VIRTUAL OFFICE AGREEMENT


TERMS AND CONDITIONS

1.  Parties:        Spokane Virtual Offices, and/or its assigns, herein, “SVO,” and
_________________,  herein, “Virtual Tenant.”

INTAKE QUESTIONAIRE:

Business Name:_________________

Primary Contact: ________________

e-mail address:_______________        mobile: ____________        home:____________

Address:
________________________________________________________________

QUESTIONS ABOUT YOUR PHONE NUMBER

Are we porting in an existing business for you?  If so, what is the phone number?
______________

If yes, complete and attach the forms authorizing this.

Do you want a 1-800 number? (Note there may be a charge for this) ______

Do you want any numbers with other area codes (Note there may be a charge for this)?

Do you want your number listed with directory assistance? (Note a charge may apply)
_________

Do you want a name to show-up on out going caller ID? (Note a charge may apply) You
are limited to 15 characters ___________________

QUESTIONS ABOUT ANSWERING YOUR PHONE CALLS.

If we are answering your phone for you, how would you like us to answer?

Greeting:
________________________________________________________________

What Phone Number will you use for receiving calls__________________

Do you want a consultation before transferring calls? ______

Special
Instructions_____________________________________________________________


QUESTIONS ABOUT YOUR MAIL

If we are receiving your mail:


  Is SVO authorized to sign for packages, certified or registered mail on your behalf?____


  
Do you want to be notified of mail/packages?

____notify  by e-mail. Specify Address _____________

  How do you typically want it forwarded?

  ____Hold for pick-up

____Fax to the following fax #________________
  
____Scan / e-mail to the following e-mail address: ____________________________

_____Forward through a carrier (Note postage
and handling charges will apply).  

Name of Carrier___________; Account Number to Bill___________________________

Address to which you want mail forwarded: ______________________________
          To whose attention? __________________

QUESTIONS ABOUT YOUR BUSINESS

Do you need help forming a corporation, LLC, LLP or similar business entity in the state
of Washington? _______________

Do you need us to serve as a registered agent?  ________

Would you like us to deposit checks for you? (Note: you must have a Costal Community
Bank Account) __

Are there other services we can do for you on a daily, weekly or monthly basis?
______________________________________________________________________
__________________________________________________________

2.  Length of Contract:  30 days, automatically renewed unless there is 20 days written
notice by either party of cancellation.  Using SVO’s office, phone lines, address, or
services for any illegal or fraudulent activity will result in the immediate termination of this
agreement.  Non-payment for 90 days will result in the immediate termination of this
agreement.

3.  Package and Price:   Virtual Tenant wishes to purchase the following package from
SVO on a month-to-month basis:  

Business Address and Mail Package
Phone Package
Reception Package
Office Suite Package
Business in a Box Package
Other (please specify)

and agrees to pay the sum of $_________ per month for this package.


4.  Re-Occurring Monthly Ala Carte Services:  In addition to the base price, Virtual
Tenant desires the following additional monthly services at the following prices:

______________________________

______________________________

______________________________


5.  Ala Carte: In addition, Virtual Tenant acknowledges that the above package may have
limitations on the amount of certain services included in the base price.  Virtual Tenant
agrees to pay for any additional services used or purchased during the month.  These
additional services will be billed according to the most current Ala Carte pricing menu.

6.  Set-Up Fee:  Virtual Tenant Agrees to pay the sum of $ _________ as a one-time set-
up fee calculated as follows:

SVO set-up fee: __________
Porting Fee:  ____________
Directory Listing Fee: _____
Special Caller ID Fee: ____         

For Set-up Fees greater than $30.00, SVO will allow Tenant to pay this fee over six
months.  If this contract terminates prior to the full payment of the set-up fee, the balance
is then immediately due.

7.  Refundable Key Deposit:  If Tenant is to have a key or access card to enter the
building or a mailbox key, there is a refundable deposit equal to one month of the
Tenant's base package price.  The deposit will be refunded in full within 30 days after the
termination of this agreement so long as the Tenant has returned all keys and Tenant's
account is paid in-full.  SVO will allow Tenant to pay this deposit over a six month period.  
If this contract terminates prior to the full payment of the set-up fee and all keys and
access cards Tenant does not immediately return all keys and access cards, the balance
of this deposit is then immediately due.

8. Payment  Terms:  Charges begin the first full day of service and will be pro rated for
the first calendar month of service.  

Thereafter, payment is due the first day of the month that is not a Saturday, Sunday or
legal holiday.  Payment may be made by cash, check, made payable to Spokane Virtual
Offices, or credit card.  There may be a 30 day or more lag time before Ala Carte
services that you used appear on your invoice.

Invoices will be sent electronically to the following e-mail address:____________

Credit Card Payment:  By my signature below, I have authorized SVO to bill the following
credit card on the first of each month for the total due on my account:

Name exactly as it appears on the credit card:_____________________
Credit Card Type:         Visa / MC / Discover                Credit / Debit  
Card No.:________________________          Expires:________   
Security Code:____
BillingAddress:________________________City:___________State:____
          
Note that credit card information will not be disclosed to any third parties.   

A late charge of $15.00 will be applied after the 15th of the month for late payments and
balances over thirty days late will accrue an interest penalty of twelve percent interest
per annum.  A $15.00 charge will be added for returned checks.

Service Start Date: ________.  

Total Due first month:

      Pro Rata Package Cost:                                   $____________
      Pro Rata, Re-Occurring Ala Carte Charges:     $____________
      Set-up Fee (or 1/6th of fee):                             $____________
      Key Deposit (or 1/6th of deposit):                     $____________

TOTAL TO START SERVICE ON ABOVE SERVICE DATE:  $______________

AMOUNT OF NEXT FIVE PAYMENTS (Excluding any additional ala carte
charges):                                                                               $______________

AMOUNT OF PAYMENTS THEREAFTER (Excluding any additional ala carte charges):
                                                                                             $______________

9.  General Terms

10.        Virtual Tenant is responsible for any damaged, lost or stolen property caused by
Virtual Tenant or one of Virtual Tenant’s guests.

11.        Virtual Tenant agrees not to solicit other SVO virtual tenants in the pursuit of the
same or similar business enterprises as those of SVO.


12.        Virtual Tenant agrees not to solicit, hire or contract with any SVO employees.  
Virtual Tenant may solicit, hire or contract with former SVO employees so long as the
former employee has not worked for SVO for a period of one-year prior to the
solicitation, hiring or contracting.  


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3.        Business Address
If your package includes using our address as your address, Spokane Virtual Offices
(“SVO”) will allow you to use its address, 1312 North Monroe Street, Spokane, WA,
99201, as your business address.  A separate suite number will also be assigned.  

You may not use this address to commit fraud, to deceive creditors or for any other
illegal, patently immoral or patently offensive endeavors, acts or practices.  

Examples of ways that you may use this address include, but are not necessarily limited
to, listing this address in marketing materials, on business cards and otherwise holding
this address out as your principal place of business.  

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4.        Mail Service

If your package includes mail service, you may have mail delivered to this address in the
name of your business.
     a.        Notification:  SVO will notify you by phone or e-mail, as you instruct, of the
arrival of new mail.  If you desire, SVO will open and read your mail or any particular mail
to you.  
     b.        Mail Retention:  If you desire SVO will hold your mail in a locking mailbox, if
possible.
     c.        Mail Forwarding:  
             i.        Forwarding By Mail:  SVO will forward your mail via the courier of your
choice once a week so long as you pay for postage or provide SVO with an account
number for a courier and pay for all other shipping costs such as the cost of boxes,
envelopes, etc.  For more frequent mail forwarding, please refer to the Ala Carte pricing
menu; or
             ii.        Forwarding by e-mail/fax: SVO will forward your mail by e-mail or fax once
a week – up to 50 pages.
     d.          Mail Forwarding at Termination of Agreement:
             i.        At the termination of this agreement, Virtual Tenant shall immediately stop
using SVO’s address as its own.  Virtual Tenant shall notify applicable third-parties,
including government entities, not to send mail to SVO offices.  Virtual Tenant will also
immediately file the appropriate paperwork with the United States Postal Service to
change addresses.  
             ii.        SVO will retain mail for sixty-days following termination.  After that, SVO
will
destroy the unclaimed mail, return the mail to the sender with the notation that Virtual
Tenant is “no longer at this address
.  If Tenant has an account balance, SVO reserves
the right to retain mail belonging to Tenant.


12.  Phone System:  

If your package includes a phone system, SVO will provide you ShoreTel Personal Call
Manager Software.  This is a phone system that operates through your windows based
PC or certain mobile phones.  It is impracticable to describe all of the features you will
have with your phone system.  

As a brief summary, you will have a phone number with incoming facsimile capabilities,
multi-phone line call handling capacity, voice mail, call forwarding, call stacking,
conferencing, transferring, auto attendant and numerous other features.

Long distance charges apply for outgoing calls.  SVO will invoice Virtual Tenant for long
distance calls according to the Ala Carte price menu.  Rates vary for international calls.  

13.   Reception Package:  If your package includes the Reception Package, SVO will
answer calls to your business in your business name.  SVO will consult and transfer
Virtual Tenant’s incoming phone calls between the hours of 8 am to 5 pm Pacific
Standard time, Monday through Friday, except on National Holidays.  Virtual Tenant may
receive 150 incoming calls during regular business hours per month.  For charges for
additional calls, please see the Ala Carte price list.

Termination of Reception Plan:  Tenant may port their assigned number to another
carrier.  SVO will not claim a proprietary interest in the number.  A Tenant will pay SVO a
porting-out fee as indicated on the Ala Carte Pricing Menu.

14.  Office Suite Package:  

If your package includes the Office Suite Package, you get up to 15 hours of reserved
time per month and unlimited drop-in time to use unreserved space.  Additional time will
be charged according to the Ala Carte price list.

To schedule time over the internet to use the facilities, see the rules in paragraph 14
below, called On-Line Scheduling.  Reservations will be made on a first come, first serve
basis.  The amount of time charged to your account depends on the amount of time
reserved regardless of whether you
cancel your meeting or it ends early.  You may
reserve portions of the facility for non-working hours by special arrangement.  

You and your guests may park in the parking lot, use the bathrooms and the internet.

15.  On-Line Scheduling:    For instruction on how to check for room availability and to
schedule time over the internet, please ask SVO.  Please Adhere to the Following
Scheduling Policies:
     1.         Do not change any appointments set by another tenant.
     2.        Try to use the smallest room available that fits your needs.  
     3.        Please try to accurately schedule the amount of time you will likely need – e.
g., please don’t schedule a room for 4 hours unless you really think it will take that long.
     4.        If an appointment cancels, please note “CANCELED” as quickly as you find
out that it has canceled.  Please do not just remove the appointment from the calendar.  
To help us determine how many virtual tenants we can comfortably accommodate, we
would like to track the percentage of cancellations.
 Canceled appointments and
appointments that end early will be counted against your account as if the meeting took
place as scheduled.

     5.        Our doors open at 8:00 am so if you schedule an appointment before 9:00
am, please let us know in advance so that we can be prepared for you first thing in the
morning.  Likewise, if you are meeting after hours or over the weekend, please let us
know as soon as possible in advance.

16.  Use of our Credit Card Processing:  You may process credit card transactions
between you and your client through SVO.  See the Ala Carte Price Menu for the cost of
doing this.  The following terms apply:

     1.  You must obtain your clients’ written approval for each time SVO charges their
credit card.  You should also obtain the card type, account number, security code,
expiration date, name on card, billing address, billing phone number and amount to be
billed.  SVO has pre-printed forms that you may use.

     2.  You must provide SVO a working credit card of your own and authorize us to
charge it in the event that your client then cancels payment to SVO.

     3.        You must indemnify SVO against any claims asserted against SVO that SVO
was not authorized to charge your client’s card, over charged your client’s card or for
any other claims against SVO arising from such transactions.
   

     4.        SVO may decline to process a credit card for any reason.

     5.        SVO will not reimburse money to you until after the money posts into SVO
account – which can take several working days.


17.  On Site-Storage: For Virtual Tenants who have a Package that allows ongoing use
of the facilities, SVO will make reasonable attempts to find a storage area to keep forms
and other business related items so that you do not have to transport these items to the
office each time you visit.  SVO is not responsible for lost, stolen or damaged items
stored at the office.  Shelving space may be available in certain conference/meeting
rooms on a limited basis for your full-time storage of personal items such as books and
binders.  Items stored
at SVO must be neat, organized, professional appearing and must
first meet SVO’s subjective approval.

18.  Business Card Kiosk:  All Tenants may leave their business cards at the Kiosk in the
lobby.  

19.  Vendor Partners:  SVO encourages, but does not require, its Tenants to offer a
discount to other Tenants on the goods or services it provides.  In exchange for doing
so, SVO will advertise this discount on its web page, provide a link to your web page and
otherwise promote your business to the other virtual tenants.  

20. Porting Numbers:  SVO can port-in your existing phone number and make it
functional with your new phone system.  The fee for this and porting out a number is in
the Ala Carte Price Menu.   
SVO reserves the right to port-out phone numbers if Tenant
has an account balance.


21.  Ala Carte Pricing:  Tenant has read the Ala Carte Pricing Menu and it is
incorporated into this agreement.
 The Ala Carte Pricing Menu may change from time to
time without notice to the Tenant.  The pricing in effect at the time the Tenant incurs an
Ala Carte fee applies, regardless of previous the Ala Carte pricing.  


22.  Faxed / e-mailed copies.  Tenant may approve this agreement by signing or stating
its approval in an e-mail.  Faxed copies are valid.


Signed this ______ day of __________.




________________________________________
(Print name):