CONCENTRIC NETWORK CORPORATION
1300 BRISTOL STREET NORTH, SUITE 220, NEWPORT BEACH, CA 92660
CONCENTRIC HOST SERVER SOLUTIONS SERVICE AGREEMENT

This Concentric Host Server Solutions  Service  Agreement  ("Agreement") is made
and  entered  into on this 12 day of 6, 1999  ("Effective  Date") by and between
Concentric Network Corporation,  Inc., a Delaware corporation ("Concentric") and
RBID.COM,  INC. ("Customer"),  a Florida corporation with its principal place of
business at 24461 Ridge Route Drive (2nd Floor), Laguna Hills, CA 92653.

The Parties hereto agree as follows:

1.0 SERVICES

Subject to the terms and  conditions of this  Agreement  during the term of this
Agreement,   Concentric   will  provide  to  Customer  the  goods  and  services
(collectively,  the  "Services")  as described  and  selected in the  applicable
Co-location  Order  Form(s)  and/or the Managed  Server Order  Form(s)  (each an
"Order Form") attached hereto as Exhibit A.

2.0 PAYMENT AND INVOICES

2.1 Fees.  Customer  shall pay  concentric  all fees indicated on the applicable
Order Form. These fees and charges may include a one-time set-up charge, as well
as certain monthly fees.


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2.2 Payment  Terms.  Billing will begin on the date that CNC  notifies  Customer
that the Service is  available  to Customer  ("Anniversary  Date").  Anniversary
Date, or availability, is the date regardless of whether Customer is prepared to
institute  usage of the Service,  when all services  indicated on the Order Form
have been installed, activated, and have been successfully tested. Billing shall
reflect all corrected  Services on the Order Form,  and Customer is obligated to
pay CNC for such  services.  CNC shall  invoice  Customer  monthly  for the fees
payable under this Agreement, and Customer shall pay CNC such fees no later than
30 days after the invoice date. IF CNC does not receive payment in full for each
invoice within 30 days after the invoice date, CNC may add to Customer's account
late cxharge of 1.5% per month, or the highest amount allowed by law,  whichever
is less.

2.3 Taxes.  All fees are in United  States  dollars and  exclude any  applicable
taxes.  Customer  shall pay,  indemnify  and hold  Concentric  harmless from all
sales,  use,  value  added or other  taxes of any  nature,  other  than taxes on
Concentric's net income,  including  panalties and interest,  and all government
permit or license fees  assesses upon or iwth respect to any fees due under this
Agreement  (except to the extent Customer  provides  Concentric with a valid tax
exemption  certificate).  If any  applicable  foreign law  requires  Customer to
withhold amounts from any payments to Concentric  hereunder:  (a) Customer shall
affect  such  withholding,   remit  such  amounts  to  the  appropriate   taxing
authorities  and promptly  furnish  Concentric  with tax receipt  evidencing the
payments of such  amounts;  and (b) the sum  payable by Customer  upon which the
deduction or withholding is based shall be increased to the extent  necessary to
ensure that,  after such  deduction or  withholding  , a net amount equal to the
amount  Concentric  would have  received  and   retained  in the absence of such
required deduction or withholding.


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3.0 REPRESENTATIONS AND WARRANTIES

3.1  General.  Each  party  represents  and  warrants  that it has the right and
authority  to  enter  into  this  Agreement,  and  that by  entering  into  this
Agreement, it will not violate,  conflict with or cause a material default under
any  other  contract,  agreement,   indenture,  decree,  judgment,  undertaking,
conveyance,  lien or encumbrance to which it is a party or by which it or any of
its property is or may become  subject or bound.  Each party  shall,  at its own
expense, make obtain, and maintain in force at all times during the term of this
Agrement, all applicable filings,  registrations,  reports licenses, permits and
authorizations necessary to perform its obligations under this Agreement.

3.2  Compliance  with Laws.  Customer  represents  and warrants that no consent,
approval or  authorization  of or  designation,  declaration  or filing with any
governmental  authority  is required  in  connection  with the valid  execution,
delivery  and  performance  of this  Agreement.  Each  party  shall,  at its own
expenses,  comply with all laws,  regulations and other legal  requirements that
apply to it and this Agreement,  including copyright, privacy and communications
decency laws.

3.3  Acceptable  Use.  Customer  is solely  responsible  for the  content of any
postings,  date or transmissions using the Services, or any any other use of the
Services by Customer or by any person or entity  Customer  permits to access the
Services.  Customer  represents  and  warrants  that  it  will:  (a) not use any
Concentric  equipment or services in a manner that (I) is  prohibited by any law
or regulation or concentric policy, or to facilitate the violation of any law or
regulation or such policy;  or (ii) will disrupt third parties' use or enjoyment
of any  communications  service or outlet;  (b) not  violate or tamper  with the
security of any Concentric computer equipment or


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program;  and (C) enter into an agreement with each of its end-users  sufficient
to comply with the terms herein. If Concentric has reasonable grounds to believe
that  Customer is utilizing  the  Services  for any such  illegal or  disruptive
purpose Concentric may suspend or terminate Services  immediately upon notice to
Customer.

3.4  DISCLAIMER.  THE  WARRANTIES  SET  FORTH  IN THIS  SECTION  3 ARE THE  ONLY
WARRANTIES MADE BY CONCENTRIC. CONCENTRIC MAKES NO OTHER WARRANTIES OF ANY KIND,
EXPRESS  OR  IMPLIED,  WITH  RESPECT TO ITS  SERVICES,  ANY  RELATED  SERVICE OR
SOFTWARE,  OR THE FITNESS OF THE SPACE FOR  CUSTOMER'S  USE.  CONCENTRIC  HEREBY
EXPRESSLY  DISCLAIMS  ANY  IMPLIED  WARRANTY OF  MERCHANTABILITY,  FITNESS FOR A
PARTICULAR  PURPOSE, OR  NON-INFRINGEMENT,  OR IMPLIED WARRANTIES ARISING FROM A
COURSE OF DEALING OR COURSE OF PERFORMANCE. NO ORAL OR WRITTEN INFORMATION GIVEN
BY CONCENTRIC, ITS EMPLOYEES, LICENSORS OR THE LIKE WILL CREATE A WARRANTY.

4.0 LIMITATION OF LIABILITY

UNDER NO CIRCUMSTANCES, INCLUDING NEGLIGENCE, WILL (A) CONCENTRIC OR ANYONE ELSE
INVOLVED IN ADMINISTERING,  DISTRIBUTING OR PROVIDING THE SERVICES,  OR (B) WITH
REGARD TO  THIRD-PARTY  SOFTWARE,  THE  APPLICABLE  LICENSOR,  BE LIABLE FOR ANY
INDIRECT,  INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES THAT RESULT FROM THE USE
OR INABILITY TO USE


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THE SERVICES,  OR, IF APPLICABLE,  THE THIRD-PARTY  SOFTWARE,  INCLUDING BUT NOT
LIMITED  TO LOSS OF  REVENUE  OR LOST  PROFITS,  OR  DAMAGES  THAT  RESULT  FROM
MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES OR EMAIL, ERRORS, DEFECTS,
VIRUSES,  DELAYS IN OPERATION OR  TRANSMISSION,  FAILURE OF PERFORMANCE,  THEFT,
DESTRUCTION  OR  UNAUTHORIZED  ACCESS  TO  CONCENTRIC'S  RECORDS,   PROGRAMS  OR
SERVICES,  EVEN IF SUCH  PARTY  HAS  BEEN  ADVISED  OF THE  POSSIBILITY  OF SUCH
DAMAGES.   IN  THE  EVENT  OF  ANY  BREACH  BY  CONCENTRIC  OF  THIS  AGREEMENT,
CONCENTRIC'S LIABILITY TO CUSTOMER WILL NOT EXCEED THE AMOUNT PAID TO CONCENTRIC
BY CUSTOMER DURING THE PREVIOUS TWELVE MONTHS. IN THE EVENT OF ANY BREACH BY THE
THIRD-PARTY  LICENSOR OF THIS AGREEMENT,  SUCH LICENSOR'S  LIABILITY TO CUSTOEMR
WILL NOT EXCEED THE AMOUNT PAID FOR SUCH THIRD-PARTY SOFTWARE.

5.0 CONFIDENTIAL INFORMATION

5.1 Definition.  For purposes of this Agreement "Confidential Information" shall
mean  information  indcluding,  without  limitation,  computer  programs,  code,
algorithms,  names  and  expertise  of  employees  and  consultants,   know-how,
formulas,  processes,  ideas, inventions (whether patentable or not), schematics
and  other  technical,   business,  financial  and  product  development  plans,
forecasts,  strategies and information  marked  "Confidential",  or if disclosed
verbally,  is identified as confidential at the time of disclosure.  In addition
to the  foregoing,  with respect to  Third-Party  Software  (as defined  below),
Confidential Information shall also include any source or object


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codes,  technical data, data output of such software,  Documentation (as defined
below),  or  correspendence  owned  by  the  applicable  Licensor.  Confidential
Information   excludes  information  that  of  the  receiving  party;  (ii)  was
rightfully  known or becomes  rightfully  known to the  receiving  party without
confidential or proprietary  restriction from a source other than the disclosing
party;  (iii) is  idependently  developed  by the  receiving  party  without the
participation   of  individuals   who  have  had  access  to  the   Confidential
Information;  (iv) is approved by the disclosing  party for  disclosure  without
restriction in a wirtten  docuemnt which is signed by a fuly authorized  officer
of such disclosing  party;  and (v) the receiving party is legally  compelled to
disclose;  provided,  however, that prior to any such compelled disclosure,  the
receiving  party will (a) assert the privileged and  confidential  nature of the
Confidential  Informqtion  against the third party  seeking  disclosure  and (b)
cooperate  fully  with the  disclosing  party  in  protecting  against  any such
discosure  and/or  obtaining  a  protective  order  narrowing  the scope of such
disclosure  and/or use of the Confidential  Information.  In the event that such
sprotection  against  disclosure  is not obtained,  the receiving  party will be
entitled to disclose  the  Confidential  Information,  but only asl,  and to the
extent, necessary to legally comply with compelled disclosure.

5.2  Nondisclosure.  Until the later of three (3) years from the Effective Date,
or the expiration of the then current term as set forth on the Order From [sic],
each party agrees to maintain all Confidential  Information in confidence to the
same extent that it protects its own similar Confidential Information, but in no
event less than reasonable care, and to use such  Confidential  Informaiton only
as permitted under this Agreement; in addition, with respect to the Confidential
Information of the Third-Party Software Licensor,  Customer agrees that it shall
not use or disclose such  information at an time either during the term or after
the termination of this


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Agreement,  except as required by law. Each party agrees to take all  ressonable
precautions  to  prevent  any  unauthorized  disclosure  or use of  Confidential
Informaiton including,  without limitation disclosing  Confidential  Information
only to its employees: (a) with a need to know to further permitted uses of such
information; (b) who are parties to apppropriate agreements sufficient to comply
with  this  Section  5;  and (c) who are  informed  of the  nondisclosure/nonuse
obligations  imposed by this Section 5; and both parties shall take  appropriate
steps to implement and enforce such non-disclosure/non-use obligations.

5.3 Terms of Agreement Confidential. Subject to Section 7.1, each of the parties
agrees not to disclose to any third  party the terms of this  Agreement  hereto,
except  to  advisors,  investors  and  others  on  a  need-to-know  basis  under
circumstances  that reasonable  ensure the  confidentiality  thereof,  or to the
extent required by law.

5.4  Injunctive  Relief.  In the event of an actual or threatened  breach of the
above confidentiality  provisions, the nonbreaching party will have no adqequate
remedy at law and will be entitled to immediate  injunctive and other  equitable
relief, withoutbond and without the necessity of showing actual money damages.

6.0 TERM AND TERMINATION\

6.1 Term.  This  Agreement  will commence on the Effective Date and continue for
the term  elected by Customer as set forth on the Order Form which will begin on
the Anniversary Date. The initial term of any Order Form placed pursuant to this
Agreement for either Co-location or Managed


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Server  Services  shall be a minimum of one (1) year.  Absent  written notice by
either  party  thirty  (30)  days  prior to the end of the  initial  term or any
successive renewal terms, this Agreement will automatically renew for successive
one (1) year terms under the prices then in effect for the Services.

6.2 Termination. A party may terminate this Agreement upon written notice to the
other party:

(a) For any material breach of this Agreement,  which the defaulting party fails
to cure within thirty (30) days following  written notice by the  non-defaulting
party of such breach; or

(b) Upon the other party's  insolvency or  liquidation as a result of which such
party  ceases to do  business  for a  continuous  period  of at least  three (3)
months.

6.3 Effect of Termination.  Customer shall comply with all applicable procedures
related to equipment removal upon termination. The obligations of Sections 3, 4,
5,  6.3  and 9 will  survive  any  expiration  or  earlier  termination  of this
Agreement.  In the  event  of any  expiration  or  earlier  termination  of this
Agreement,  Customer will (a) if applicable,  immediately  stop using the Third-
Party Software,  and in the applicabvle  Licensor's sole  discretion,  return or
destroy all copies of the Third-Party  Software,  Documentation (each as defined
below)  and  data  output  of  such  software;  and (b) be  obligated  to pay to
Concentric fees and other charges incurred prior to termination. In addition, if
Customer fails to pay any  invoice(s) for forty-five  (45) days or more from the
date of this oivoice,  Customer  shall be denied access to the Space (as defined
below)  until  such  time  as  the  invoice(s)  has  been  paid  in  full.  Upon
cancellation Concentric reserves the


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right to retain  customer-woned  equipment  until all amounts due and payable to
Concentric  have  been  settled.  Finally,  within  ten  (10)  dayus  after  the
termination  of this  Agreement,  if  requested,  Customer  shall  return to the
disclosing party all originals and copies of all Confidential  Information which
has been fixed in any tangible medium of expression. If return of digital copies
is impractical,  Customer may destroy the digital copies and send the disclosing
party written certification of such destruction.

7.0 MARKETING AND PROMOTION

7.1 Press  Release.  The parties may agree to cooperate to prepare and release a
joint press  release  rgarding this  Agreement,  subject to the approval of each
party, which must not be unreasonably withheld or delayed.

8.0 FACILITIES

8.1 The folowing  terms and  conditions  will apply only if Customer has filed a
Co-Location Order Form:

(a)  License  to Occupy.  For  purposes  of this  Agreement,  "Sapce"  means the
Concentric  facilities  where  Customer's  hardware  and software are stored and
operated.  Concentric  grants to Customer a non-exclusive  license to occupy the
Space.  Customer  acknowledges that it has been granted only a license to occupy
the Space and that it has not been  granted any real  property  interests in the
Space.


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(b) Servides.  Cocentric will provide Customer with the services ("Services") as
specified in the Order Form (i.e., "Remote Hands").

(c) Exclusions.  Services shall not include services for problems arising out of
(i) modification,  alteration or addition or attempted modification,  alteration
or  addition  of  hardware  undertaken  by  persons  other  than  Concentric  or
Concentric's authorized representatives, or (ii) hardware supplied by Customer.

(d) Material and Changes.  Customer shall comply with all  applicable  rules and
regulations, including equipment installation or de-installation, and alteration
of the Space. Customer shall not make any changes or material alterations to the
interior  or  exterior  portions  of the Space,  including  any cabling or power
supplies for its hardware.  Customer agrees not to erect any signs or devices to
the exterior portion of the Space.

(e) Damage. Customer agrees to reimburse Concentric for all reasonable repair or
restoration  costs  associated  with damage or destruction  caused by Customer's
personnel,  Customer's agents, Customer's  suppliers/contractors,  or Customer's
visitors  during  the term or as a  consequence  of  Customer's  removal  of its
hardware or property installed in the Space.

(f)  Insurance.  Custoemr  shall  maintain,  at  Customer's  expense,  Insurance
covering  equipment and personal property owned or leased byCustomer and used or
stored on Concentric's premises. Customer shall also maintain insurance covering
the equipment or property  owned or leased by Customer  against loss or physical


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damage. If so requested, Customer will provide CNC written evidence of insurance
coverage consistent with the requirements of this subsection.

(g) Customer  Duties.  Customer shall document and promptly report all errors or
malfunctions  fo the  hardware to  Concentric.  Concentric  shall take all steps
necessary  to  carry  out  procedures  for  the   rectification   of  errors  or
malfunctions  within a reasonable time. Customer shall maintain a current backup
copy of all programs and dates.  Customer  shall properly train its personnel in
the use of the hardware.

(h) Third-Party Software. For purposes of this Agreement, "Third-Party Software"
means those products  indicated as such on the Order Form. If Customer purchases
any  Third-Party  Software,  Customer hereby agrees to be bound by the following
terms  and  conditions,   and  further  agrees  to  enter  into  all  applicable
agreements, if any, which such third-party requires of Concentric.

(i) Customer is granted a  non-exclusive,  nontransferable  right to install and
use  the   Third-Party   Software  in  object   code  form  only,   accompanying
documentation  ("Documentation"),  and data output of such  software  solely for
Customer's  internal  use.  Such license is not  transferable  or  assignable by
Customer, in whole or in part, whether voluntarily or bymerger, consolidation or
sale, or otherwise by operation of law. Customer may make one backup copy of the
Third-Party Software for archival purposes only.

ii.  Title to the  Third-Party  Software  shall be  retained  by the  applicable
Licensor of such  software.  No right,  title,  or  interest in the  Third-Party
Software or  Documentation  is granted or conveyed to Customer by implication or
otherwise.


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iii. Customer  acknowledges  that the applicable  Licensor can only control such
Licensor's  servers and therefore such Licensor cannot guarantee delivery of all
data output registered by Customer in any given time period.

iv. Except for any backup archival copies  permitted  herein,  Customer may not,
and shall not allow other to, copy, modify, translate,  disassemble,  decompile,
reverse  engineer  or  create  derivative  wroks  of the  Third-Party  Software,
Documentation or data output of such software,

v.  Customer  shall not  disclose  the  results  of any  benchmark  costs of the
Third-Party Software or data output of such software to any third party; provide
third parties access to the Third-Party Software,  Documentation or data output,
sublicense,  rent, lease,  barter, sell, or otherwise distribute the Third-Party
Software,  Documentation or other data output; or use any technical  information
in any way  related to or acquired by use of the  Third-Party  Software  for the
prospective   economic  advantage  of  any  third-party.   Notwithstanding   the
foregoing,  Customer  may publish and  disseminate  summaries of the data output
performed and  transmitted by the  Third-Party  Software  provided that Customer
attributes  the  applicable  Licensor  as the  source  of  the  data  output  or
information on which such summaries are based.

vi.  CUSTOMER  HEREBY  ACCEPTS THE  SOFTWARE AND DATA "AS IS" WITH NO EXPRESS OR
IMPLIED  WARRANTIES OR CONDITIONS OF ANY KIND,  INCLUDING,  WITHOUT  LIMITATION,
WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THE APLICABLE
LICENSOR NEITHER ASSUMES, NOR AUTHORIZES ANY OTHER PERSON TO ASSUME FOR IT,  ANY


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OTHER LIABILITY IN CONNECTION WITH THE SOFTWARE, DATA, OR ANY OTHER INFORMATION,
INCLUDING,   WITHOUT   LIMITATION,   LIABILITY  ARISING  OUT  OF  THE  DELIVERY,
INSTALLATION, SUPPORT OR USE OF THE SOFTWARE, INFORMATION OR DATA. SUCH LICENSOR
DIES NOT WARRANT THE RESULTS OF ANY PROGRAM OR SERVICE OR THAT ANY ERRORS IN THE
SOFTWARE  WILL  BE  CORRECTED,   OR  THAT  THE  SOFTWARE  WILL  MEET  CUSTOMER'S
REQUIREMENTS  OR  EXPECTATIONS.  SUCH  LICENSOR  CANNOT  GUARANTEE  AND DOES NOT
WARRANT  THE  ACCURACY  OF THE  DATA  DELIVERED  TO  CUSTOMER  OR  THAT  DATA IS
TRANSMITTED TO CUSTOMER WITHOUT INTERRUPTION OR DELAY.

Customer  asserts and  acknowledges  that prior to execution of this  Agreement,
Customer  had  sufficient  opportunityt  o evaluate  the  Third-Party  Software,
Documentation, and data output delivery of such software to become familiar with
their performance and operation.

8.2 The following  terms and  conditions  will apply only if Customer has filled
out Managed Server Order Form.

(a) Services. Concentric will provide Customer with the services as specified in
the Order Form.

(b) Service Level Agreement.  Concentric agrees that its Managed Server downtime
will not exceed 4.33  minutes  per day, or 30.3  minutes per week,or 130 minutes
per month. If in any calendar month, Customer's server is down for more than 130
minutes  (exclusive  of (i)  scheduled  maintenance  windows  and (ii)  customer


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enabled faults), Concentric will credit to Customer's account twenty-five perent
(25%) of each month's Managed Server fee, as set forth in the Order Form.

8.3 Regulations. Customer shall comply with all applicable operational rules and
regulations,  while on Concentric's  premises and while under Concentric escort.
Concentric may, in its sole discretion,  limit Customer's access to a reasonable
number  of  authorized  Customer  employees  or  designee.  Customer  shall  not
interfere with any other customers of Concentric,  or such other  customers' use
of Concentric's facilities.

8.4 Assumption of Risk.  Customer  hereby  assumes any and all risks  associated
with  Customer,  its  agents  (including  contractors  and  sub-contractors)  or
employees'  use of the space  and  shall  indemnify,  defend  and hold  harmless
Concentric from any and all claims,  liabilities,  judgments,  causes of action,
damages,  costs,  and expenses  (including  reasonable  attorneys'  and experts'
fees), caused by or arising in connection with such use.

9.0 GENERAL PROVISIONS

9.1  Assignment.  This  Agreement will be binding upon, and inure to the benefit
of,  the  parties   hereto  and  their   respective   successors   and  assigns.
Notwithstanding  the above,  Customer  may not assign its rights or  obligations
under this  Agreement  without  the prior  written  consent of  Concentric.  Any
assignment in violation of this Section shall be null and void.

9.2  Independent  Contractors.  The parties will have the status of  independent


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9.2  Independent  Contractors.  The parties will have the status of  independent
contractors and nothing in this Agreement  should be deemed to place the parties
in the  relationship  of employer-  emploee,  principal-agent,  or partners in a
joint venture.

9.3  Waiver.  The  failure  of either  party to  enforce  at any time any of the
provisions of this Agreement,  or the failure to require at any time performance
by the other party of any of the provisions of this Agreement,  should in no way
be construed to be a present or future waiver of such provisions, nor in any way
affect  ther  right of either  party to enforce  each and every  such  provision
thereafter.  The express waiver by either party of any  provision,  condition or
requirement  of this  Agreement  will  not  constitute  a waiver  of any  future
obligation to comply with such provision, condition or or requirement.

9.4  Severability.  If any  provision  of this  Agreement  is helf by a court of
competent jurisdiction ot be invalid, illegal, or unenforceable under present or
future laws,  such provision will be struck from the Agreement and the remaining
provisions of this Agreement shall remain in full force and effect.

9.5  Monitoring of Content.  Concentric,  at its sole  discretion,  may elect to
electronically  monitor the  Concentric  network and may disclose any content or
records  concerning   Customer's  account  as  necessary  to  satisfy  any  law,
regulation, or other governmental requirestor to properly operate the Concentric
network and protect any of its customers.  Customer  acknowledges  and expressly
agrees that  Concentric  will not be liable to Customer or its customers for any
action  Concentric  takes to remove or restrict  access to obscene,  indecent or
offensive  content  made  available  by  Customer,  nor for any action  taken to


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restrict  access to material made available in violation of any law,  regulation
or rights of a third  party,  including  but not  limited to,  rights  under the
copyright law and prohibitions on libel, slander and invasion of privacy.

9.6 Indemnity.  Customer shall indenmify,  defend and hold harmless  Concentric,
and/or, if applicable,  the Licensor of the Third-Party  Software,  from any and
all  dmaages,  liabilities,  costs and  expenses  (including  but not limited to
reasonable  attorneys'  fees)  incurred  (a) by  Concentric  as a result  of any
threatened  or actual suit against  Concentric  arising out of or in  connection
with:  (i)  information  or content  provided,  accesses  or made  available  by
Customer on  Concentric's  network;  and (ii)  Customer's  gross  negligence  or
deliberate  wrongdoing  in  performance  under  this  Agreement  and  (b) by the
applicable Third-Party Software Licensor as a result of any threatened or actual
suit  against  such  Licensor   arising  from  Customer's  use,   summarization,
ordissemination  of  any  data  output  of  such  software,  including,  without
limitation, trade libel and slander.

9.7 Force  Majeure.  Either  party will be excused  from any delay or failure to
perform any  obligation  unmder this  Agreement if such failure is caused by the
occurrence of any event beyond the reasonable  control of such party,  including
but not limited to, acts of God, earthquake,  labor disputes and strikes,  riots
or war. The  obligations and rights of the party so excused shall be extended on
a day-to-day  basis for the period of time equal to that of the underlying cause
of the delay.

9.8 Governing  Law. This Agreement will be deemed to have been made in the State
of  claifornia,  and the  provisions  and  conditions of this  Agreement will be


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governed  by and  interpreted  in  accordance  with  the  laws of the  State  of
California, without regard to conflict of laws principles thereof.

9.9 Arbitration. Anyu dispute or claim arising out of or in connection with this
Agreement or the  performance,  breach or termination  thereof,  will be finally
settled  by  binding  arbitration  in San  Jose,  California  under the Rules of
Arbitration of the American  Arbitration  Association by an aribtrator appointed
in  accordance  with  those  rules.  Judgment  on  the  award  rendered  by  the
arbitrators   may  be  entered  in  any  court  having   jurisdiction   thereof.
Notwithstanding the foregoing,  either party may apply to any court of competent
jurisdiction for equitable relief without breach of this arbitration provision.

9.10  Entire  Agreement.  This  Agreement  sets forth the entire  agreement  and
understanding  of the parties with  respect to the subject  matter  hereof,  and
supersedes all prior agreements and understandings between the parties,  whether
written or oral with respect to the subject matter hereof.  No  modification  of
this  Agreement  shll be binding  upon the parties  hereto  unless  evidenced in
writing duly signed by  authorized  representatives  of the  respective  parties
hereto.

9.11  Notices.  Any  required  notices  hereunder  shall be given in writing via
electronic  mail and by certified  mail or overnight  express  delivery  service
(such  as DHL) at the  address  of  each  party  avove  or as  indicated  on the
applicable Order Form, or to such other address as either party may from time to
dime substitute by written notice.  Notice shall be deemed served when delivered
or, if delivery is not  accomplished  by reason of some fault of the  addressee,
when tendered.


<PAGE>



Customer and Concentric's authorized representatives have read the foregoing and
all documents incorporated therein and agree and accept such terms.

CUSTOMER REPRESENTATIVE                  CONCENTRIC NETWORK CORPORATION
By: /s/Peter Ferras                      By
-------------------                      --
Print Name: Peter Ferras                 Print Name:
(Authorized Signature)                   (Authorized Signature)
Title: President/CEO                     Title:



<PAGE>

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                                 June 11, 1999

Concentric Network                                           Prepared for:
Jason Stein                                                  Jim Ferras
1300 Bristol Street North                                    RBID
Suite 220                                                    (949) 470-4576
Newport Beach, CA 92660                                      (310) 779-9268
(800) 711-8030, ext 274
(949) 250-7265

One time/Non-Recurring Costs
<S>      <C>      <C>                                                  <C>               <C>              <C>
                                                                                                          Sales
Qty.     Part #                     Description                        Price/Unit        Subtotal         Tax

1                 Managed Server Set Up Fee                            $650.00           $650.00

                  Deluxe  Concentric  Host Managed  Server
                  Dual  Pentium  II/512 cache, 450 MHZ=ASUS BX
                  256 MB DIMM (to 512 cache) PC-100-SDRAM
                  Hard Disk:  9.1 GB IBM,  Ulta SCSI 3
                  32-Bit PCI Graphics  Card w/1MB DRAM
                  Ethernet  10/100 MB
                  50 GB monthly data transfer
                  8" rack space  included
                  5 business  day set up time upon  payment receipt
                  NT or Unix operating  system
                  6 IP addresses
                  Unlimited email to the limitations of the server
                   itself
                  Services: Remote Hands  100 and 200
                  Bandwidth  utilization  Reports
                  Pushing a button
                  Power Cycling  (turning on and off equipment)
                  Securing Cabling to Connections
                  Observing,  describing, or reporting on indicator
                   lights  or  display   information on  machines
                   or consoles
                  Typing   commands  on  a  keyboard   console
                  Cable organization, ties or labeling
                  File Server Back-up

Subtotal (without sales tax)                                                            $650.00
Calif. Sales Tax (7.75%)
Non-Recurring Costs Total*                                                              $650.00
                                    Monthly Charges



Qty.     Part#             Description                                          Price/Unit       Total       Sales Tax
1                 Deluxe Managed Server (Rented Server w/50 GB)                                  $950.00
1                 Mail Server (10 GB of Transfer/mo.)                                            $260.00
                  Remote hands 100 and 200 Services included

Subtotal                                                                                       $1,210.00
Calif. Sales Tax (7.75%)
Recurring Costs Total*                                                                          $1,210.00 x 3mos.
                                                                                               =$4,280.00
Comments:
         12 month agreement
*Subject to Terms and Conditions of Service afrement [sic]
Signature     /s/ signature illegible

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