fs1a4ex10xii_soact.htm


     

    Exhibit
10.12

     

    AMENDMENT
AND CLARIFICATION TO GIGABLAST PROFESSIONAL SERVICES AGREEMENT

    


    This
Amendment (“July 2009 Amendment”) is entered into on the 24th day of
July, 2009 (“Effective Date”) to amend and clarify the “Gigablast Professional
Services Agreement” (the “Agreement”) that was made and entered into on January
19, 2009 by and between So Act Network, Inc. (“So Act”) and Gigablast, Inc
(“Gigablast”).

    


    Whereas;
Gigablast and So Act hereby clarifies the pricing chart listed as an Exhibit to
the Gigablast Professional Services Agreement to clearly state that the flat
monthly fee for the use of the search engine will not begin to apply until So
Act reaches at least one million users accessing the Gigablast network on a
daily basis.  The Pricing Chart is amended as follows:

    


    Pricing
Chart for Search Engine: (These charges begin after one million users access the
Gigablast search engine network)

     

    
      
        
          
            
              	
                      From
      one million users up 

                      tothis
      many 25KB 

                      Documents
      in Index

                       (In
      Millions)

                    	
                       Max
      25KB Pages

                      Downloaded
      Per Day

                       (In
      Millions) 

                    	
                       Max
      Typical Queries

                       Per
      Day 

                    	
                       Flat
      Monthly Fee

                    
	
                       25

                    	
                      1 

                    	
                      4,000,000 

                    	
                      $3,000 

                    
	
                       50

                    	
                      2

                    	
                      4,000,000 

                    	
                      $4,500

                    
	
                       100

                    	
                      4

                    	
                      4,000,000 

                    	
                      $6,750

                    
	
                       200

                    	
                      8

                    	
                      4,000,000 

                    	
                       $10,125

                    
	
                       500

                    	
                      16 

                    	
                      4,000,000 

                    	
                       $15,187

                    
	
                       1000

                    	
                      30 

                    	
                      4,000,000 

                    	
                       $22,781

                    
	
                       2000

                    	
                      50 

                    	
                      4,000,000 

                    	
                       $34,171

                    
	
                       5000

                    	
                      100 

                    	
                      4,000,000 

                    	
                      $49,257

                    


            

          

        

      

    

     

    In
witness whereof, the parties hereto have executed this Amendment as of the
Effective Date.

     

     

    
      
        
          	
                  Gigablast,
      Inc.

                	 
      	
                  So
      Act Network, Inc.

                
	 
      	 
      	 
      
	
                  By:
      /s/ Matt
      Wells

                	 
      	
                  By: /s/ Greg
      Halpern

                
	 
      	 
      	 
      
	
                  Name:   Matt
      Wells

                	 
      	
                  Name:
      Greg Halpern

                
	 
      	 
      	 
      
	
                  Title:
      CEO

                	 
      	
                  Title:
      President