Filed by sedaredgar.com - IAS Energy Inc. - Exhibit 10.2






 


Video1314.com o/b

Power Telecom Limited 
Outsourcing Services
(Contract # V1314-2007-001)

PowerNetix Limited

15th March 2007

	 	 
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Table of Contents

	1. 	
      Executive Summary

	 	 
	2. 	
      PowerNetix Infrastructure

	 	 
	3. 	
      Video1314 System

	 	 
	4. 	
      Network and Fault
Management




	 	 
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	1. 	Executive Summary 


PowerNetix offers corporations the latest in
Internet/Network Utility Computing products and related services. The experience
of the founders of PowerNetix have come from a commercial ISP (Leased lines,
xDSL Broadband services), System Integrations and Internet Infrastructure
Solutions since 1996. PowerNetix is the leading Internet technology company
providing cutting edge technology and value added Internet solutions to
businesses with its profound Internet expertise. The Company deals in Internet
service, network integration, Internet system integrations and software
development. PowerNetix is a leader in right-sizing available technologies to
meet the current and future business objectives of its clients.

Highlights

Summary: 

Total Outsourced
operations: Software Development and Design, Rental of Dedicated Servers,
Bandwidth Rental and Management for Video1314.com

PowerNetix Solution:
Total Solution

	 	Business Benefits: 
	 	User friendly Web2.0
      platform 
	 	High availability
  
	 	Performance 
	 	Cost Effective

	 	Reliability 
	 	Scalable 
	 	Highly secured

	 	24 x 7 supports
  



	 	 
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	2. 	PowerNetix infrastructure



PowerNetix is one of the most
advance Internet Data and Exchange Centre (IDXC) in Asia. PowerNetix
offers the highest switching fabric speeds among all the Internet Data and
Exchange centers in Asia. It is one of the first true Gigabit IDXCs with Layer 7
bandwidth management capabilities. From the ground up, PowerNetix's role
is to cater to Internet companies wanting the highest of Internet standards in
the industry. Our center is a physical Internet exchange for Internet companies
to launch their Internet platforms.

PowerNetix Internet is located
in Wanchai, the heart of Hong Kong City. PowerNetix services are designed
for maximum flexibility to ensure that businesses have the best solutions in
terms of reliability, security and flexibility to maintain mission-critical
Internet operations


 

	 	 
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Internet Exchange
IDC

 

Network Architecture

Cisco 12000 Series Router as Core
Backbone 
PowerAll Clustering Router as load balancing Backbone 
All racks
connect to backbone router by Cat 6 up to 2.5Gbps 
Self-optimizing/balancing

Auto-fail over/failsafe

Network Connectivity

2 x 100Mb Internet Connection

1000MB Capacity to HKIX
100Mb Capacity to HGC International Bandwidth

100Mb Capacity to China Telecom 
Scalable to 1Gb Internet
Connectivity

	3. 	Software Design, System Development and
      Dedicated Server 



	 	 
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System Solution

 

Payment Terms:

	
  Period: 1st March, 2007 to 31st Dec, 2008 

  
	
  Payment: On the 1st week of each month. Invoices
  are issued on the 1st of each calendar month and are due within 7 days.
  



Systems Management, Development and
all operations will be located at 22/F, China Online Centre, 333
Lockhart Road, Wan Chai, Hong Kong.

	 	 
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Specifications of Services and
Features 
PowerNetix’s Team is to development Video1314.com
into one of the most successful Web2.0 and video sites on the Internet.

Video1314.com is a Chinese Web 2.0
platform similar to YouTube. Video1314's Chinese platform will be developed and
expanded to launch across Asia in Japanese, Korean and English. Besides Video,
photo and audio sharing capabilities, Video1314 will develop a C2C, B2C and B2B
marketplace to buy and sell goods for its members. The development of Video1314
focuses on three main areas:

	
  Free online photo, video and audio sharing, 

  
	
  A marketplace to buy and sell goods using video,
  photo and audio technologies 

  
	
  High resolution TV programs that can be watched
  over the Internet 



Facilities used by Video1314.com. The
number of Servers and Internet bandwidth will be provided and scaled according
to its growth until end of contract.

 

	 	 
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	3. 	Network and Fault Management
  


Target Availability
Target availability for the
hosted services portal is 99.7% in any one calendar month, provided that:

	If the service is unavailable it must be reported by the customer and
  acknowledged by the hosts IMC (Internet Management Centre).
  
	The period of unavailability will commence from when the host first
  detects the fault
  
	Following investigation and repair the host will contact you to agree that
  the service can be accessed from the Internet. This will be deemed to be the
  end of the period of unavailability unless you the customer do not confirm the
  fix. 


Service Monitoring

	PowerNetix will provide 24 hour monitoring of bandwidth usage and
  availability as part of the Dedicated Server rental service.
  
	PowerNetix will also provide 24 hour monitoring of server hardware, such
  as CPU usage, and memory usage that are relevant applications from a health
  and performance service perspective. 


Scheduled Service Time

	Normally any managed application service is scheduled to be available 24
  hours per day, 7 days a week (taking into account target service
  availability). From time to time it will be necessary for the PowerNetix (the
  “Host”) to schedule maintenance tasks, which may cause a disruption to the
  Service. PowerNetix will use reasonable endeavors to provide a minimum of 72
  hours’ notice before conducting such planned service-affecting maintenance but
  does not guarantee it will always be able to do so.
  
	In order to perform scheduled routine maintenance, software and hardware
  upgrades, etc., a monthly system downtime period of six hours ("Maintenance
  Window") is reserved for each server within the Hosted Services Portal. This
  Maintenance Window is allocated by the hosts with full consideration to the
  need to minimize any impact on the Service, and is typically from midnight to
  6am Monday to Friday. Where downtime during this period is expected to be less
  than 60 minutes, prior notification to you the customer is not required. When
  it is reasonably practical to do so, The hosts will schedule any service
  affecting maintenance activity to fall within a Maintenance Window, and
  further will endeavor to provide as much prior notice of any other
  Service-affecting maintenance as is reasonably practicable under the
  circumstances. 


	 	 
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  As the hosts ‘maintenance window’ mirrors that of its co-locations
  partners, any requested maintenance by co-location partners should normally be
  performed during the same maintenance window, however the hosts cannot provide
  guarantees if the co-location partners schedule maintenance or downtime out of
  the hosts reasonable control. 

  
	
  Where significant changes are planned the hosts will provide a minimum of
  14 days notice when it is reasonably practicable to do so. 

  
	
  Emergency maintenance, updates, and other procedures will be scheduled by
  the hosts on a case-by-case basis. 

  
	
  Planned maintenance activity (either the hosts or co-location partners) is
  not considered to be part of the scheduled service time and is excluded from
  any availability measures. 



Networks Operations Centre (NOC)

The hosts Networks Operations Centre (NOC) primary function is
to provide support and management to hosted platforms and managed services.

The host’s IMC is available 24x7, 365 days per year (Including
Statutory & Bank Holidays). Contact details for the IMC are as follows:
-
By Telephone : (852) 2189-7222, (852) 9676-2387 
By Fax : (852)
2845-0959 
By Email : support@powernetix.com

Response Times

The standard response times for all support enquiries are as
follows:

	Initial response and acknowledgement within 1-hour of a support enquiry
  (telephone or email).
  
	Endeavor to resolve faults in line with following fault priority table.
  


	 	 
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Priorities

 

Escalation Policy

The hosts use the following escalation time periods (as
indicated below against SLA benchmarks & priorities) for calls not resolved
and under the scope of the SLA as follows: -

	1st escalation time lapse – fault escalated to IMC Shift Supervisor
  
	2nd escalation time lapse – fault escalated to IMC Manager
  
	3rd escalation time lapse – fault escalated to Services Director 


Internet Support Centre SLA

The Internet Support Centre (ISC) primary function is to
provide 1st and 2nd line Customer facing support.

At present all helpdesks run 9am to 5pm, 5 days a week

	 	 
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The only exception to this coverage is:

	Any days: Chinese New Year Holidays 


A 24x7 service may be made available if required subject to the
Customer’s requirements and it being commercial viable to all parties.

Response Times

Response times are totally dependent upon the SLA requirements
of a given customers service, however for example the following table shows what
this may cover and in what areas as a minimum: -

 

Confirmed and Accepted by 
Power Telecom Limited

	 	 	 
	Name: 	Samuel Kam 	 
	Position: 	 CEO 	 
	Date: 	1st March 2007 	 



	 	 
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