Exhibit 10.3


 


	
  *

  	
   

  	
  Certain confidential information contained in this document, marked
  by brackets, has been omitted and filed with the Securities and Exchange
  Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as
  amended.

  



 


	
  Google

  	
   

  	
  FOR GOOGLE INTERNAL USE ONLY

  
	
  1600 Amphitheatre Parkway

  	
   

  	
  Existing AW
  Customer

  	
  Paulson,
  Kurt

  
	
  Mountain View, CA 94043

  	
   

  	
  New IO

  	
  Ward, Matt

  
	
  650-623-4000

  	
   

  	
   

  	
  Date:

  	
  10/22/2004

  



 


CLIENT INFORMATION


 


	
  Company
  Name:

  	
  eAcceleration

  
	
  Division (if
  any):

  	
   

  
	
  Account ID:

  	
   

  



 


	
  Target
  Start Date:

  	
  10/22/04

  	
   

  	
  End
  Date:

  	
  10/20/05

  



 


All Target
Start Dates are only an estimate; the actual start date is the date that Google
posts applicable ads under this IO.


 


	
  Advertising Agency:

  	
   

  	
  Company (Division):

  	
  eAcceleration

  
	
  Media Contact:

  	
   

  	
  Media Contact:

  	
  Georgi Orlov

  
	
  Address Line 1:

  	
   

  	
  Address Line 1:

  	
  1050 NE Hostmark Ave Suite
  100B

  
	
  Address Line 2:

  	
   

  	
  Address Line 2:

  	
   

  
	
  City/State:

  	
   

  	
  City/State:

  	
  Poulsbo, WA

  
	
  Zip:

  	
   

  	
  Zip:

  	
  98370

  
	
  Phone:

  	
   

  	
  Phone:

  	
  206-417-2405

  
	
  Fax:

  	
   

  	
  Fax:

  	
  360-598-2450

  
	
  E-mail:

  	
   

  	
  E-mail:

  	
  georgio@eacceleration.com

  
	
   

  	
   

  	
   

  	
   

  
	
  Credit Card Information:

  	
   

  	
  Invoicing Information:

  	
   

  
	
  Name on Card:

  	
  Clinton Ballard

  	
  Company:

  	
  eAcceleration

  
	
  Billing Address Line 1:

  	
  1050 NE Hostmark Street

  	
  Attention:

  	
  Georgi Orlov

  
	
  Billing Address Line 2:

  	
  Suite 100B

  	
  Address Line 1:

  	
  1050 NE Hostmark Ave Suite
  100B

  
	
  City/State:

  	
  Poulsbo, WA

  	
  Address Line 2:

  	
   

  
	
  Zip:

  	
  98370

  	
  City/State:

  	
  Poulsbo, WA

  
	
  Card Holder Phone #:

  	
  360-697-9260

  	
  Zip:

  	
  98370

  
	
   

  	
   

  	
  Phone:

  	
  206-417-2405

  
	
  Credit Card Number:

  	
  [*]

  	
  Fax:

  	
  360-598-2450

  
	
  Card Expiration Date:

  	
  [*]

  	
   

  	
  Email:

  	
  onlineads@eAcceleration.com

  
	
  Card Type:

  	
  [*]

  	
   

  
	
   

  	
   

  	
  Customer will promptly notify
  Google of any change in address and contact name information for billing
  purposes by sending such notice by email to billing@google.com with a
  reference to the Customer ID.

  
					



 


Purchase
Order Number (#):


When applicable, PO Order # referenced above
is required and must be provided by Customer for Google Invoicing.


 


INSERTION ORDER BUDGET


 


	
  Maximum
  Total IO Budget

  	
  $3,000,000.00

  



 


Customer’s AdWords campaign
under this IO is authorized only up to the IO Budget set forth above, and
Google shall not be obligated to deliver any AdWords ads in excess of the IO
Budget.


 


REQUESTED BILLING METHODS (PREMIUM ADWORDS)


 


	
   

  	
  o

  	
  Invoicing:

  	
  Customer will be billed at
  the end of the month, based on the actual number of clicks. Customer’s credit
  must first be approved by Google in order for this billing method to apply.

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  ý

  	
  Credit Card:

  	
  Customer will be billed via
  online system on the credit card information provided above.

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  o

  	
  Pre-payment:

  	
  Customer will pre-pay the
  Total IO Budget prior to any campaign launch. Customer may select this
  method; however, acceptance and terms of pre-payment are at Google’s sole
  discretion. Pre-payment does not obligate Google to deliver any AdWords ads
  notwithstanding acceptance of pre-payment by Google. Unused portions of
  pre-payments will be returned to Customer after the end date to the extent
  there are no amounts still due to Google.

  



 


 


 





















BILLING TERMS


 


1) Terms
of Payment. If Google, at any time, deems itself insecure
with respect to Customer’s ability to meet its financial obligations under this
IO, Google shall have the right to require pre-payment of the total amount due
for the IO in advance of the Target Start Date or as otherwise requested by
Google. Customer must remit all payments under this IO to Google by the due
date indicated on the Invoice(s). In the event of nonpayment of all or any
portion of an account, Google reserves the right to immediately terminate this
IO upon written notice to Customer and immediately suspend that entire Customer
account. Late payments are subject to interest payments as set forth in the
Terms and Conditions.


 


2)
Pre-payment/Payment Information


 


Remit Payment to: Google Inc.,
Department #33181, P.O. Box 39000, San Francisco, CA 94139-3181


Via Wire Transfer: Google Inc.,
Wells Fargo Bank, Palo Alto, CA ABA#[*], Acct#[*]


 


Customers that select the
invoicing billing method may also pay with credit card provided that Customer
completes the credit card information above.


 


ADVERTISEMENTS


 


Right to
Reject Advertisement - All advertisements submitted by
Customer are subject to Google’s approval. Google reserves the right to review,
reject or remove any IO, advertisement, or URL link, except that Google will
not cancel placement of an IO, advertisement, or URL link due to inventory
demand from other advertisers.


 


Optimization
Authorization: By signing below, Customer
pre-authorizes the Google Ad Operations group to modify or rearrange the text
elements in advertising creatives submitted by customer. Otherwise, please
check the box below to opt out of Google’s creative optimization program:


 


o I
want to opt out of Creative Optimization


 


TERMS AND CONDITIONS


 


This Insertion Order shall be
governed by terms and conditions (“Terms and Conditions”) available at the
following URL:


 


http://www.google.com/ads/adwordsterms.html


 


All terms contained in the
Terms and Conditions are made a part of this IO through incorporation by
reference. The signatory of this IO represents that s/he has read and agrees to
such Terms and Conditions and the terms of this Insertion Order. There shall be
no force or effect to any different or additional terms of any related
insertion order, purchase order or sales document.


 


Google may decide at any time,
in its sole discretion, to change, suspend or discontinue all or any aspect of
its advertising programs, including their availability, and shall notify
Customer of material changes and discontinuations. Google shall have no
liability for such decision.


 


By signing below, Customer
represents and warrants that all client information, including but not limited
to credit card information and invoicing information, provided herein is
complete and accurate and that no additional information is necessary for
payment of Google invoices.


 


Customer’s campaign(s) may go
live upon posting, at which time Google shall send Customer an email notifying
Customer it has 72 hours to modify Customer’s campaign keywords and settings as
posted. During those 72 hours, Google is only liable to Customer for keywords
or settings discrepancies if Customer can certify to Google by its
contemporaneous documentary evidence that Google posted keywords or settings
other than those requested by Customer. The account (as modified by Customer,
or if unmodified, as initially posted) will be deemed approved by Customer 72
hours after it initially posts.


 


 


Please Print Sign & Fax to: 206-260-8964


 


 


	
  CUSTOMER SIGNATURE

  	
   

  	
  GOOGLE SIGNATURE

  
	
  ADVERTISER

  	
   

  	
   

  	
  SIGNATURE:

  	
  /s/ Peter O’
  Sullivan

  
	
  OR AGENCY
  NAME:

  	
  eAcceleration
  Corp.

  	
   

  	
  NAME:

  	
  Peter O’Sullivan

  
	
  SIGNATURE:

  	
  /s/ G. Orlov

  	
   

  	
  TITLE:

  	
  Regional
  Director of Sales

  
	
  NAME:

  	
  Georgi Orlov

  	
   

  	
  Acceptance
  Date:

  	
   

  
	
  TITLE:

  	
  Director,
  Business Development

  	
   

  	
   

  	
   

  
	
  DATE:

  	
  10/22/2004

  	
   

  	
  * This
  Insertion Order shall be effective as of 

  
	
   

  	
   

  	
   

  	
      the acceptance date written above