<PAGE>

                                                                    EXHIBIT 10.6

INFORMATION FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED PURSUANT TO RULE
406 OF THE SECURITIES ACT OF 1933, AS AMENDED, IS OMITTED AND IS NOTED WITH **.
A COPY OF THIS AGREEMENT, INCLUDING ALL INFORMATION FOR WHICH CONFIDENTIAL
TREATMENT HAS BEEN REQUESTED HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND
EXCHANGE COMMISSION.

         THIS AGREEMENT, made this 7 day of April, 1997, by and between Equifax
Credit Information Services, Inc., a Georgia corporation, with its principal
place of business at 1600 Peachtree Street, NW, Atlanta, Georgia 30309
("Equifax"), Digital Matrix Systems ("Processor") and CreditComm Services, LLC,
a financial information service of Loeb Holding Corporation, New York, with its
principal place of business at 2700 Prosperity Avenue, Suite 100, Prosperity
Business Campus, Fairfax, VA 22031 ("CreditComm").

                                   WITNESSETH:

         WHEREAS, CreditComm and/or Processor ("CreditComm/Processor") has the
computer capability to combine the separate automated credit reporting files
from different credit reporting entities into one credit report which is
provided to the consumer subject of the report information, and is called
CreditComm's CreditCompare ("CreditCompare"); and

         WHEREAS, CreditComm/Processor has the computer capability to perform
credit monitoring services ("Credit Monitoring") by comparing current consumer
credit information to a previous report and providing its subscribers with a
list of certain new information appearing in that consumer's credit file; and

         WHEREAS, Processor will perform certain data processing services as an
agent of CreditComm; and

         WHEREAS, Equifax publishes and distributes individual consumer credit
report information known as "Equifax credit information;" and

         WHEREAS, CreditComm desires, and Equifax agrees, to allow CreditComm to
make Equifax credit information available to consumers under certain
circumstances, as part of CreditComm's CreditCompare and Credit Monitoring
Services.

         NOW, THEREFORE, in consideration of the premises and of these mutual
covenants and agreements, the parties agree as follows:

1.       Provision of Equifax Credit Information.

         1.1      Subject to the terms and conditions of this Agreement, on a
                  non-exclusive basis, Equifax authorizes CreditComm to access
                  and provide Equifax credit information, as available, directly
                  to the individual consumer to whom the Equifax credit
                  information relates ("Consumer Subject"), as part of
                  CreditComm/Processor's CreditCompare and Credit Monitoring
                  services under the following terms and conditions:

                  (A)      Pursuant to:

                           (i)      the written instructions of the Consumer
                                    Subject that were provided to CreditComm by
                                    the Consumer Subject;

         1.2      (A)      CreditComm will use reasonable procedures to properly
                           identify the Consumer Subject of the CreditCompare or
                           Credit Monitoring Report.

                  (B)      CreditComm/Processor will not provide, either
                           directly or indirectly, the CreditCompare. Credit
                           Monitoring report, or the Equifax credit information
                           accessed for a CreditCompare, or a Credit Monitoring
                           report, to any Creditor, but is only authorized to
                           provide the CreditCompare or Credit Monitoring report
                           to the Consumer Subject.

         1.3      Equifax reserves the right in its sole discretion to deny
                  access to Equifax credit information for the Consumer Subjects
                  of certain Creditors, even though otherwise "qualified."
                  CreditComm and Processor release Equifax from any and all
                  claims, demands, actions, costs, damages.

<PAGE>

                  expenses, compensation, penalties, liabilities and obligations
                  of any kind arising out of or relating to such a denial.
                  Further, CreditComm and Processor covenant not to sue or
                  maintain any claim, cause of action, demand, cross-action,
                  counterclaim, third-party action or other form of pleading
                  against Equifax rising out of or relating to such a denial.

         1.4      CreditComm and Processor will establish strict procedures so
                  that CreditComm's employees or agents do not access Equifax
                  credit information except as set forth in Paragraphs 1.1 and
                  1.2 above.


         1.5      (A)      In relaying any and all Equifax credit information to
                           Consumer Subjects, CreditComm shall, in all
                           instances, faithfully, fully and completely transmit
                           the Equifax credit information as part of its
                           CreditCompare and Credit Monitoring services and
                           include the date the information was last checked or
                           revised by Equifax and the full name and mailing
                           address of the Equifax office identified by Equifax
                           as providing the Equifax credit information.

                  (B)      CreditComm and Processor will not maintain, sell,
                           copy, allow to be copied, capture, merge the
                           Information with, nor allow it to become a part of, a
                           list of any kind from any other source, including any
                           information received from Equifax in connection with
                           any other project, or otherwise retain in any manner,
                           in whole or in part, any Equifax credit information
                           provided to CreditComm, Processor, Creditors or
                           Consumer Subjects; except that CreditComm may capture
                           and retain that information and the date and time of
                           inquiries solely for the purposes of (a) audit trail;
                           (b) calculation of the amount of usage of Equifax
                           credit information and provision of specifics
                           relating to that usage to Consumer Subjects; (c)
                           billing, and (d) in connection with its consumer
                           disclosure responsibilities. In no event may the
                           Equifax credit information retained by CreditComm be
                           used for future reporting purposes.

                  (C)      In connection with the CreditComm Monitoring service,
                           Processor may maintain Equifax Information for a
                           maximum of forty (40) days from the date received, if
                           the monitoring service is performed on a monthly
                           basis; if performed on a quarterly basis, Processor
                           may maintain Equifax Information for a maximum of one
                           hundred (100) days from the date received. Processor
                           must either return the data to Equifax or completely
                           purge the data in its entirety from any and all DMS
                           systems, processors, platforms, programs, files, or
                           CPU's. This data purge must be pre-programmed and
                           occur no later than the specified maximum storage
                           date of 40 or 100 days. Processor agrees to notify
                           Equifax in writing how such data will be
                           pre-programmed for destruction (prior to execution of
                           said Agreement).

         1.6      Within ten days of the signing of this Agreement, CreditComm
                  will provide to Equifax in writing CreditComm's policies and
                  procedures for answering questions from consumers about
                  Equifax credit information. CreditComm will be the first point
                  of contact for inquiries from consumers following disclosure
                  of their information. However, Equifax credit information in
                  the CreditCompare and Credit Monitoring services that is
                  disputed to CreditComm by the consumer will be referred to the
                  Equifax office that is the source of that information for
                  reinvestigation.

         1.7      (A)      In connection with CreditCompare, CreditComm/
                           Processors' requests for Equifax credit information
                           for CreditCompare will normally be by way of direct
                           computer system-to-system access through Equifax's
                           Automated Delivery Services unit. However,
                           CreditComm/Processor owns or leases remote
                           terminal(s), and those terminal(s) will be operated
                           only by certain of its employees trained by Equifax.
                           At least two of CreditComm's employees will be so
                           trained by Equifax prior to receiving Equifax credit

<PAGE>

                           information, and at least two trained operators will
                           be available to operate the terminal(s) during the
                           term of this Agreement.

                  (B)      CreditComm/Processor will take all necessary measures
                           to prevent unauthorized system-to-system access and
                           unauthorized use of the terminal(s) by any person
                           other than designated operators, and will establish
                           and enforce policies forbidding its employees to
                           obtain information on themselves or associates.

                  (C)      With regard to the operation of the system-to-system
                           access or the terminal(s), Equifax is not liable for
                           transmission distortion, interruptions or failure or
                           for any resulting consequential or special damages
                           whatsoever.

         1.8      In connection with the Credit Monitoring service, Equifax or
                  CreditComm will provide Processor with computer tapes of names
                  and addresses of individuals who have subscribed in writing to
                  CreditComm's Credit Monitoring service. Equifax will deliver
                  Equifax credit information about those individuals to
                  Processor. The Equifax credit information will remain the sole
                  property of Equifax and is to be used only as directed by
                  CreditComm and Equifax for the specific purpose of providing
                  CreditComm's Credit Monitoring program and for no other
                  purpose. Processor will process the computer tapes received
                  from Equifax pursuant to instructions of CreditComm and
                  Equifax.

         1.9      CreditComm will pay Equifax promptly for all Equifax credit
                  Information requested by CreditComm on behalf of Consumer
                  Subjects according to the then-current rate schedule of cash
                  prices for these services. In addition, CreditComm will pay
                  Equifax for any applicable taxes, charges for any special
                  telephone services or any other special services rendered by
                  Equifax. The prices are volume driven as provided on Addendum
                  "A" and Addendum "B" attached to this Agreement, which
                  schedules may be adjusted by Equifax upon thirty days notice
                  to CreditComm. CreditComm will pay Equifax an annual minimum
                  billing of $100,000, payable in equal monthly installments,
                  for credit files sold to CreditComm. CreditComm may select a
                  higher annual minimum to achieve a lower per unit cost. The
                  parties will review CreditComm's actual volume every six
                  months and the prices will be adjusted to reflect the actual
                  volume.

2.       PROMOTION AND TRAINING.

         2.1      Prior to its publication and release, Equifax must review and
                  approve all CreditComm-created advertising, marketing and
                  promotional material that describes Equifax credit information
                  or which refers to the nature or capabilities of Equifax or
                  Equifax credit information, or otherwise mentions or refers to
                  Equifax by name. This includes samples of the products
                  CreditComm will deliver to consumers which will contain
                  Equifax information. Further, prior to its publication and
                  release, Equifax must review and approve all advertising,
                  marketing and promotional material regarding Equifax credit
                  information that CreditComm proposes to provide to Creditors
                  and consumers; and that Creditors propose to provide to
                  consumers regarding the CreditCompare and Credit Monitoring
                  services. Equifax will be provided a minimum of ten business
                  days in which to review and approve advertising, marketing and
                  promotional material.

3.       RIGHT TO CONDUCT TECHNICAL REVIEWS AND AUDITS.

         3.1      Equifax may conduct technical reviews of CreditComm/
                  Processor's procedures to analyze how Equifax credit
                  information is merged, re-formatted or re-packaged in the
                  CreditCompare and Credit Monitoring services. Further, Equifax
                  may conduct reasonable audits of the procedures and practices
                  of CreditComm and Creditors in connection with the compliance
                  by each of them with their respective obligations and
                  responsibilities under this Agreement. Further, Equifax may
                  immediately suspend CreditComm's rights of access to, and use
                  of, Equifax credit information

<PAGE>


                  if it comes to Equifax' attention that CreditComm, Processor
                  or any Creditor, is not in compliance with its respective
                  obligations in connection with the access and use of Equifax
                  credit information. In that event, Equifax will immediately
                  notify CreditComm of those circumstances.

         3.2      CreditComm will, at its expense and as reasonably requested by
                  Equifax from time to time, contract with an independent
                  marketing research firm to research, determine and monitor the
                  perceptions of consumers regarding CreditComm's CreditCompare
                  and Credit Monitoring services. The results of each such study
                  will be provided directly to Equifax by the independent
                  marketing research firm.

4.       Release and Covenant With Respect to Accuracy of Equifax Credit
         Information.

         CreditComm and Processor recognize that the accuracy of any information
         furnished is not guaranteed by Equifax, and CreditComm and Processor
         release Equifax and Equifax' parent, sister, and affiliated companies,
         and its and their officers, agents, employees and independent
         contractors from any liability for any negligence in connection with
         the preparation of Equifax credit information and from any loss or
         expense suffered by CreditComm. Processor, Creditors or Consumer
         Subjects or others resulting directly or indirectly from Equifax credit
         information. CreditComm, and on behalf of Processor and Creditors,
         covenants not to sue or maintain any claim, cause of action, demand,
         cross-action, counterclaim, third-party action or other form of
         pleading against Equifax, Equifax' parent, sister, and affiliated
         companies, and its and their officers, agents, employees and
         independent contractors arising out of or relating in any way to the
         accuracy or inaccuracy, validity or non-validity, of any of the Equifax
         credit information.

5.       Disclaimer of Warranties.

         Equifax makes no representations, warranties or guarantees, express or
         implied, other than those expressed in this Agreement. EXCEPT AS
         EXPRESSLY STATED IN THIS AGREEMENT, EQUIFAX MAKES AND THERE ARE NO
         WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE
         IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR
         PURPOSE, RESPECTING THE EQUIFAX AUTOMATED CREDIT REPORTING SYSTEM
         (ACROPAC SYSTEM(TM)) OR ANY OTHER MACHINERY, EQUIPMENT, MATERIALS,
         PROGRAMMING AIDS OR OTHER ITEMS UTILIZED BY CREDITCOMM IN CONNECTION
         WITH OR RELATED TO, OR RESPECTING THE ACCURACY OF ANY EQUIFAX CREDIT
         INFORMATION FURNISHED BY EQUIFAX TO CREDITCOMM OR TO ANY OR ANY
         THIRD-PARTY MARKETERS, CREDITORS OR CONSUMER SUBJECTS.

6.       Indemnification by CreditComm.

         CreditComm and Processor will indemnify and hold harmless Equifax,
         Equifax's parent, sister and affiliated companies, and its and their
         directors, officers, employees, agents, independent contractors,
         successors and assigns, from and against and with respect to any and
         all liabilities, claims, losses, demands, actions, causes of action,
         damages, expenses (including, without limitation, attorneys' fees and
         costs of litigation), or liability, arising from or in any manner
         related to any claim, demand or suit, whether or not meritorious,
         brought or asserted by any third party in any way arising out of any
         actual or alleged negligence or intentional act of CreditComm or
         Processor, whether or not any negligence of Equifax is alleged to have
         been contributory thereto, the failure of CreditComm to duly and fully
         perform its obligations under this Agreement, the failure of CreditComm
         or Processor to insure the provision of reliable and accurate Equifax
         credit information, misuse of or improper access to, Equifax credit
         information by CreditComm or Processor, Third-Party Marketers or
         Creditors or the failure of CreditComm or Processor to comply with
         applicable laws or regulations.

<PAGE>

7.       Confidentiality.

         CreditComm and Processor acknowledge that Equifax owns an automated
         credit reporting system (ACROPAC System(TM)) and all interests,
         programs, codes, software documentation or other appurtenances related
         to it or derived from it. CreditComm and Processor further acknowledge
         that the ACROPAC System(TM) and any codes, procedures or ACROPAC
         System(TM) documentation are confidential and proprietary to Equifax.
         During the term of this Agreement and thereafter, CreditComm and
         Processor will maintain, and will cause its directors, officers,
         employees and agents to maintain, in strict confidence, and not to
         disclose, except as expressly permitted by this Agreement, to any other
         person or entity, any such information, including Equifax credit
         information, materials and know-how as may be provided to CreditComm or
         Processor by Equifax during the term of this Agreement, and to take
         necessary actions to protect against disclosure thereof. CreditComm and
         Processor will not make use of any such information, including Equifax
         credit information, materials and know-how whatsoever except solely for
         the purpose of this Agreement, in accordance with the terms and during
         the existence of this Agreement. Upon the termination of this
         Agreement, CreditComm and Processor will return to Equifax all manuals,
         materials and documents pertaining to Equifax or the ACROPAC System
         (TM) obtained from Equifax during the term of this Agreement, and all
         copies and partial copies thereof.

8.       Relationship of Parties.

         The parties to this Agreement are each independent contractors and
         nothing contained in this Agreement will be construed as creating a
         joint venture, partnership, licensor-licensee, principal-agent or
         mutual agency relationship between or among the parties and no party
         will, by virtue of this Agreement, have any right or power to create
         any obligation, express or implied, on behalf of any other party. No
         party, nor any employee of a party, will be deemed to be an employee of
         another party by virtue of this Agreement. The parties acknowledge that
         the services provided by Equifax are not provided on an exclusive basis
         and that Equifax may provide similar services to other parties or may
         itself provide services similar to those provided by CreditComm and
         Processor.

9.       No Third-Party Benefits.

         Equifax and CreditComm acknowledge and intend that this Agreement was
         entered into solely for the respective benefit of each of them and
         their respective successors and assigns and nothing in this Agreement
         will be construed as giving any person, firm, corporation or other
         entity (including, without limitation to the foregoing, any Processor,
         or Consumer Subject), other than the parties to this Agreement and
         their respective successors and permitted assigns, any right, remedy or
         claim under or in respect of this Agreement or any provision of it.

10.      Assignment.

         The parties acknowledge the special and unique purposes of this
         Agreement and, therefore, notwithstanding any other provisions to the
         contrary contained in this Agreement, neither this Agreement nor any of
         the rights or obligations in it will be assignable by CreditComm
         without the prior written consent of Equifax. which consent shall not
         be unreasonably withheld (taking into account the nature of the
         services provided under this Agreement, the economic or other interests
         of Equifax, competitive effects, any circumstances which may affect the
         performance of this Agreement, the protection of sensitive or
         proprietary commercial information, the operations and integrity of the
         ACROPAC System(TM), the protection of data in the ACROPAC System(TM)
         and the interests of other entities utilizing that System). Any
         dissolution, merger, consolidation or other reorganization of
         CreditComm, the sale or other transfer of all or substantially all of
         the assets or properties of CreditComm or the sale or other transfer of
         a

<PAGE>

         controlling percentage of the corporate stock of CreditComm, will
         constitute an assignment of this Agreement for all purposes of this
         Paragraph 10. The term "controlling percentage" for the purposes of
         this Paragraph 10 means the ownership of stock possessing, and of the
         right to exercise, at least 50% of the total combined voting power of
         any class or all classes of stock of such a party, issued, outstanding
         and entitled to vote for the election of directors, whether such
         ownership be direct ownership or indirect ownership.

11.      Force Majeure.

         Notwithstanding any provisions to the contrary contained in this
         Agreement, no party to this Agreement will be liable to the other party
         for any delay or interruption in performance as to any obligation under
         this Agreement resulting from governmental emergency orders, judicial
         or governmental action, emergency regulations, sabotage, riots,
         vandalism, labor strikes, or disputes, acts of God, fires, electrical
         failure, major computer hardware or software failures, equipment
         delivery delays, acts of third parties, or any other cause, if such
         delay or interruption in performance is beyond its reasonable control.

12.      Contact Persons.

         Each party to this Agreement will designate one person within its
         organization that is responsible for the relationship between the
         parties and for compliance with the terms and conditions of this
         Agreement.

         (a)      For CreditComm Services LLC:

                  Name :        Steve Goetzinger
                  Address:      CreditComm Services LLC
                                2700 Prosperity Ave, Suite 100
                                Fairfax, VA, 22031
                  Telephone:    703-207-1600

         (b)      For Equifax:

                  Name:         Lee D. Lovvom Sr.
                  Address:      Equifax Credit Information Services, Inc.
                                1600 Peachtree Street, NW
                                Post Office Box 4091
                                Atlanta, Georgia 30302
                  Telephone:    (404) 885-8787

         (c)      For Digital Matrix Systems:

                  Name:         David McGough
                  Address:

                  Telephone:

         Each party may, by notice given pursuant to Paragraph 13, change its
         designation to a person other than the person identified above.

<PAGE>

13.      Notices.

         All notices, requests, demands, and other communications under this
         Agreement will be in writing except as expressly stated in this
         Agreement, and will be deemed duly given when received upon delivery by
         hand or by certified mail, addressed as follows:

         (a)      If to CreditComm Services, LLC:

                  Name:         Steve Goetzinger
                  Address:      CreditComm Services LLC
                                2700 Prosperity Ave,Suite 100
                                Fairfax, VA, 22031
                  Telephone:    703-207-1600

         (b)      If to Equifax:

                  Equifax Credit Information Services. Inc.
                  1600 Peachtree Street. NW
                  Post Office Box 4091
                  Atlanta, Georgia 30302
                  Attention: Contract Administrator

         (c)      If to Digital Matrix Systems:

                  Name: David McGough
                  Address:

                  Telephone:

         The parties hereto may, by notice, designate any further or different
         addresses to which notices will be sent.

14.      Severability.

         If any provision of this Agreement is held invalid or unenforceable by
         any court of competent jurisdiction, such a holding will not invalidate
         or render unenforceable any other provision of this Agreement.

15.      Exhibits.

         All Exhibits attached to this Agreement are a part at this Agreement
         and are expressly incorporated into it. All blanks in the Exhibits, if
         any, will be completed as required in order to consummate the
         transactions contemplated and in accordance with this Agreement.

16.      Injunctive Relief.

         CreditComm and Processor acknowledge that use or disclosure of the
         information described by Paragraph 7 of this Agreement in a manner
         inconsistent with this Agreement will give rise to irreparable injury
         to Equifax which cannot be adequately compensated in damages, and that
         Equifax may seek and obtain equitable, injunctive relief to prevent or
         restrain the unauthorized use or disclosure, together with any other
         remedies which may be available to Equifax.

<PAGE>

17.      Use of Equifax Services.

         Equifax does not convey or transfer, nor does CreditComm, or any
         Processor, Third-Party Marketer or Creditor, obtain any right or
         interest in, any of the programs, systems, data, materials, or credit
         information utilized or provided by Equifax in the performance of this
         Agreement.

16.      Heading.

         The section and other headings in this Agreement are inserted solely as
         a matter of convenience for reference and are not a part at this
         Agreement.

19.      Governing Law.

         This Agreement will be governed by and construed in accordance with the
         laws of the State of Georgia.

20.      Waiver of Rights.

         Failure of any party to enforce any of its respective rights or
         remedies under this Agreement with respect to any specific act or
         failure to act of any party will not constitute a waiver of the rights
         of that party to enforce those rights and remedies with respect to any
         other or subsequent act or failure to act.

21.      Entire Agreement.

         This Agreement, including its Exhibits, constitutes the entire
         Agreement between the parties and supersedes and cancels any and all
         prior agreements between the parties relating to the subject matter of
         this Agreement. No changes in this Agreement may be made except in
         writing signed by both parties.

22.      Term and Termination.

         This Agreement is without a fixed term, and remains in force and effect
         until written notice of cancellation, for any or no reason, is given by
         either party at least 30 calendar days prior to the effective date of
         the cancellation. However, if CreditComm is delinquent in the payment
         of any charges due Equifax, or is in violation of any of the terms of
         this Agreement, then Equifax may, at its election, discontinue
         providing services to CreditComm and cancel this Agreement immediately
         by written notice to CreditComm. In the event of termination of this
         Agreement for any reason, the provisions at the foregoing paragraphs
         will remain in full force and effect as to all Equifax credit
         information which CreditComm has requested or received from Equifax
         prior to the date of cancellation.

         IN WITNESS WHEREOF, the parties hereto have duly executed this
         Agreement as of the day and year first above written.

<PAGE>

EQUIFAX CREDIT INFORMATION SERVICES, INC.
 ("Equifax")

By: _____________________________________________
               Name Printed & Title

    _____________________________________________
                  Name Signature

CREDITCOMM SERVICES, LLC
("Creditcomm")
By: _____________________________________________
                   Name Printed & Title

    _____________________________________________
                  Name Signature

 DIGITAL MATRIX SYSTEMS
("Processor")

By: _____________________________________________
               Name Printed & Title

    _____________________________________________
                  Name Signature

    _____________________________________________
                      Date

April 2, 1997

<PAGE>
                                                                      ADDENDUM A


                 PRICING SCHEDULE/CREDIT FILES, CREDITCOMM, LCC

              *    $100,000 minimum annual billing

              *    Semi-annual review and adjusted accordingly

                ----------------------------------------------------
                        Annual Volume            Price Per File
                ----------------------------------------------------
                           0 - 12,500               $8.00
                ----------------------------------------------------
                      12,501 - 25,000               $7.50
                ----------------------------------------------------
                      25,001 - 40,000               $7.00
                ----------------------------------------------------
                      40,001 - 60,000               $6.50
                ----------------------------------------------------
                      60,001 - 80,000               $6.00
                ----------------------------------------------------
                      80,001 - 100,000              $5.25
                ----------------------------------------------------
                     100,001 - 200,000              $4.00
                ----------------------------------------------------
                     200,001 - 300,000              $3.25
                ----------------------------------------------------
                     300,001 - 500,000              $2.75
                ----------------------------------------------------
                     500,001 & Over                 $2.25
                ----------------------------------------------------

<PAGE>
                                                                      ADDENDUM B

              PRICING SCHEDULE/MONITORING SERVICE, CREDITCOMM, LCC


              Minimum Run Charges      Programming Application Fee

                    $5,750                     $8,000

               ------------------------------------------------
                        Run Volumes         Price Per File
               ------------------------------------------------
                          1 - 15,000             .280
               ------------------------------------------------
                     15,001 - 25,000             .240
               ------------------------------------------------
                     25,001 - 35,000             .192
               ------------------------------------------------
                     35,001 - 45,000             .172
               ------------------------------------------------
                     45,001 - 55,000             .152
               ------------------------------------------------
                     55,001 - 100,000            .136
               ------------------------------------------------
                    100,001 - 200,000            .120
               ------------------------------------------------
                    200,001 - 300,000            .102
               ------------------------------------------------
                    300,001 - 500,000            .097
               ------------------------------------------------



April 2, 1997
<PAGE>

             FIRST ADDENDUM TO AGREEMENT CONSUMER DISCLOSURE SERVICE
                AMONG EQUIFAX CREDIT INFORMATION SERVICES, INC.,
                 INTERSECTIONS INC. AND DIGITAL MATRIX SYSTEMS,

         This First Addendum (the "First Addendum") to the "Agreement Consumer
Disclosure Service" among Equifax Credit Information Services, Inc.,
Intersections Inc. and Digital Matrix Systems, _____ (the "Agreement") is
entered into as of the 30th day of March, 2001, among Equifax Credit Information
Services, Inc., a Georgia corporation, with its principal place of business at
1550 Peachtree Street, Atlanta, Georgia 30309 ("Equifax"), Intersections Inc., a
Delaware corporation, with its principal place of business at 14930 Bogle Drive,
Chantilly, Virginia 20151 ("Intersections") and Digital Matrix Systems, Inc, a
Texas corporation, with its principal place of business at 15301 Spectrum Drive,
2nd floor, Addison, Texas, 75001 ("Processor").

         WHEREAS, Equifax, CreditComm Services, LLC, and Processor entered into
the Agreement effective April 7, 1997, regulating the provision, access to, and
use of certain Equifax credit information and the resale of that information in
the form of "CreditCompare" and "Credit Monitoring" services to Consumer
Subjects, all on the terms and conditions set forth therein; and

         WHEREAS, CreditComm Services, LLC, reorganized and changed its name
effective August 24, 1999, to Intersections Inc., and Intersections is the
successor by operation of law to CreditComm Services, LLC;and

         WHEREAS, the parties desire to amend the Agreement to permit
Intersections to access and transmit Equifax credit information, as available,
to Consumer Subjects in the form of Intersections' CreditCompare and Credit
Monitoring services via the Internet, upon the terms and conditions hereinafter
set forth; and

         WHEREAS, other than amending the Agreement as set forth above, the
parties desire to reaffirm each of the terms and conditions of the Agreement.

         NOW, THEREFORE, in consideration of the premises and mutual covenants
set forth herein, and for other valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, the parties agree as follows:

1.       RECITALS

         The recitals shall form a constituent part of this First Addendum.

2.       DEFINITIONS AND ADDITIONAL CONDITIONS

         All capitalized terms in this First Addendum which are not specifically
defined herein shall have the meaning set forth in the Agreement. For the
purposes of this First Addendum, the following additional terms have the
meanings, and shall be subject to the conditions, set forth below:

         (a)      "Electronic Signature" shall have the meaning set forth in
Section 106(5) of the Electronic Signatures in Global and National Commerce Act,
as adopted June 30, 2000, and codified at 15 U.S.C. Section 7001 et seq. (the
"Electronic Signatures Act"), and shall further mean for purposes hereof an
electronic or digital signature that fulfills the requirements of the Electronic
Signatures Act and the requirements of any state statute, regulation, or rule
which is exempted from preemption by the Electronic Signatures Act pursuant to
Section 102(a) of such Act, including without limitation, a state enactment or
adoption of the Uniform Electronic Transactions Act.

         (b)      "Internet" shall mean for purposes hereof, and be limited to,
the "World Wide Web," which is a global system of servers that support documents
formatted in HTML.

         (c)      "Mark(s)" shall mean any and all existing or future
trademarks, trade names or service marks owned or used by Equifax or any of its
affiliated companies. Any use by Intersections of the Marks shall be on and
subject to the terms of the nonexclusive license set forth in Exhibit "A,"
attached hereto and incorporated herein by reference.

         (d)      "Service Area" shall mean the United States of America, unless
such Service Area is modified by mutual agreement of the parties.
<PAGE>

                  (e)      "Web Site" shall mean the site owned and operated by
Intersections and accessible to users of the Internet under the domain name
"Intersections.com" and the collection of web pages at such Web Site, or such
other web site (and collection of web pages at such site) that fulfills each of
the following terms: (i) is (A) wholly owned by Intersections, or (B) a branded
site operated by Intersections for a third party without any right or ability of
web site data access by such third party, (ii) resides on the same
Intersections-owned network and system infrastructure as Intersections.com and
as certified by ICSA.net, (iii) utilizes the same Intersections-owned servers
and server configuration as Intersections.com, (iv) fulfills and is subject to
all of the requirements of this First Addendum, and (v) is listed on Exhibit "B"
attached hereto and made a part hereof.

3.       Internet Consumer Delivery Authorization

                  On and subject to the terms and conditions of this First
Addendum, Equifax hereby authorizes Intersections, on a non-exclusive basis,
to obtain from Equifax in the manner prescribed by Sections 1.7 and 1.8 of the
Agreement and to make available at the Web Site, Equifax credit information, as
available, for access through the Internet directly to and by Consumer Subjects
resident in the Service Area, by delivery in the form of (i) the CreditCompare
service and (ii) the Credit Monitoring service, and Equifax agrees to provide
such credit information to Intersections, as available and on a non-exclusive
basis. It shall be the responsibility of Intersections to comply with all
applicable rules, regulations, and laws associated with or governing the
delivery and sale of information of the kind contemplated hereunder to the
Consumer Subjects via the Internet.

4.       Identification and Authentication of Consumer Subjects: Delivery to
         Consumer Subjects

                  a.       Intersections shall verify the identity of each
Consumer Subject who requests to be provided Equifax credit information.
Intersections shall request credit information from Equifax only for those Con-
sumer Subjects whose identity Intersections has authenticated in accordance
with the requirements of this First Addendum. Intersections shall insure that
each Consumer Subject does not resell or otherwise provide or transfer the
Consumer Subject's credit report or the Equifax credit information contained
therein in whole or in part to any other person or entity.

                  b        With regard to the authentication of Consumer
Subjects requesting Equifax credit information via the Web Site, all such
authentications conducted on Consumer Subjects will be performed: (i) under and
governed by the terms and conditions of the Services Agreement by and between
Intersections and Equifax Secure, Inc. effective on the 21st day of December,
2000 as set forth in Exhibit "C" attached hereto and incorporated herein by
reference, or (ii) by such other high assurance authentication methodology
approved by Equifax in writing and conforming to the Equifax Internet Security
Requirements as set forth in Exhibit "D" attached hereto and incorporated herein
by reference.

                  c.       Prior to the delivery of Equifax credit information
to a Consumer Subject through the Web Site, Intersections shall disclose to, and
obtain the valid consent of the Consumer Subject to, terms, disclaimers, and
acknowledgments concerning the accuracy of the Equifax credit information, the
Consumer Subject's responsibilities under law, the restrictions on access to the
Equifax credit information, and related matters, in language which shall be
attached hereto and made a part hereof as Exhibit "E". It shall be a
precondition of the Internet Consumer Delivery Authorization set forth in
Section 3 hereof that the language of Exhibit "E" shall comprise, in addition to
the foregoing matters, sufficient written authorization of the Consumer Subject
as prescribed under Section 5 hereof, and that the language of Exhibit "E" shall
be acceptable to Equifax; provided, however, that such acceptance by Equifax
notwithstanding, Equifax shall not be nor shall it be deemed to be responsible
or liable in any way for the content or efficacy of such language and
Intersections agrees and acknowledges that it shall remain solely responsible
and liable therefor. Intersections shall fully disclose to Consumer Subjects its
Internet data privacy and personal information usage and disclosure policies
and shall adhere to those policies at all times. Intersections shall ensure that
its privacy policies conform to the requirements of all applicable Laws and
industry best practices.

5.       Written Authorization of Consumer Subjects

                  Intersections shall provide the Equifax credit information to
the Consumer Subject only pursuant to the written instructions of the Consumer
Subject as described in Section 1.1(A) of the Agreement and as necessary to
comply with the requirements of the Fair Credit Reporting Act, 15 U.S.C. 1681
et. seq., as

                                       2
<PAGE>

amended ("FCRA"). Provided, however, that written authorization of the Consumer
Subject may be obtained by Intersections in the form of either (i) an original
or facsimile copy of a manual signature on paper, or (ii) an Electronic
Signature as defined herein and meeting all other requirements of law.

6.       Internet Security Requirements

         Intersections agrees to comply with the Equifax Internet Security
Requirements ("Requirements"), as these Requirements may be updated or modified
from time to time by Equifax in its discretion. Additionally, Intersections
agrees to utilize the encryption standard required by Equifax, as the same may
be modified or upgraded from time to time (the "Encryption Standard"), to
transmit all Equifax credit information and Equifax-issued subscriber codes and
passwords to and from both Equifax and the Consumer Subjects. Further, the
operating environment Intersections uses to receive and request the Equifax
credit information and to store, deliver, and transmit the Equifax credit
information shall meet or exceed generally accepted industry standards for
Internet security, to permit Web Site access as contemplated herein with a
maximum degree of certainty that no party other than the Consumer Subject
obtains Equifax credit information concerning that individual. Intersections
shall further ensure that:

                  a.       Equifax credit information shall be adequately
protected when stored on Intersections transaction servers. Intersections
transaction servers holding Equifax credit information are physically separate
from Intersections web servers and are not available for any services directly
from the Internet. Security controls on such transaction servers include strong
and regularly changed passwords and other measures to prevent unauthorized
access to Equifax credit information. Intersections' Internet connection allows
communication only through a secure application server that cannot be bypassed
by any third party to communicate directly with Equifax.

                  b.       Intersections' Internet connection is protected with
ICSA.net (or its successor)-certified firewall(s) that are configured and
managed to adhere to industry best practices.

                  c.       If IDs and passwords are being used: strong password
policies must be in place (minimum length of 6 characters in a combination of
alpha and numeric characters, frequent and mandatory password
changes--recommended at least every 90 days and required at least once per
annum); and IDs and pass-words are encrypted when they travel over the
Internet. If digital certificates are used, the certificate authority must be
trusted, the certification process must be sound, and the certification must be
protected by the end user. Intersections shall ensure that IDs or digital
certificates that were fraudulently issued are disabled or inactivated promptly.

         In the event that Equifax updates or modifies the Requirements or the
Encryption Standard, Intersections shall modify its procedures, software, or
systems in order to comply with the modified Requirements or Encryption Standard
within sixty (60) days of the date Intersections is given notice of the modified
Requirements or Encryption Standard. Intersections' system shall have adequate
audit trails and detailed reports that allow early detection of fraudulent
access and/or investigation of suspicious activities. In the event of any breach
of security or release by Intersections of Equifax credit information to anyone
other than the Consumer Subject, Intersections must report to Equifax as soon as
possible but no later than one (1) business day after discovery.

7.       No Other or Further License

         Apart from the Internet consumer delivery authorization through the Web
Site as provided in Section 3 hereof, nothing herein contained shall convey or
transfer, or be construed to convey or transfer, to Intersections or any other
person any license, right, or power to transmit or retransmit Equifax credit
information or any data therein contained via the Internet. Intersections shall
continue to be subject to, without limitation, all of the restrictions of
Sections 1.5(A) and (B) of the Agreement.

8.       Additional Intersections Undertakings

                  a.       Intersections shall request the Equifax credit
information from Equifax as prescribed in Sections 1.7 and 1.8 of the Agreement,
or by other means as may be agreed to from time to time by Equifax and
Intersections.

                  b.       Intersections understands and agrees that it shall be
solely responsible for the development, operation, and maintenance of the Web
Site and for all materials that appear therein, including but not limited to:
(i) the technical operation of the Web Site and all related equipment; (ii)
operating the CreditCompare and

                                       3
<PAGE>

Credit Monitoring services on the Web Site in conjunction with the use of
Equifax credit information; (iii) the accuracy and appropriateness of materials
posted on or incorporated into the Web Site or provided for use on the Web Site
(excepting only the Equifax credit information in the form provided by Equifax);
(iv) ensuring that all materials posted on or incorporated into the Web Site do
not violate or infringe upon the rights of any third party (including, without
limitation, copyrights, trademarks, service marks, trade secrets, privacy or
other personal or other proprietary rights); and (v) ensuring that materials
posted on or incorporated into the Web Site are not libelous or defamatory and
comply with all applicable laws and regulations.

                  c.       Intersections will diligently comply with all
federal, state and local laws, ordinances, regulations and administrative orders
(collectively "Laws") applicable to the purchase, transmission, possession, use,
sale, and disclosure of Equifax credit information through the Web Site,
including but not limited to, (i) the FCRA and other Laws regulating the
storage, transmission, or use of information in the nature of the Equifax credit
information, or electronic data interchange, and (ii) Laws applicable to the
sale of products and services to consumers through the Internet, including but
not limited to, marketing, advertising, "spamming," consumer protection, and
unfair and deceptive practices Laws.

                  d.       Intersections acknowledges and agrees that Equifax
shall have no liability to Intersections or any third party arising out of the
Internet consumer delivery by Intersections. Intersections understands and
agrees that Consumer Subjects who access the Web Site shall be deemed customers
solely of Intersections for all purposes. Intersections shall be solely
responsible for any claims, actions, liabilities, damages, fines, penalties,
costs and expenses (including reasonable attorneys' fees) of any nature or kind
whatsoever (cumulatively for purposes hereof "Claims") arising out of or
relating to (i) this customer relationship including but not limited to terms of
sale, privacy policy, use of cookies and customer information retention and
uses, or the delivery of Equifax credit information to Consumer Subjects through
the Web Site, including the use by Consumer Subjects of Equifax credit
information or other information on the Web Site; (ii) the operation or content
of the Web Site; (iii) any representation or warranty offered by Intersections
in connection with the delivery of Equifax credit information through the Web
Site; (iv) any non-compliance with any applicable Laws (including without
limitation the FCRA) by Intersections or by Equifax to the extent that Equifax's
noncompliance is directly caused by the acts of Intersections; (v) any breach of
any representation, warranty, duty or covenant of Intersections hereunder; (vi)
all claims by Consumer Subjects and/or any other third parties related to the
delivery of Equifax consumer information through the Web Site; or (vii) all
claims based on intellectual property infringement caused by the acts or
inaction of Intersections in connection with the ownership or operation of the
Web Site.

                  e.       Intersections shall indemnify, defend and hold
Equifax, any Equifax affiliates, and its contractually affiliated credit
reporting agencies harmless from any and all Claims described in Section 8(d)
hereof. In connection with any indemnification described in this Section,
Equifax (i) will give Intersections prompt written notice of the Claim; (ii)
will cooperate with Intersections (at Intersections' expense) in connection with
the defense and settlement of the Claim; and (iii) will permit Intersections to
control the defense and settlement of the Claim, provided that Intersections may
not settle the Claim without Equifax's prior written consent (which will not be
unreasonably withheld). Further, Equifax (at its cost) may participate in the
defense and settlement of the Claim. This provision will survive the termination
or expiration of the Agreement and shall be in addition to the indemnity
provision of Section 6 of the Agreement.

                  f.       Notwithstanding anything to the contrary in this
First Addendum, if the continued distribution of all or any portion of the
Equifax credit information through the Web Site, as contemplated by this First
Addendum, becomes impossible, impractical, or undesirable due to a change in
applicable federal, state or local laws or regulations, the agency enforcement
of such laws or regulations, or actual or threatened litigation, as determined
by Equifax in its reasonable and good faith judgment, Equifax may (i) terminate
the Internet consumer delivery authorized by this First Addendum; (ii) cease to
provide the credit information within, or pertaining to persons residing within,
the affected jurisdiction(s); or (iii) establish new prices which will apply to
the credit information when provided or delivered within, or pertaining to
persons residing within, the affected jurisdiction(s). Prices established under
clause (iii) will be reasonably calculated to cover the costs incurred by
Equifax in complying with the applicable laws or regulations and will become
effective on the date specified by Equifax in written notice, unless
Intersections objects in writing within five (5) days of receipt of such notice,
in which case Equifax may exercise its rights under clauses (i) or (ii) above.
Equifax will provide written notice of its actions as far in advance of the
effective date as is reasonably possible under the circumstances.

                                       4
<PAGE>
9.       RIGHTS TO AUDIT

         Equifax may, from time to time, at its discretion and expense, audit
Intersections to assess compliance with the requirements contained in this First
Addendum including, but not limited to, the compliance by Intersections with the
Requirements and the Encryption Standard, and Equifax may suspend Intersections'
ability to access and make available at the Web Site Equifax credit information
in the event of any noncompliance with the requirements of this First Addendum.

10.      ADDITIONAL TERMS AND CONDITIONS

         The terms and conditions set forth in this First Addendum are in
addition to the terms and conditions contained in the Agreement which are
incorporated herein by reference. Provided that insofar as any of the terms or
conditions of this First Addendum conflict with the terms or conditions of the
Agreement or impose greater or supplementary requirements, duties, or
restrictions, then as to the transactions contemplated by this First Addendum,
the terms and conditions of this First Addendum shall control.

11.      COUNTERPARTS; FACSIMILE

         This First Addendum may be executed in separate counterparts, each of
which is deemed to be an original and all of which taken together constitute one
and the same agreement. A signed facsimile copy of this First Addendum may serve
as an original and shall constitute a valid and binding execution of this First
Addendum by each of the parties hereto.

12.      DESCRIPTIVE HEADINGS

         The descriptive headings of this First Addendum are inserted for
convenience of reference only and do not constitute a constituent part of this
First Addendum.

         IN WITNESS WHEREOF, Equifax, Intersections and Processor have executed
this First Addendum on the day and year indicated above intending to be bound by
all of the terms and conditions of this First Addendum.

EQUIFAX CREDIT INFORMATION SERVICES, INC.        INTERSECTIONS INC.

By:___________________________________          By:_____________________________

Print Name:___________________________          Print Name:_____________________

Title:_______________________________           Title:__________________________


                                                DIGITAL MATRIX SYSTEMS, INC.

                                                By:_____________________________

                                                Print Name:_____________________

                                                Title:__________________________

                                       5
<PAGE>
                                   EXHIBIT A

USE OF EQUIFAX TRADEMARKS, SERVICE MARKS AND TRADE NAMES (THE "MARKS")

     a. Equifax hereby grants to Intersections a non-exclusive license to use
the Marks solely for the purpose of advertising, marketing and promoting the
Equifax credit information as contained in the CreditCompare and Credit
Monitoring services for purposes of the provision of such services directly to
Consumer Subjects through the Web Site as authorized by this First Addendum.
However, all use of the Marks must be preapproved by Equifax and conform to the
requirements set forth in this Exhibit "A." All materials appearing on the Web
Site shall be subject without limitation to the terms and conditions of Section
2.1 of the Agreement.

     b. All written or printed advertising, marketing and promotional materials
containing any Marks, or inclusion of such Marks in the Web Site or any web
page, shall contain appropriate legends, markings and/or notices as required
from time to time by Equifax, to give notice to the public of Equifax's rights
to the Marks. The following notices shall be required at least once on each such
printed material and on the legal notices page on the Web Site, as the case may
be:

          EQUIFAX(R) IS A REGISTERED TRADEMARK OF EQUIFAX INC., AND IS USED ON
          THIS WEB SITE WITH THE EXPRESS PERMISSION OF EQUIFAX INC. ALL RIGHTS
          RESERVED BY EQUIFAX INC.

          _______ IS NOT AFFILIATED WITH EQUIFAX INC. THE SERVICES DESCRIBED
          HEREIN ARE SOLELY THOSE OF ________ AND ARE NOT ENDORSED BY EQUIFAX
          INC, OR ANY OF ITS AFFILIATED ENTITIES.


     c. The nonexclusive license granted in this Agreement is nonassignable and
nontransferable. Upon the expiration or termination of the Agreement,
Intersections shall make no further use of the Marks for any purpose whatever or
wherever, nor employ or use any other trademark, service mark or trade names
that give the impression, tend to suggest, or are likely to cause confusion: (a)
with the Marks or (b) that Intersections is authorized to use the Marks in
connection with the advertising, marketing or promotion of any of its services.

     d. Each party understands and agrees that monetary damages would not be a
sufficient remedy for any breach by Intersections of the terms of this license
and that Equifax shall be entitled to seek injunctive or other equitable relief
to remedy or forestall any breach or threatened breach by Intersections, and
Intersections shall not be allege in any such proceeding that Equifax's remedy
at law is adequate. Such remedy shall not be deemed to be the exclusive remedy
for any breach of this license, but shall be in addition to all other rights and
remedies available at law or in equity.

     e. Equifax may terminate the foregoing trademark license if, in its
reasonable discretion, Intersections' use of the Marks tarnishes, blurs or
dilutes the quality associated with the Marks or the associated goodwill and
such problem is not cured within ten (10) days of notice; alternatively, instead
of terminating the license in total, Equifax may specify that certain materials,
or portions thereof, may not contain the Marks. Title to and ownership of the
Marks and all associated goodwill shall remain exclusively with Equifax.
Intersections will use the Marks exactly in the form provided and in conformance
with any trademark usage policies provided to Intersections by Equifax.
Intersections will not take any action inconsistent with Equifax's ownership of
the Marks, and any benefits accruing from use of such Marks will automatically
vest in Equifax. Intersections shall not form any combination marks with the
Marks.


                                       6

<PAGE>
                                   EXHIBIT B

www.intersections.com
www.americanexpress.creditaware.com
www.profileprotect.com
www.creditobserver.com
www.creditprotect.intersections.com
www.creditnotify.com
www.auditdept.com

<PAGE>
                                   EXHIBIT C

                               SERVICES AGREEMENT

     THIS SERVICES AGREEMENT ("Agreement") is made as of December 21, 2000 (the
"Effective Date") by and between INTERSECTIONS INC., with its principal place
of business at 14930 Bogle Dr. Chantilly, VA 20151 ("Client"), and EQUIFAX
SECURE, INC., with its principal place of business at 1550 Peachtree St., N.W.
Atlanta, Georgia 30309 ("Equifax Secure").

1.   DEFINITIONS. For the purpose of this Agreement, all capitalized terms used
in this Agreement will have the meaning ascribed to them in Exhibit A,
"Definitions".

2.   CONFIGURATION AND OPERATION.

     2.1  AUTHENTICATION SERVICES. Client engages Equifax Secure to perform the
Authentication Services according to the Configuration Checklist and the
Customer Implementation Guide, collectively the "Specifications". The
Specifications are incorporated by reference as Exhibit D.

     2.2  CONFIGURATION. Each party will, at its expense, be responsible for
configuring its hardware and software so that it is capable of performing or
using the Authentication Services, as the case may be, in accordance with the
Specifications. Equifax Secure will notify Client that the Authentication
Services are configured in accordance with the Specifications, at which time,
Equifax Secure will make the Authentication Services available to Client via
the Staging Environment for testing (such date upon which Equifax Secure
submits the Authentication Services to Client for testing shall be referred to
throughout this Agreement as the "Testing Submission Date"). Client will then
promptly test the Authentication Services to determine whether or not they
conform to the Specifications. If in Client's reasonable judgment, the
Authentication Services do not conform to the Specifications, then Client will
notify Equifax Secure of its rejection. Equifax Secure will then use
commercially reasonable efforts to promptly correct the non-conforming portion
of the Authentication Services and make the corrected versions available to
Client for approval. The Authentication Services will then be re-tested to
ensure that the Authentication Services perform in accordance with the
Specifications. In addition to the parties' other rights under the Agreement,
the parties will continue working together until Client provides notice to
Equifax Secure that in its reasonable segment the Authentication Services are
operating in accordance with the Specifications. Once the Authentication
Services are approved, Equifax Secure will not change the Authentication
Services in any manner that degrades the functionality of the Authentication
Service (e.g., text, layout, functional operation, new promotions or branding)
without Client's prior approval.

     2.3  CONFIGURATION CHANGES AND NEW RELEASES. Equifax Secure will make
available to Client, during the Term of this Agreement, New Releases of the
Authentication Services, provided, that Client is capable of utilizing and
rolling over to the New Release. Equifax Secure may delay Client's rollover to
a New Release if necessary for technical and/or other project management
reasons. During the Term of this Agreement, Client may request configuration
changes to the Authentication Services including the Specifications. Equifax
Secure may, in its sole discretion, include such requested changes in a New
Release of the Authentication Service or modify the Authentication Services
according to Client's request, in which case, Equifax Secure will make the
modified version of the Authentication Services available for Client's approval
prior to release to Users. Equifax Secure will charge Client for the
modifications to the Authentication Services at its standard time and materials
fees which will be invoiced by Equifax Secure upon completion of the
modifications and payable by Client upon receipt of the invoice.

     2.4  CHANGES TO BRANDING. If Client changes its branding, Client may
request that Equifax Secure reimplement the Client Pages using the new
branding. Upon such a request by Client, Equifax Secure will make the requested
changes and will make available the reimplemented pages via the Staging
Environment within a reasonable period of time for Client's approval. Equifax
Secure will charge Client for the reimplementation at its standard time and
materials fees which will be invoiced by Equifax Secure upon Equifax Secure's
completion of the reimplementation and payable by Client upon receipt of the
invoice.

     2.5  OPERATION. Equifax Secure will host and operate, in accordance with
the terms of Exhibit C, "Performance Standards", the Authentication Service and
Equifax Secure Pages under the Domain Name. Unless
<PAGE>
otherwise specified in this Agreement, each party will be responsible for all
configuration, hosting and other costs associated with the pages living on
their servers.

    2.6.  COOPERATION. The parties will timely and diligently cooperate with
each other in a commercially reasonable manner to facilitate the performance of
their respective obligations under the Agreement.

    2.7.  SERVICE MANAGERS. Each party will designate a service manager to whom
day-to-day communications regarding the Authentication Services will be
directed. Either party may change the identity of their service manager by
providing written notice to the other party, but each party will try to limit
such changes.

    2.8.  SCORING. Client will establish a scoring threshold above which a User
is authenticated and below which the User is not authenticated. Equifax Secure
may act as a consultant in this respect, but the final scoring criteria will be
set by Client. Client acknowledges and agrees that the authentication score does
not guarantee the identity of the User, but merely provides a score to Client
derived, in part, from information entered by the User. Client further
acknowledges that the score may not be used, in whole or in part, as a basis for
determining the eligibility of the User for credit. Client acknowledges that it
may not share the score or its scoring threshold with any third party.

    2.9.  TRANSFER OF DATA. Equifax Secure will transfer and/or present data
and/or information to third parties as specified by Client in the
Specifications, provided that Client agrees to indemnify Equifax Secure pursuant
to Section 7.2(iv) of this Agreement.

    2.10. EQUIFAX SECURE SOFTWARE. Equifax Secure hereby grants to Client a
non-exclusive license to use and copy the Equifax Secure Software solely as
part of and to receive the Authentication Services. Except as provided in this
Agreement, Client agrees not to (a) use, copy or modify the Equifax Secure
Software; (b) reverse engineer, decompile or otherwise translate the Equifax
Secure Software; or (c) sublicense, rent or lease the Equifax Secure Software.

3.  PAYMENT.

    3.1.  SET-UP FEE. Client will pay to Equifax Secure the set-up fees
described in Exhibit B, "Additional Terms" which will be invoiced on or after
the Effective Date and payable by Client upon Client's receipt of Equifax
Secure's invoice therefor.

    3.2.  SERVICE FEE. Client will pay to Equifax Secure the fees (including,
but not limited to, the Transaction Fees and the Monthly Minimums) for the
Authentication Services (the "Service Fees") as described in Exhibit B,
"Additional Terms" which will be payable by Client upon Client's receipt of
Equifax Secure's invoice therefor.

    3.3.  EXPENSES. Client will reimburse Equifax Secure for all reasonable,
pre-approved, out-of-pocket expenses, incurred by Equifax Secure in connection
with the performance of the services under Section 2.2, 2.3 and 2.4 of this
Agreement, including, without limitation, reasonable costs of travel, lodging,
custom equipment and other similar items. All expenses will be payable by
Client upon Client's receipt of Equifax Secure's invoice therefor.

    3.4.  REPORTING. Equifax Secure will provide to Client reports regarding
the activity of the Authentication Services as described in Exhibit E "Reports".

    3.5.  TAXES. All fees quoted in this Agreement are exclusive of any sales,
use or other tax related to the parties' performance of their obligations or
exercise of their rights under this Agreement. Client will be responsible for
any sales, use or other tax related to the parties' performance of their
obligations or exercise of their rights under this agreement regardless of
whether such tax is currently existing or later enacted. Notwithstanding the
foregoing, Client will not be responsible for taxes imposed on the revenues or
income of Equifax Secure.
<PAGE>
     3.6. RECORDS RETENTION. Unless otherwise provided in this Agreement,
Equifax Secure may maintain records and books of accounts relating to the
computation of the Service Fees owed by Client following termination of this
Agreement.

     3.7. DISPUTED AMOUNTS. If Client disputes the accuracy or applicability of
a charge or credit, Client will notify Equifax Secure of such dispute as soon as
practicable, but in no event later than sixty (60) days, after such discrepancy
has been discovered. In no event will Client initiate a dispute regarding the
accuracy or applicability of a charge or credit more than one (1) year after the
invoice date first reflecting such charge or credit. The parties will
investigate and resolve the dispute in accordance with the dispute resolution
procedures described this Agreement. Client will pay any undisputed amounts (in
an invoice containing a disputed charge) in accordance with this Agreement, and
Equifax Secure will promptly credit to Client any undisputed credit amounts.  A
party will not be in breach under this Agreement due to its failure to pay
disputed amounts or credit disputed credit amounts which are in the dispute
resolution process described below.

4.   LICENSES AND STANDARDS.

     4.1. CONTENT LICENSE. Subject to the approval process in Section 2.3,
Client hereby grants to Equifax Secure a non-exclusive license to use,
reproduce, distribute, create derivative works of (only as necessary to build
the Equifax Secure Pages), publicly perform, publicly display and digitally
perform the Client Content on or in conjunction with the Equifax Secure Pages.

     4.2. USER INFORMATION. Client hereby grants to Equifax Secure a
nonexclusive license to: (a) use User Information as required to display the
Equifax Secure Pages, provide the Authentication Services to Users, and
internally analyze the performance of the Authentication Services; (b) disclose
the items of User Information to its subcontractors (including its Affiliates)
for the sole purpose of providing the Authentication Services to Client and
assisting Equifax Secure in its performance of its obligations under this
Agreement; and (c) disclose User Information as required by law or the
operation of the Authentication Services. Equifax Secure acknowledges that the
User Information may constitute Client's trade secrets, and thus Equifax Secure
will not, and will use reasonable efforts to ensure that its subcontractors
(including its Affiliates) do not, use or disclose User Information in any way
other than as expressly permitted under this Agreement. Without limiting the
foregoing, Equifax Secure will not, and will use reasonable efforts to cause
its subcontractors (including its Affiliates) not to, in any Equifax Secure
Database: (w) add or subtract any information in the Equifax Secure Database on
the User Information except as required by law, (x) make any notations that
User Information confirms information in the Equifax Secure Database, (y) make
any notations that User Information is contrary to information in the Equifax
Secure Database, or (z) otherwise reflect the fact that Equifax Secure or its
subcontractors (including it Affiliates) had access to any portion of the User
Information or that Equifax Secure or its subcontractors (including its
Affiliates) had any interaction with the User through the Authentication Service
except for the addition of a statement in the consumer report of the User
indicating that such report was delivered to Client at the User's request
(including the date of delivery). Equifax Secure will use at least
industry-standard methods to protect the security of User Information.

     Notwithstanding the foregoing, Client hereby grants to Equifax Secure a
nonexclusive license to disclose User Information in aggregate statistical form
(so long as such data does not contain any identifiable piece of User
Information from any User) across multiple sources (not just Client) in a way
that does not disclose any discrete items of User Information. Except for
Equifax Secure's obligations under subsection (w), (x), (y) and (z) above, there
are no other limitations or restrictions on the Equifax Secure Databases.

     Upon termination of this Agreement and except as provided by law, Equifax
Secure will remove all User Information from its servers and will use
commercially reasonable efforts to remove the User Information from its
archives (electronic or otherwise). However, with respect to the records
described in Exhibit E, Equifax Secure will archive this information for three
(3) years from the termination of this Agreement, after which Equifax Secure
will use commercially reasonable efforts to remove such data from its archives
except as required by law. Notwithstanding the foregoing, upon termination of
this Agreement, Equifax Secure will not be required to remove from its servers
any aggregated statistical data (so long as such data does not contain any
identifiable piece of User


                                       3
<PAGE>

Information from any User) created from the User Information, nor will Equifax
Secure be restricted, in any way, from disclosing such aggregated statistical
data.

     4.3. OWNERSHIP. Except as otherwise provided in this Agreement, as between
Client and Equifax Secure: (a) Client and its suppliers retain all right, title
and interest in and to all intellectual property rights embodied in or
associated with the Client Content and the User Information, and (b) Equifax
Secure and its suppliers retain all right, title and interest in and to all
intellectual property rights embodied in or associated with the Authentication
Services except for the Client Content and User Information (except for
aggregation data created from User Information). There are no implied licenses
under this Agreement, and any rights not expressly granted to a licensee under
this Agreement are reserved by the licensor or its suppliers. Neither party will
exceed the scope of the licenses granted under this Agreement.

     4.4. TRADEMARK LICENSE. Equifax Secure hereby grants to Client a
non-exclusive license to use the Equifax Secure Marks (including without
limitation the Domain Name): (a) in links to the Equifax Secure Pages and
advertisements and promotions for the Authentication Services, and (b) on the
Client Pages. Client hereby grants to Equifax Secure a non-exclusive license to
the Client Marks (including without limitation the Domain Name): (a) in links to
the Client Pages from a customer list or other partner page, (b) on the Equifax
Secure Pages, and (c) in any other manner approved in writing by Client.

     4.5. TRADEMARK RESTRICTIONS. The Mark owner may terminate the foregoing
trademark license if, in its reasonable discretion, the licensee's use of the
Marks tarnishes, blurs or dilutes the quality associated with the Marks or the
associated goodwill and such problem is not cured within ten (10) days of
notice; alternatively, instead of terminating the license in total, the owner
may specify that certain pages of the licensee's website may not contain the
Marks. Title to and ownership of the owner's Marks will remain with the owner.
The licensee will use the Marks exactly in the form provided and in conformance
with any trademark usage policies provided to such party. The licensee will not
take any action inconsistent with the owner's ownership of the Marks, and any
benefits accruing from use of such Marks will automatically vest in the owner.
The licensee will not form any combination marks with the other party's Marks.
Notwithstanding the foregoing, to the extent that the Domain Name is deemed a
combination mark, neither party will use the Domain Name for any purpose except
as expressly provided in this Agreement or attempt to register the Domain Name
with a government entity, and the parties will jointly cooperate on any
enforcement action of infringement of the Domain Name.

     4.6. SUBLICENSING LIMITS. No license rights granted in this Agreement are
sublicenseable. Notwithstanding the foregoing, either party may use third party
web hosts, web integrators, and Equifax Secure may use other subcontractors to
assist in the performance of the Authentication Services, but all actions or
failures to act of the web hosts, web integrators or subcontractor, as the case
may be, that would be a breach of this Agreement, were the actions or failures
to act taken by the applicable party, will be deemed a breach of this Agreement.

     4.7. CONTENT STANDARDS. Client will not provide any Client Content, and
Equifax Secure will not provide any Equifax Secure Content or Equifax Secure
Software, that: (a) infringes any intellectual property or publicity/privacy
right; (b) violates any law or regulation; (c) is defamatory, obscene, harmful
to minors or child pornographic; (d) contains any viruses, Trojan horses, worms,
time bombs, cancelbots or other computer programming routines that are intended
to damage, detrimentally interfere with, surreptitiously intercept or
expropriate any system, data or personal information; or (e) is materially
false, misleading or inaccurate.

5.   WARRANTIES.

     5.1  PERFORMANCE OF AUTHENTICATION SERVICES. Equifax Secure warrants that
(a) it, and each of the subcontractors that it uses to provide and perform the
Authentication Services, have the necessary knowledge, skills, experience,
qualifications and resources to provide and perform the Authentication Services
in accordance with this Agreement; and (b) the Authentication Services will be
performed in a diligent, workmanlike manner which meets or exceeds industry
standards applicable to the performance of such services.



                                       4
<PAGE>

     5.2.      SOFTWARE OPERATION. Equifax Secure warrants that the Equifax
Secure Software, as delivered, will operate materially in accordance with the
Specifications.

     5.3.      USER INFORMATION. Client warrants that it either owns, or has
the right to license to Equifax Secure according to Section 4.2 of the
Agreement, the User Information.

     5.4.      DISCLAIMER. Except as otherwise expressly stated in this
Section 5, each party provides all materials and services to the other party
"as is," and each party disclaims all warranties and conditions, express,
implied or statutory, including without limitation the implied warranties of
title, non-infringement, and merchantability and fitness for a particular
purpose. Except as otherwise expressly stated in this Agreement, Equifax Secure
does not warrant that the Authentication Services operate uninterrupted or
error-free. Equifax Secure does not warrant, and will not be liable for, either
the accuracy or results of the Authentication Services to the extent any
inaccuracies are caused by data and/or information received from Client or any
third party. Each party acknowledges that it has not entered into this
Agreement in reliance upon any warranty or representation except those
specifically set forth in this Agreement.  Except where an approval process is
specified in this Agreement, all deliverables provided by one party to the
other will be deemed accepted (for purposes of the UCC) when delivered.

6.   TERM AND TERMINATION.

     6.1.      TERM. Unless earlier terminated as provided in this Agreement,
the initial term of this Agreement will begin on the Effective Date and continue
for a period of fifteen (15) full calender months following the Initial Launch
Date (the "Initial Term"), and will automatically renew for successive one (1)
year terms (each such term referred to in this Agreement as a "Renewal Term" and
the Initial Term and Renewal Term(s) also referred to in this Agreement as a
"Term") unless either party provides the other party written notice of such
intent not to renew ninety (90) days prior to the expiration of the then current
Term.

     6.2.      TERMINATION FOR FAILURE TO PERFORM. By providing written
notice, a party may immediately terminate this Agreement: (a) if the other
party materially breaches this Agreement and fails to cure that breach within
forty-five (45) days (fifteen (15) days with regard to Client's payment
obligations) after receiving written notice of the breach, or (b) as provided
in Section 11.5.

     6.3       TERMINATION DURING ANY RENEWAL TERM. During any Renewal Term,
Client may terminate this Agreement for any reason upon at least sixty (60)
days prior written notice to Equifax Secure provided that Client pays Equifax
Secure the Monthly Minimum during the sixty (60) day period.

     6.4       EFFECTS OF TERMINATION.  Upon expiration or termination of this
Agreement for any reason: (a) all license rights granted in this Agreement will
terminate, (b) Client will promptly pay the final invoice from Equifax Secure
for all amounts accrued as of the date of such termination, and (c) each party
will remove the other party's content and Marks from their servers. Sections
3.6, 4.2, 4.3, 4.5, 5.4, 6.4, 7, 8, 9, 11, and Section 3B of Exhibit B, will
survive expiration or termination of this Agreement. Neither party will be
liable to the other party for any costs or damages of any kind, including
direct, indirect, incidental, special, multiple, punitive, exemplary or
consequential damages, or for indemnification of the party, solely on account of
the rightful termination of this Agreement, even if informed of the possibility
of such damages.

7.   INDEMNITY.

     7.1.      MUTUAL INDEMNIFICATION. Each party (the "Indemnifying Party")
will indemnify and hold harmless the other party, including, but not limited to
such party's officers, employees, directors, agents, successors and assigns,
(the "Indemnified Parties") against any and all damages, losses, costs and
expenses, which the Indemnified Parties pay to third parties with respect to
claims by such third parties based on the Indemnifying Party's gross negligence
or willful misconduct. The Indemnified Party will also indemnify and hold
harmless the Indemnified Parties from reasonable attorney's fees and expenses
incurred by them in the event the Indemnifying Party does not assume the defense
of such claims in accordance with Section 7.4.
<PAGE>

     7.2. CLIENT INDEMNIFICATION. Client will indemnify and hold harmless
Equifax Secure including, but not limited to, its officers, employees,
directors, agents, successors and assigns (the "Equifax Secure Indemnitees"),
against any and all damages, losses, costs and expenses, which the Equifax
Secure Indemnitees pay to third parties with respect to claims by such third
parties based on (i) Client Content, (ii) Client's breach of Section 10, (iii)
Client's use of the Authentication Services (except if such claim is caused by a
breach of this Agreement by Equifax Secure) or the operation or the conduct of
Client's business, or (iv) Equifax Secure's transfer and/or presentment of data
and/or information to third parties as specified by Client in the
Specifications. Client will also indemnify and hold harmless the Equifax Secure
Indemnitees from reasonable attorney's fees and expenses incurred by them in the
event that Client does not assume the defense of such claims in accordance with
Section 7.4.

     7.3. EQUIFAX SECURE INDEMNIFICATION. Equifax Secure will indemnify and hold
harmless Client including, but not limited to, its officers, employees,
directors, agents, successors and assigns (the "Client Indemnitees"), against
any and all damages, losses, costs and expenses, which the Client Indemnitees
pay to third parties with respect to claims by such third parties based on (i)
the Equifax Secure Content, (ii) the Equifax Secure Software or (iii) Equifax
Secure's breach of Section 10. Equifax Secure will also indemnify and hold
harmless Client from reasonable attorney's fees and expenses incurred by them in
the event that Equifax Secure does not assume the defense of such claims in
accordance with Section 7.4.

     7.4. CONDITIONS. The indemnified party covenants to (i) give the
indemnifying party prompt notice of the relevant claim, (ii) cooperate with the
indemnifying party, at the indemnifying party's expense, in the defense of such
claim, and (iii) give the indemnifying party the right to control the defense
and settlement of any such claim, except that the indemnifying party will not
enter into any settlement that involves a remedy other than the payment of money
by the indemnifying party without the indemnified party's prior written approval
which shall not be unreasonably withheld. The indemnified party will have the
right to participate in the defense at its expense.

8.   LIABILITY LIMITS. Neither party will be liable to the other party or any
third party for any special, exemplary, punitive, indirect, multiple, incidental
or consequential damages arising out of or in connection with this Agreement
whether based in contract, tort (including, without limitation, negligence) or
on any other legal or equitable grounds.

Except for the fees and expenses payable by Client to Equifax Secure (including,
without limitation, the Monthly Minimums), in no event will either party be
liable to the other party in the aggregate with respect to any and all breaches
and defaults under this Agreement for an amount greater than the fees paid by
Client to Equifax Secure during the six (6) month period preceding a claim
giving rise to such liability.

The limitations of liability set forth in this Section 8 shall not apply in the
event of a claim by either party under Sections 7 or 9.

9.   CONFIDENTIAL INFORMATION. A party's "Confidential Information" is defined
as any confidential or proprietary information of a party which is disclosed to
the other party and is treated as secret by the disclosing party. Each party
will protect the other party's Confidential Information with at least the same
level of care that it uses to protect its own information of a similar nature,
but in no event less than a reasonable standard of care, and will not disclose
the Confidential Information to third parties nor use the other party's
Confidential Information for any purpose other than as required to perform under
this Agreement. Notwithstanding the foregoing, either party may disclose the
other party's Confidential Information to its Affiliates and/or subcontractors
who have a need to know such Confidential Information and who agree to observe
and abide by the confidentiality obligations under this Agreement. Confidential
Information does not include information which (a) is already known by the
recipient, (b) becomes, through no act or fault of the recipient, publicly known
or available, (c) is received by recipient from a third party without a
restriction on disclosure or use, or (d) is independently developed by recipient
without reference to the Confidential Information. The restrictions on the
disclosure of the Confidential Information will not apply to Confidential
Information which is required to be disclosed by a court or government agency;
however, the party obligated to disclose the other party's Confidential
Information in those circumstances will promptly notify the other party so that
party may seek a protective order and will make a reasonable effort itself to
obtain a protective order for or otherwise protect the Confidential Information.
The parties' confidentiality obligations under this Section 9 will

                                       6
<PAGE>
continue indefinitely for so long as the Confidential Information is a trade
secret under applicable law and will continue with regard to the Confidential
Information which does not rise to the level of a trade secret for the earlier
to occur of (y) the information no longer qualifies as Confidential
Information, or (z) two (2) years following the termination of this Agreement.

Each party acknowledges that breach of this Section 9 could cause irreparable
harm to the other party for which monetary damages may be difficult to
ascertain or an inadequate remedy. Each party therefore agrees that the
disclosing party may, in addition to any other rights and remedies, seek
injunctive relief for any threatened of actual violation or breach of this
Section 9.

10.      COMPLIANCE.

         10.1.    WITH LAWS. At its own expense, Equifax Secure will comply with
all applicable laws and regulations regarding the performance of the
Authentication Services. At its own expense, Client will comply with all
applicable laws and regulations regarding the use and receipt of the
Authentication Services. Client acknowledges and agrees that in order to comply
with certain state and federal laws and regulations that Client (i) must obtain
the User's consent prior to Equifax Secure gaining access to the User's consumer
report and (ii) comply in all respects to the requirements of a user of consumer
reports under the Fair Credit Reporting Act.


         10.2.    MANUAL VERIFICATION. Client acknowledges and agrees that
Client must provide or have provided on its behalf a manual verification
process in the event the User does not receive a score above the scoring
threshold as defined by Client or Client receives a flag (indicating a possible
match) from a fraud detection database.

         10.3.    CERTIFICATION. Client hereby certifies that Equifax Secure,
on behalf of Client, and Client are obtaining the User's consumer report (or
information contained therein) for the purpose of verifying the identity of a
User in connection with a transaction (as defined in Exhibit B) initiated by
the User, and that Client will not use such consumer report (or information
contained therein) for any other purpose.

11.      GENERAL.


         11.1.    GOVERNING LAW. This Agreement will be governed and construed
in accordance with the substantive laws of the State of Georgia.

         11.1.    DISPUTE RESOLUTION. Any dispute regarding this Agreement will
be resolved as specified in this subsection. Upon the written request of either
party, each party will appoint a designated representative (who may not be a
service manager) to try to resolve such dispute. Such representatives will
negotiate in good faith to try to resolve the dispute. If the representatives do
not resolve the dispute within ten (10) days after the date a party requested
the appointment of representatives, then the parties will try in good faith to
resolve the dispute by mediation under the Commercial Mediation Rules of the
American Arbitration Association. If the dispute is not resolved by such
mediation within thirty (30) days after the date a party requested the
appointment of representatives, then a party may initiate court proceedings. The
parties' representatives may mutually agree to adjust the time periods stated in
this subsection. Notwithstanding any other provision of this subsection, either
party may initiate court proceedings for injunctive or other equitable relief at
any time if the procedure set forth in this subsection could result in
irreparable injury due to delay.

         11.3     SEVERABILITY; HEADINGS. If any provision in this Agreement is
held to be invalid or unenforceable for any reason, the remaining provisions
will continue in full force without being impaired or invalidated in any way.
The parties agree to replace any invalid provision with a valid provision that
most closely approximates the intent and economic effect of the invalid
provision. Headings are for reference purposes only and in no way define,
limit, construe or describe the scope or extent of such section.

         11.4     PUBLICITY. Neither party will issue any press release or
similar publicity statement (except as permitted under Section 4.4) regarding
this Agreement without the prior approval of both parties (not to be
unreasonably withheld) or as required by law.

                                       7

<PAGE>

     11.5.     FORCE MAJEURE. Except as otherwise provided, if performance
under this Agreement is interfered with by any condition beyond a party's
reasonable control, the affected party, upon giving prompt notice to the other
party, will be excused from such performance to the extent of such condition.
Force majeure includes the other party's failure to perform its obligations
under this Agreement in a timely manner due to conditions that affect the
Internet. In the event a force majeure (other than Client's failure to perform)
interferes with Equifax Secure's performance of the Authentication Service, (a)
Equifax Secure will immediately take commercially reasonable steps to mitigate
the force majeure as quickly as commercially reasonable to do so, and (b) if
such force majeure continues for ninety (90) or more days, Client at its sole
option may immediately terminate this Agreement.

     11.6.     INDEPENDENT CONTRACTORS. The parties are independent
contractors, and no agency, partnership, joint venture, employee-employer or
franchisor-franchisee relationship is intended or created by this Agreement.
Neither party will make any warranties or representations on behalf of the
other party.

     11.7.     NOTICE. Any notices under this Agreement will be given to the
appropriate party at the address specified above or at such other address as
the party will specify in writing. Notice will be deemed given: upon personal
delivery; if sent by fax, upon confirmation of receipt; or if sent by a
reputable overnight courier with tracing capabilities, one (1) day after the
date of mailing. Each party may also provide the other party notice via e-mail
to the e-mail address provided by such party. Notice will be deemed given by
e-mail twenty-four hours after delivery of such e-mail; provided, that the
party providing notice has received a confirmation of delivery of such e-mail.

     11.8.     ASSIGNMENT. Neither party may assign this Agreement in whole or
in part without the prior written consent of the other party; provided,
however, that either party may assign this Agreement to an Affiliate.

     11.9.     NO THIRD PARTY BENEFICIARIES. There are no third party
beneficiaries of this Agreement.

     11.10.    ENTIRE AGREEMENT; WAIVER. This Agreement (including its
Exhibits) sets forth the entire understanding and agreement of the parties, and
supersede any and all oral or written agreements or understandings between the
parties, as to the subject matter of such Agreements. It may be changed only by
a writing signed by both parties. The waiver of a breach of any provision of
this Agreement will not operate or be interpreted as a waiver of any other or
subsequent breach.

     11.11.    COUNTERPARTS. This Agreement may be executed in one or more
counterparts, each of which will be deemed an original and all of which will be
taken together and deemed to be one instrument.

<Table>
<S>                                                    <C>
INTERSECTIONS INC.                                     EQUIFAX SECURE, INC.:

By: __________________________________________         By: ___________________________________________

Name: Stefan T. Midford ______________________         Name: _________________________________________

Title: Chief Operations Officer ______________         Title: ________________________________________
</Table>



                                       8
<PAGE>
                                   EXHIBIT A
                                  DEFINITIONS

     A.   "AFFILIATES" means with respect to any person or entity, any other
person or any now existing or future entity that directly or indirectly through
one or more intermediaries, controls, is controlled by or is under common
control with such person or entity.

     B.   "AUTHENTICATION SERVICES" means the authentication of Users according
to this Agreement and the Specifications.

     C.   "CLIENT CONSENT" means all content or information (including without
limitation any text, music, sound, photographs, video, graphics, data or
software), in any medium, provided by Client to Equifax Secure for use on the
Equifax Secure Pages.

     D.   "CLIENT MARKS"  means all domain names, trademarks and logos
designated by Client for Equifax Secure's use in conjunction with Equifax
Secure's performance under this agreement.

     E.   "CLIENT PAGES" means the pages related to the Authentication Services
which Client hosts.

     F.   "DOMAIN NAME" will have the meaning ascribed to such term in the
Specifications.

     G.   "EQUIFAX SECURE CONTENT" means all content or information (including
without limitation any text, music, sound, photographs, video, graphics, data or
software), in any medium, displayed on the Equifax Secure Pages, other than
Client Content.

     H.   "EQUIFAX SECURE DATABASES" means the databases Equifax Secure
maintains or accesses during the performance of the Authentication Services
which exist prior to each User's use of the Equifax Secure Pages. Equifax
Secure Databases does not include the databases which are created by Equifax
Secure with User Information or otherwise as a result of the User's use of the
Equifax Secure Pages.

     I.   "EQUIFAX SECURE MARKS" means all domain names, trademarks and logos
designated by Equifax Secure for Client's use in conjunction with Client's
performance under this Agreement.

     J.   "EQUIFAX SECURE PAGES" means the pages related to the Authentication
Services which Equifax Secure hosts.

     K.   "EQUIFAX SECURE SOFTWARE" means any software provided by Equifax
Secure to Client which is necessary for the Client to communicate with Equifax
Secure and receive and/or use the Authentication Services.

     L.   "INITIAL LAUNCH DATE"  means the earlier to occur of either (i) the
first day on which the Authentication Services are generally made available to
Users, (ii) sixty (60) calendar days following the Testing Submission Date or
(iii) one hundred and twenty (120) calendar days after the Effective Date.

     M.   "INITIAL QUARTER" means the three (3) calendar month period
immediately after the Initial Launch Date.

     N.   "INITIAL TERM" will have the meaning ascribed to such term in
Section 6.1.

     O.   "MARKS" means the Client Marks or the Equifax Secure Marks, as
applicable.

     P.   "MONTHLY MINIMUM" means the guaranteed monthly fee as described in
Exhibit B.

     Q.   "NEW RELEASE" means a new release of the Authentication Services by
Equifax Secure that is made generally available to the Equifax Secure
customers. A New Release does not include any configuration details or
specification modifications that are specific to a single Equifax Secure
customer.

     R.   "RENEWAL TERM" will have the meaning ascribed to such term in
Section 6.1.
<PAGE>
     S.   "SPECIFICATIONS" will have the meaning ascribed to such term in
Section 2.1, as such document may be modified or updated from time to time by
the mutual agreement of the parties.

     T.   "STAGING ENVIRONMENT" means the site where Equifax Secure Pages are
made available for Client's review and testing prior to being made publicly
available.

     U.   "TERM" will have the meaning ascribed to such term in Section 6.1.

     V.   "TRANSACTION FEE" will have the meaning ascribed to such term in
Exhibit B.

     W.   "USER INFORMATION" means any information or data about Users (i)
provided by Client or the User to Equifax Secure, (ii) otherwise collected from
Users' use of the Equifax Secure Pages, or (iii) otherwise collected by Equifax
Secure in the manual verification process. Notwithstanding the foregoing, User
Information does not include information regarding the User already in the
possession of Equifax Secure prior to being input by and collected from the
User, in which case Equifax Secure either already owns, or has separately
acquired rights in such information.

<PAGE>

                                   EXHIBIT B
                                ADDITIONAL TERMS

1.   PURPOSE OF AUTHENTICATION: Consumer authentication for use in credit bureau
     access and other Intersections consumer credit education and privacy
     services.

2.   SET-UP FEES: $25,000.00 for up to two (2) scoring models. Any additional
     implementation or modeling with be additional. (Equifax Secure will deliver
     an invoice for $12,500 of the Set-up Fee soon after the Effective Date and
     will deliver an invoice for the remaining $12,500 on or about February 1,
     2001.)

3.   SERVICE FEES: Client shall pay to Equifax Secure the following Service
     Fees:

     A.   Transaction Fees. Client will pay to Equifax Secure a fee
     ("Transaction Fee") for each authentication transaction (each a
     "Transaction") according to the Transaction Fee Table and Transaction
     Completion Table set forth below. During the Initial Quarter, the
     Transaction Fees will be set at the $1.25 Transaction Fee level. For the
     quarter immediately following the Initial Quarter, the Transactions will be
     set at the $1.50 Transaction Fee level, and the Transaction Fee level for
     each subsequent quarter thereafter will be determined by setting the
     Transaction Fees at the level dictated by the Transaction Fee Table based
     on the Actual Annualized Transaction Volume for the immediately preceding
     three (3) months. The "Actual Annualized Transaction Volume" is computed by
     annualizing The actual volume of Transactions generated during the
     applicable measuring period. Equifax Secure will invoice Client on or after
     the end of each calendar month for the applicable Transaction Fees.

                              TRANSACTION FEE TABLE

<TABLE>
<CAPTION>
     ANNUALIZED TRANSACTION
           VOLUME                          TRANSACTION FEES
     -------------------------------------------------------------------
                               BASE       A        B        C       D
     -------------------------------------------------------------------
<S>                           <C>       <C>      <C>      <C>     <C>
           0 - 99,999         $2.40     $ .60    $1.20    $1.80   $2.40
     -------------------------------------------------------------------
     100,000 - 249,999        $2.15     $ .54    $1.08    $1.61   $2.15
     -------------------------------------------------------------------
     250,000 - 399,999        $1.90     $ .48    $ .95    $1.43   $1.90
     -------------------------------------------------------------------
     400,000 - 499,999        $1.65     $ .41    $ .83    $1.24   $1.65
     -------------------------------------------------------------------
         500,000+             $1.25     $ .31    $ .63    $ .94   $1.25
     -------------------------------------------------------------------
     -------------------------------------------------------------------
           N/A                $1.50     $ .38    $ .75    $1.13   $1.50
     -------------------------------------------------------------------
</TABLE>

     * Annualized Transaction Volume includes the aggregate of all invoiced
     Transactions regardless of Transaction Code.

     B.   Monthly Minimum. With respect to the first three calendar months after
     the Initial Quarter, Client will pay to Equifax Secure a Monthly Minimum in
     the amount of Five Thousand Dollars ($5,000) per calendar month. With
     respect to the following six calendar months of the Initial Quarter, Client
     will pay to Equifax Secure a Monthly Minimum in the amount of Ten Thousand
     Dollars ($10,000) per calendar month. With respect to the final three
     calendar months of the Initial Term, Client will pay to Equifax Secure a
     Monthly Minimum in the amount of Fifteen Thousand Dollars ($15,000) per
     calendar month. With respect to each calendar month of any Renewal Term,
     Client will pay to Equifax Secure a Monthly Minimum in the amount of Ten
     Thousand Dollars ($10,000) per calendar month. All Transaction Fees paid by
     Client throughout the Term will be offset on a dollar for dollar basis
     against the Monthly Minimum; provided, however, that in no event will any
     Transaction Fees paid in any month in excess of the Monthly Minimum for
     such month be applied towards the Monthly Minimums payable in previous or
     forthcoming months. Client agrees and acknowledges that the Monthly
     Minimums will be due and payable regardless of whether Client
     generates any Transactions during the Term. Upon (i) any termination of
     this Agreement, except a termination by Client due to an Equifax Secure
     material breach that is not cured within forty-five (45) days from Equifax
     Secure's receipt of notice thereof, or (ii) a material breach of this
     Agreement by Client that is not cured within forty-five (45) days (fifteen
     (15) days with regard to Client's payment obligations) from Client's
     receipt of notice thereof, the obligation to pay all of the Monthly
     Minimums not yet paid by Client shall accelerate (for the Initial Term),
     and all such Monthly Minimums shall immediately become due and payable,
     regardless of whether or not such Monthly Minimums were immediately due and
     payable had the foregoing items (i) and/or (ii) not occurred. Upon any
     termination for convenience by Client during any Renewal Term, the
     obligation to pay the remaining Monthly Minimums after the effect of
     termination shall cease.

     Due to the fact that Users may either voluntarily or involuntarily fail to
     complete the authentication process and may subsequently use an alternative
     process, the following Transaction Completion Table assigns a Transaction
     Code to each phase in the Transaction Process.


                          TRANSACTION COMPLETION TABLE
                                     TABLE

     --------------------------------------------------------------------------
     TRANSACTION                 TRANSACTION PROCESS COMPLETION
       CODE
     --------------------------------------------------------------------------

         A          The User accesses the Authentication Services and attempts
                    to complete an application form less than three times and
                    fails due to the inability to present information which
                    passes the standard field checks (syntax).
     --------------------------------------------------------------------------
         B          The User accesses the Authentication Services and attempts
                    to complete an application form at least three times and
                    fails due to the inability to present information which
                    passes the standard field checks (syntax).
     --------------------------------------------------------------------------
         C          The User accesses the Authentication Services and completes
                    an application form that passes the standard field checks
                    (syntax), but does not complete the application verification
                    process due to the User's inability to provide correct
                    information about his/her identity.
     --------------------------------------------------------------------------
         D          The User accesses the Authentication Services and completes
                    an application form that passes the standard field checks
                    (syntax) and the application verification process, and
                    results in the User being "scored".
     --------------------------------------------------------------------------

4.   Pricing Charges: Equifax Secure may modify this Exhibit B and have such
     modification be effective for any Renewal Term, provided that Equifax
     Secure provides to Client the modified pricing at least one hundred and
     twenty (120) days prior to the commencement of the applicable Renewal Term.
     Equifax Secure may not raise the prices in this Exhibit B, from one Term to
     the next Term, except if new features or functions are added to the
     Authentication Services or a third party supplier increases its rates, by
     more than the lesser of (i) five percent (5%) or (ii) the average increase
     for all Equifax Secure clients receiving the same type of services.

<PAGE>
                                   EXHIBIT C
                             PERFORMANCE STANDARDS


A.   AVAILABILITY. The Equifax Secure Pages will be available to Users, and the
Authentication Services will be operational, a minimum of 98.5% of the time
during any 30 day period, exclusive of scheduled down times. A scheduled
downtime is an Authentication Service or Equifax Secure Page downtime which is
(a) scheduled with at least three (3) days prior notice, (b) scheduled for
off-peak hours, and (c) does not exceed 6 hours at any one time.

B.   RESPONSE TIME. The average response time for server response to access the
Equifax Secure Pages will not exceed more than 10 seconds with the maximum
standard deviation not to exceed 12 second (i.e., the sum of the average
response and standard deviation not to exceed 12 seconds). A minimum of 90% of
the response times will occur in no more than 10 seconds..

C.   BANDWIDTH. The bandwidth representing the Equifax Secure Pages servers'
connection to the Internet will be operating at peak capacity no more than 10
minutes in any 24 hour period and at greater than 70% of peak capacity no more
than 60 consecutive minutes of any 24 hour period.

D.   SECURITY. Equifax Secure will take all commercially reasonable measures to
prevent unauthorized access to restricted areas of its servers and any databases
or other sensitive material generated from or used in conjunction with the
Authentication Services. In addition, Equifax Secure will immediately notify
Client of any known security breaches or holes in the Authentication Services or
Equifax Secure Pages.

E.   ERROR CORRECTION. In all three severity levels, Client-approved contacts
will page Equifax Secure to report the problem, in which case Equifax Secure
will respond to the page within sixty (60) minutes. Both Client and Equifax
Secure will work together to jointly determine the applicable severity level of
the service condition based on the following criteria:

     1.   SEVERITY ONE

A Severity One condition is when a User is unable to access the Authentication
Services due to the inability of Equifax Secure to provide a link (physical or
virtual) for the Authentication Services.

The condition is precipitated by network or hardware issues, Equifax Secure will
facilitate the Equifax Secure resolution of the condition within twenty-four
(24) hours of Equifax Secure learning of the loss of the Authentication
Services.

If the condition is precipitated by software issues, Equifax Secure will
facilitate the resolution of the condition by providing a software fix to Client
for their testing within forty-eight (48) hours of Equifax Secure learning of
the loss of Authentication Services.

     2.   SEVERITY TWO

A Severity Two condition is when a User experiences delays, degradation or
interruptions of the Authentication Services resulting in an inability to
provide appropriate service levels to the Users.

If the condition is precipitated by network or hardware issues, Equifax Secure
will facilitate the resolution of the condition within twenty-four (24) hours of
Equifax Secure learning of the condition arising.

If the condition is precipitated by software issues, Equifax Secure will
facilitate the resolution of the condition by providing a software fix to Client
for their testing within forty-eight (48) hours of Equifax Secure learning of
the condition arising.

     3.   SEVERITY THREE

A Severity Three condition is when Users are able to operate in an acceptable
manner, however, Equifax Secure is unable to provide reconciliation reports or
other reports described in the Specifications within prescribed time frames.

Equifax Secure will facilitate the resolution of the condition within five (5)
business days of Equifax Secure learning of the condition arising.
<PAGE>
                                                                           DRAFT

F.   BROWSER COMPATIBILITY.   The Equifax Secure Pages will initially be
compatible with Netscape Navigator 3.X and 4.X, Microsoft Internet Explorer 3.X,
4.X and 5X and AOL 5.X (so long as such browsers can handle at least 128 bit
encryption or are capable of being stepped-up to permit 128 bit encryption).
Client may request that additional versions of a browser or additional browsers
be added to the list that Equifax Secure supports. Equifax Secure generally will
support only widely used and industry compliant browsers with industry best
practices. If Equifax Secure support is deemed appropriate, at Equifax Secure's
sole discretion, Equifax Secure will determine the level of effort to provide
this support and provide Client an estimate of the development time and expense.
Equifax Secure reserves the right to terminate technology with 90 days notice
that is deemed to be commercially inappropriate.

G.   CUSTOMER SUPPORT.   Equifax Secure will provide no direct support or
technical support to the Users. Client will provide Level 1 Support to the
Users. Equifax Secure, or a third party on its behalf, will provide Level 2
Support and Level 3 Support solely to Client approved contacts relative to
unscheduled outages. Client approved contacts may obtain Level 2 and Level 3
Support by dialing the help desk number (888-407-0359 or such other number that
Equifax Secure may provide from time to time) 7 days a week, 365 days per year.
All support personnel will have access to Client technical specifications and
application profiles. See Error Correction for response times by severity level.

     LEVEL 1 SUPPORT:    Client shall provide Level 1 Support to Users. In no
event will Equifax Secure provide such support. Level 1 Support includes all
questions/comments/troubleshooting directly with the User.

     LEVEL 2 SUPPORT:    Level 2 Support may include but is not limited to the
following: diagnosing the problem with the Client based on its application;
diagnosing system down/not responding/slow; call routing and ticketing for
support (deciding where the problem lies, whether it be application or
network); proactive Client notification when the system is down; and/or
monitoring.

     LEVEL 3 SUPPORT:    Level 3 Support may include but is not limited to the
following: diagnosing whether the problem is a system problem or a product
problem; assisting when there is technical difficulty with the site (when the
server is not responding or is down); and/or dealing with back-end
reconciliation file problems and data delivery. This level of support will have
server access and reboot capabilities.

H.   REMEDIES.      Client's sole and exclusive remedy for Equifax Secure's
failure to meet the Performance Standards of this Exhibit C, is to terminate
the Agreement in accordance with Section 6.2 of the Agreement and the
applicable cure periods therein.




<PAGE>


                                   EXHIBIT D
                                 SPECIFICATIONS




<PAGE>
                                   EXHIBIT E
                                    REPORTS

Equifax Secure will provide the following information as part of its invoice
regarding the User's which access the Authentication Services:

<Caption>
<Table>

<S>  <C>                      <C>
-    Transaction Date         Date the User accessed the Authentication Services
-    Transaction Time         Time the User accessed the Authentication Services
-    User Name                The name of the User
-    Service Code             Price Code: A, B, C, D
-    Zip Code                 The zip code of the User
-    State                    The state in which the zip code is located

</Table>


<PAGE>
                                   EXHIBIT D

                     Equifax Internet Security Requirements
                              (North America only)

Equifax has a duty to protect the confidentiality and security of any consumer
report information or other nonpublic consumer information ("Consumer
Information") it provides to its customers (the "Customers"). In addition,
Equifax seeks to protect its proprietary information including subscriber codes,
account information, and all other nonpublic business information ("Proprietary
Information") (Consumer Information and Proprietary Information being referred
to cumulatively as "Equifax Information"). In order to discharge these
responsibilities, Equifax must obtain from its Customers complete information on
systems, applications, processes, and entities involved in the transmission of
Equifax information. Equifax requires a complete description of the intended
use, resale, or transmission of the Consumer Information by a Customer. This
document sets forth the policies and requirements of Equifax for Customers to
access, obtain, repackage, and distribute Equifax Information over the World
Wide Web (herein, the "Internet"). These requirements are in addition to
standard Equifax contractual terms and conditions, which must be fulfilled by
any prospective Customer.

1.   Terms of Delivery:

Identify method by which you, the Customer, will access Consumer Information
from Equifax;

If Customer is not the end-user, identify each intended business end-user and,
as applicable, consumer class of end-users (the "End-Users"); identify the
permissible purpose as defined by the Fair Credit Reporting Act, 15 U.S.C.
Section 1681, et seq., as amended ("FCRA"), or permissible use as defined by the
Gramm-Leach-Bliley Act, 15 U.S.C. Section 6801, et seq., as amended, and it
implementing regulations ("GLB") for each End-User (each, a "Permissible
Purpose");

Identify any broker, reseller, network, switch, or other intermediary (each, an
"Intermediary") present between Customer and any End-Users;

Identify Customer's intended downstream distribution of Equifax Information,
including whether any Consumer Information will be resold, transmitted, or
accessed by or through any Intermediary or any Intermediary's system or network;
state whether any consumer identifying information will be input by an
Intermediary in the application process for access to Consumer information;

Identify whether any Virtual Private Network, Extranet, or other
Internet-modified system will be utilized;

Specify the URL's and web sites through which the Customer intends to transmit
Consumer Information;

o    In the case of consumer End-Users, provide copies of web site consumer
     disclosures, privacy policies, credit data source attribution policy, and
     application format; and

o    Provide technical contact person(s), telephone number(s), and standard
     business hours.

<PAGE>
2.   Data Security **

----------
**  This information is confidential and has been omitted and filed separately
    with the Securities and Exchange Commission.
<PAGE>
3.   NETWORK TOPOLOGY **

     ----------
     **  This information is confidential and has been omitted and filed
     separately with the Securities and Exchange Commission.






                                                                               3


<PAGE>
 4.  END-USER AUTHENTICATION **

     ----------
     **  This information is confidential and has been omitted and filed
     separately with the Securities and Exchange Commission.






                                                                               4

<PAGE>
5.   END-USER VERIFICATION **

     ----------
     **  This information is confidential and has been omitted and filed
     separately with the Securities and Exchange Commission.







                                                                               5

<PAGE>
6.   NETWORK SECURITY CERTIFICATION
     ----------

     a. Equifax endorses, and in certain cases requires, a third-party network
        security certification and review on a periodic basis. This is in
        addition to, and does not supplant, the obligation to comply with these
        Internet Security Requirements. The certification and review should
        include the following:

     i.   A scan of all external IP addresses to determine if vulnerabilities
          exist in the Customer's infrastructure.

     ii.  Intrusion testing on at least a calendar quarter basis.

     iii. Review of security policies and procedures and incident management.

     b. The third party network security certification is required of the
        Customer and any Intermediary, if the Customer or Intermediary will
        transmit to any other person Consumer Information for any purpose.

     f. If the Customer will not transmit to any other person Consumer
        Information, but instead is only using the Internet to receive Consumer
        Information for its own Permissible Purposes, then the third party
        network security certification is recommended. If approved by Equifax,
        in lieu of a third-party security certification, the Customer may
        conduct its own periodic review with industry standard network and
        systems security software.

7.   COMPLIANCE

     a. The customer agrees to comply with these Internet Security Requirements
        at all times.

     b. A breach of security or other circumstance which causes or may have
        caused or allowed, access to Equifax Information by unauthorized persons
        or systems, whether intentional, fraudulent, or accidental, must be
        reported to Equifax as

                                                                               6


<PAGE>
     soon as possible and, in any case, not later than one (1) business day
after discovery.

8.   LIABILITY

The Customer shall assume all liability for the use and/or resale of Consumer
Information and its delivery via the Internet, and shall hold Equifax harmless
from all such liability.

9.   APPROVAL OF EXCEPTIONS

Equifax must approve, in writing, any variance from these Internet Security
Requirements.

10.  MODIFICATIONS

Equifax retains the right to update of modify, from time to time, these
Internet Security Requirements. If Equifax updates or modifies these Internet
Security Requirements, Equifax will require that the Customer conform its
systems, applications, processes or procedures to comply with the update or
modification within a reasonable time period, having regard to all relevant
security and legal concerns, as may be determined in the discretion of the
Equifax Group Executive, reasonably exercised.

11.  DISCLAIMER

Compliance by the Customer with these Internet Security Requirements shall not
relieve the Customer of the obligation to observe any other or further
contractual, legal, or regulatory requirements, rules or terms, nor shall
Equifax's review or approval of any of Customer's systems, applications,
processes, or procedures constitute or be deemed to constitute the assumption
by Equifax of any responsibility or liability for compliance by the Customer
with any contractual, legal, or regulatory requirements, rules, or terms.
Customer shall remain solely responsible for the security of its system, the
security of all Equifax Information received by it from Equifax, and for any
breach of that security. Equifax retains the right, in its sole discretion, to
withhold approval of Internet access to Equifax Information for any reason.
Equifax may suspend or terminate access to the Equifax Information at any time
if Equifax has reason to believe that Customer, an Intermediary, or a business
End-User has violated any of these Internet Security Requirements or any
contractual, legal, or regulatory requirements, rules or terms.

                                                                               7
<PAGE>
                                   EXHIBIT E

     For the Intersections enrollment process, FCRA disclosure verbiage is as
follows:

CUSTOMERS MUST CLICK ON A CHECKBOX WITH TEXT AS FOLLOWS:

     [X] Yes! Please enroll me in the Identity Guard service(s) indicated
above. Please note: Your privacy is important to us. Click here to view the
Intersections Inc. Privacy Policy.

SCROLL BOX CONTAINS THE FOLLOWING FCRA DISCLOSURE

     Legal Information

     The Federal Fair Credit Reporting Act protects consumers by governing how
     consumer credit reports can be obtained and used. It authorizes you to
     obtain a copy of your credit report from any credit reporting agency that
     maintains one for a reasonable charge. You are entitled to receive a
     disclosure directly from the consumer reporting agency free of charge under
     the following circumstances: you have been denied credit, insurance or
     employment within the past sixty (60) days as a result of your credit
     report; you certify in writing that you are unemployed and intend to apply
     for employment in the 60-day period beginning on the date on which you made
     the certification; you are a recipient of public welfare assistance; you
     have reason to believe that your file at the agency contains inaccurate
     information due to fraud.

     Otherwise, the consumer reporting agency may impose a reasonable charge for
     the disclosure. In addition, the Act allows you to dispute inaccurate
     details in your credit report, although accurate derogatory information
     remains on your files for the period of time provided by law.

     NOTICE TO ILLINOIS RESIDENTS: MANY GOVERNMENT RECORDS ARE AVAILABLE FREE OR
     AT A NOMINAL COST FROM GOVERNMENT AGENCIES. CREDIT REPORTING AGENCIES ARE
     REQUIRED BY LAW TO GIVE YOU A COPY OF YOUR CREDIT RECORD UPON REQUEST, AT
     NO CHARGE OR FOR A NOMINAL FEE.

     MA, VT, CO, MD and NJ permit consumers to obtain one credit report per
     credit reporting agency per year, free of charge.

     GA permits consumers to obtain two credit reports per credit reporting
     agency per year, free of charge.

CUSTOMERS MUST CLICK ON A SUBMIT BUTTON THAT IS PRECEDED BY THE FOLLOWING TEXT:

     Please make sure the information you have entered is accurate and complete.
     Then click Submit.

     By clicking Submit I request, authorize and provide my written instructions
     for Intersections Inc., provider of this service, to obtain and compile my
     credit report and/or monitor my credit file(s) at the credit bureau(s). I
     acknowledge that the service is a web based product and I agree to the
     electronic delivery or the service. I understand that Intersections Inc.
     cannot accept authorization from any person other than the individual
     joining the service and confirm that I am requesting my own personal
     information and no other. I acknowledge that, to ensure continuous service,
     my membership will be automatically renewed at the then current rate unless
     I tell you to cancel. I understand that Intersections Inc. is authorized
     under contract with the credit bureau(s) to serve the informational needs
     of consumers and assumes no liability for information contained in bureau
     files. I confirm that I am at least 18 years of age.

     Note: We cannot process your order without your authorization.
<PAGE>

           SECOND ADDENDUM TO AGREEMENT - CONSUMER DISCLOSURE SERVICE

This Second Addendum (the "Second Addendum") to that certain Agreement Consumer
Disclosure Service (the "Agreement") among EQUIFAX CREDIT INFORMATION SERVICES,
INC. N/K/A EQUIFAX INFORMATION SERVICES LLC, a Georgia corporation with its
principal place of business at 1550 Peachtree Street, Atlanta, GA 30309
("Equifax"), CREDITCOMM SERVICES, LLC, a Delaware limited liability company with
its principal place of business at 14930 Bogle Drive, Chantilly, Virginia 20151
("CreditComm"), INTERSECTIONS INC. a Delaware corporation with its principle
place of business at 14930 Bogle Drive, Chantilly, Virginia 20151
("Intersections") and DIGITAL MATRIX SYSTEMS, INC. a Texas corporation, with its
principal place of business at 15303 Spectrum Drive, 2nd floor, Addison, Texas
75001 ("Processor"), is entered into as of November 27, 2001 (the "Effective
Date")

WHEREAS, Equifax, CreditComm and Processor entered into the Agreement effective
April 7, 1997, regulating the provision, access to and use of certain Equifax
Credit Information and the resale of that information in the form of
"CreditCompare" and "Credit Monitoring" Services to Consumer Subjects, all on
the terms and conditions set forth therein; and

WHEREAS, the parties later entered into a First Addendum to the Agreement, dated
March 30, 2001, permitting CreditComm and Processor to access and use Equifax
Credit Information and resell that information in the form of "CreditCompare"
and "Credit Monitoring" Services to Consumer Subjects in electronic format via
the Internet, all on the terms and conditions set forth therein; and

WHEREAS, CreditComm is a wholly-owned subsidiary of Intersections, Inc., and its
product and service offerings include, in addition to CreditCompare and Credit
Monitoring Service, additional credit reports and profiles, credit monitoring
products and other related products which it sells under various names (these
products collectively referred to herein as "Intersections Products")

WHEREAS, Equifax Consumer Services Inc., an affiliate of Equifax, CreditComm and
Intersections, have entered into a certain Marketing, Operational and
Cooperative Services Agreement, dated November 27, 2001 (the "Commercial
Agreement"), pursuant to which Intersections and Equifax Consumer Services Inc.
agree to cooperate on a number of commercial projects including the transition
by Intersections of all of its credit monitoring or other products to use
Equifax Credit Information as the exclusive credit information incorporated in
such services; and

WHEREAS, the parties desire to further amend, modify and supplement the
Agreement, as amended by the First Addendum thereto; and

WHEREAS, capitalized forms used but not defined herein shall have the respective
meanings ascribed thereto in the Agreement, as amended by the First Addendum
thereto;

NOW THEREFORE, for good and valuable consideration the receipt of which is
hereby acknowledged, the parties now agree as follows:

<PAGE>
1.  EXCLUSIVITY.

    1.1. For all purposes of the Agreement as further modified by this Second
    Addendum, as used herein, "Intersections" shall mean and include CreditComm
    Services, LLC, Intersections Inc., or Processor unless otherwise specified
    or unless the context otherwise requires.

    1.2. Subject only to Section 5.3, Intersections shall use Equifax Credit
    Information as the sole component of all of its existing and future
    one-bureau Intersections Products that are credit monitoring products
    ("Intersections Monitoring Products") products that require credit
    information. In addition, Intersections shall utilize Equifax Credit
    Information as one of the two bureaus used in any of its dual bureau
    Intersections Monitoring Products, and as one of the three bureaus used in
    any tri-bureau Intersections Monitoring Products requiring credit
    information unless an Intersections client makes a specific request not to
    include Equifax.

        1.2.1. Intersections shall use its best efforts to transition all of
               its existing one and dual bureau Intersections Monitoring
               Products to use Equifax Credit Information as its underlying
               component, not later than one hundred and eighty (180) days after
               the Effective Date. Intersections will, on a monthly basis,
               report to Equifax or its representative the number of its
               customers who have been converted to Equifax and the number still
               to be converted.

        1.2.2. Equifax will cooperate with Intersections in its transition
               efforts including providing such reasonable assistance that
               Intersections may request (subject to any legal, or contractual
               obligations restraining Equifax's actions).

        1.2.3. To facilitate Intersections transition as required by this
               Second Addendum, Equifax at no expense to Intersections, shall
               provide to Intersections one CMS file for three consecutive
               months as required, for each Member who as of the first day of
               each such month had purchased an Intersections Monitoring
               Product.

    1.3.   Notwithstanding subclause (ii) of paragraph 4(b) of the First
    Addendum, Intersections shall during the Term of this Agreement and any
    extensions thereof use Equifax Secure Inc.'s elDverifier(TM) Authentication
    Service as its exclusive online authentication for all Websites maintained
    by it for the purpose of selling Intersections Products.

2.  SERVICES.

    2.1. Intersections shall use the Equifax Credit Information as a component
         of the Intersections Products only for sale directly to Consumer
         Subjects.

    2.2. Intersection shall use the Full Flat File received as part of the
         Equifax Credit Information only to calculate the changes to Members
         credit information for purposes of reporting the same as part of an
         Intersections Monitoring Product.

<PAGE>

         Intersections shall not separately sell or provide the Full Flat File
         to the Consumer Subject or any third party.

3.  PRICING. The prices applicable to the Equifax Credit Information and
    Services provided hereunder shall be inclusive of Safe Scan and shall be as
    follows:

         Credit Report Pull                    $ 1.90   per pull

         Quarterly or monthly update pull      $  .13   per Member per pull

    3.1. Subsequent to the transition described in Section 1.2 the monthly
         minimum of $100,000 in billings shall continue to apply throughout the
         Term of this Agreement. If at anytime, Intersections fails to meet such
         minimum for a thirty-day (30) period Equifax may change such pricing
         for all future purchases to its then current pricing based on volume.

4.  DEFINITIONS. The following definitions shall apply:

         4.1. "WebSite" as defined in Section 2(e) of the First Addendum shall
               include any website owned and operated by Equifax or any of its
               Affiliates and shall include a site operated jointly by
               Intersections and Equifax or any one of its Affiliates.

5.  TERM AND TERMINATION.

    5.1. Term and Renewal. The term of this Agreement shall be five (5) years
    from the Effective Date of this Second Addendum (the "Term"). This Agreement
    shall renew for consecutive two (2) year terms unless, written notice of
    nonrenewal is given by either party at least twelve (12) months prior to the
    effective date of the renewal.

    5.2. Termination Due to Termination of Commercial Agreement. Notwithstanding
    section 5.1 above, and subject to section 5.4 below, this Agreement shall
    automatically terminate twenty four (24) months after the date of
    termination or expiration of the Commercial Agreement for any reason;
    provided, however, that in the event that Intersections terminates the
    Commercial Agreement due to the material breach or default of Equifax, this
    Agreement shall terminate the later of (i) twenty four (24) months after the
    termination of the Commercial Agreement or (ii) five years after the
    Effective Date.

    5.3. Change of Control of Intersections. Notwithstanding any provision of
    this Agreement to the contrary, this Agreement shall automatically terminate
    thirty (30) days after termination of the Commercial Agreement by Equifax
    pursuant to Section 21.4.4 thereof (referencing Section 3.8 of a certain
    Stockholders Agreement and certain Restricted Purchasers).



<PAGE>

    5.3  Termination of Exclusivity. Notwithstanding the exclusivity requirement
    of Section 1 of this Second Addendum, in the event that (i) either Party
    gives notice of nonrenewal pursuant to Section 5.1, or (ii) Section 5.2
    becomes operable due to the termination or expiration of the Commercial
    Agreement, Intersections, may, at its discretion cease purchasing Equifax
    Credit Information for new enrollees of Intersections Products (excluding
    any such Services being provided to any Equifax-affiliated company) no
    sooner than six (6) months prior to the anticipated end of the Term of this
    Agreement.

    5.4  Termination Due to Breach. If, at any time, Intersections is (i)
    delinquent in the payment of any charges due Equifax pursuant to this
    Agreement and remains delinquent for more than thirty (30) days after notice
    from Equifax, or (ii) is in violation of any of the material terms of this
    Agreement and remains in violation for more than ten (10) days after notice
    from Equifax of such violation, then Equifax may, at its election,
    discontinue providing Services to Intersections and terminate this Agreement
    immediately by giving written notice to Intersections.

    5.5  Continued Effect. In the event of termination of this Agreement for any
    reason, the provisions of this Agreement shall remain in full force and
    effect as to all Equifax Credit Information which Intersections has
    requested or received from Equifax prior to the date of termination.

6.  CROSS DEFAULT. Intersections acknowledges and agrees that a material default
    under this Agreement that remains uncured after giving effect to any
    available notice and remedy periods shall be a default under the Commercial
    Agreement.

7.  EFFECT. Capitalized terms used herein and not defined herein shall have the
    meanings given to them in the Agreement. This Second Addendum amends and
    supercedes terms of the Agreement and the First Addendum that conflict with
    it and the terms of this Second Addendum shall be given precedence. Unless
    changed herein, all terms and conditions of the Agreement and the First
    Amendment shall remain in full effect.

<PAGE>

IN WITNESS WHEREOF, the parties hereto have duly executed this agreement as of
the date first written above.

EQUIFAX INFORMATION SERVICES                  CREDITCOMM SERVICES LLC
LLC ("Equifax")                               ("CreditComm")

By:__________________________                 By:__________________________

Name:________________________                 Name:________________________

Title:_______________________                 Title:_______________________

INTRSECTIONS INC. ("Intersections")           DIGITAL MATRIX SYSTEMS,
                                              INC ("Processor")

By:__________________________                 By:__________________________

Name:________________________                 Name:________________________

Title:_______________________                 Title:_______________________