florida, Miami Dade Division for any disputes between us under or arising out of this Agreement. If there is no jurisdiction in the United States District Court for the District of Florida, Miami Dade Division, for any disputes between us under or arising out of this Agreement you and we agree that jurisdiction shall be in the courts of Dade County , Miami , Florida . The parties hereby waive any right to jury trial with respect to any action brought in connection with this Agreement. The application of the United Nations Convention of Contracts for the International Sale of Goods is expressly excluded.

23. Notices And Announcements. Except as expressly provided otherwise herein, all notices to Company shall be in writing and delivered via overnight courier or certified mail, return receipt requested to:

RED FISH MEDIA, LLC
605 Lincoln rd, Suite 220
Miami Beach, FL 33139
Attn: Red Fish Billing

Company shall serve notices related to this contract by posting them on the Website or by sending them to the postal address or e-mail address you have given to Company or as a text message to your mobile telephone number associated with your account. Notices sent by mail shall be deemed received seven days after they were sent. Notices posted on the Website or sent by e-mail or as a text message shall be deemed received on the weekday following the day when they were posted or sent

24. Severability. You agree that the terms of this Agreement are severable. If any term or provision is declared invalid or unenforceable, in whole or in part, that term or provision will not affect the remainder of this Agreement; this Agreement will be deemed amended to the extent necessary to make this Agreement enforceable, valid and, to the maximum extent possible consistent with applicable law, consistent with the original intentions of the parties; and the remaining terms and provisions will remain in full force and effect.

25. Waiver. No waiver of any provision of this Agreement shall be effective unless it is in writing and signed by an authorized representative of Company. The remedies of Company under this Agreement shall be cumulative and not alternative, and the election of one remedy for a breach shall not preclude pursuit of other remedies. The failure of a party, at any time or from time to time, to require performance of any obligations of the other party hereunder shall not affect its right to enforce any provision of this Agreement at a subsequent time, and the waiver of any rights arising out of any breach shall not be construed as a waiver of any rights arising out of any prior or subsequent breach.

26. Customer Service. If you have any questions regarding this Agreement, your Account, this Website, or Service, or want to cancel your Account, please contact our customer service department via Email at support@myredfish.com .

The effective date of this Agreement is May 10, 2005.