BY EXECUTING OUR REGISTRATION FORM, YOU AGREE THAT YOU HAVE READ AND ACCEPTED THESE TERMS AND CONDITIONS. IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND THE COMPANY TO THE TERMS GOVERNING THE USE OF THE SERVICE. THE TERM "YOU" REFERS TO THE COMPANY, ITS OFFICERS, DIRECTORS, AGENTS, AND EMPLOYEES, AS DEFINED IN THE INFORMATION PROVIDED TO VICONT CORPORATION ON THE REGISTRATION FORM. THE TERM "WE" REFERS TO VICONT CORPORATION. IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS, DO NOT EXECUTE THE REGISTRATION FORM FOR THE SERVICE.

BEFORE EXECUTING THE REGISTRATION FORM, YOU MUST ASCERTAIN THAT THE SERVICE WILL MEET YOUR SPECIFIC FUNCTIONAL REQUIREMENTS. THE SERVICE IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, AND WE DISCLAIM ALL WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND NO INFRINGEMENT. WE MAKE NO WARRANTY OR REPRESENTATION REGARDING THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE OR THAT THE SERVICE WILL MEET ANY USER'S REQUIREMENTS, OR BE UNINTERRUPTED, TIMELY, SECURE OR ERROR FREE. BY EXECUTING THE REGISTRATION FORM, YOU AGREE THAT THE REGISTRATION FORM CONTAINS NO CONTINGENT PAYMENT TERMS OR ANY OBLIGATION FOR VICONT CORPORATION TO REFUND ANY AMOUNTS CONTRACTED FOR.

We will never share a service provider's schedule with anyone. For persons scheduling appointments with a service provider, OneClickAppointment.com will not share their personal schedule information with anyone except the service provider with whom they make an appointment. All scheduling and appointment information will be confidential. Each service provider can view only information relating to his or her appointments.

We will compile site-wide demographic information that it will share with advertisers, but it will not compile profiles of individual users, including the gathering of names, addresses, email addresses and other personal information. Although we use all reasonable means to protect your personal information, we are not responsible for any improper use of your personal information that is beyond our reasonable control.

1. VicOnt Corporation (referred hereinafter as "our", "we" and/or "us") as an owner of OneClickApointment.com Online Appointment Scheduling System (referred hereinafter as "Online Scheduler") offers business customers (also referred hereinafter as "Customers", "Customer", "subscriber", "you" and/or "your") who agree to the following terms and conditions of service (hereinafter the "Terms and Conditions") the ability (the "Service") to schedule appointments and enable their customers to schedule appointments via the Internet on a customized web site (the "Site") hosted and maintained by VicOnt Corporation (“VicOnt”). To use the Service, you must obtain access to the Internet, either directly or through devices that access web-based content, and pay any service fees associated with such access. In addition, you must provide all equipment necessary to make such connection to the Internet, including a computer and modem or other access device. As part of Service configuration, you will select a web name (like http://www.OneClickApointment.com/yourbusinessname). Although we will make every effort to assign to you the web name that you select, we reserve the right to reject any of your choices if it has been previously assigned to another user or if VicOnt, in its sole discretion, deems such web name offensive.

2. In consideration of your use of the Service, you agree to provide VicOnt with complete and accurate billing and contact information. This information includes your legal company name, address, e-mail address and telephone number of authorized billing and systems administration contacts. You agree to update this information within thirty (30) days of any change to it. If the contact information you have provided is false or fraudulent, we reserve the right to terminate this Agreement and your access to the Service and Online Scheduler in addition to any other legal remedies.

3. Before the beginning of every contract term your will pay specified amount to VicOnt ($100.00 CAD per year) multiplied by the duration of the contract term in years, regardless of the number of appointments scheduled or cancelled by your customers through this Service. We reserve the absolute right, at our sole discretion, to terminate our provision of the Service to you if funds are not available. Rate may be changed at any time and you will receive notification prior to the change. If you elect to discontinue use of the Service and terminate the Agreement, no refund will be given for the unused portion of the Initial Term or any renewal term. In the event that you terminate this Agreement (other than by reason of breach by you) or choose not to renew, we will make available to you a file of Your Data within thirty (30) days of termination or non-renewal if you so request at the time notice is given. You agree and acknowledge that VicOnt has no obligation to retain Your Data, and may delete such data, more than 30 days after termination or non-renewal.

4. If payment of fees is not received for any reason, VicOnt reserves the right to suspend your access to your Online Scheduler if the problem cannot be cured within ten (10) business days and terminate your access if the problem cannot be cured within thirty (30) days. If you believe that a notice from VicOnt is incorrect, you must contact us within ten (10) days of the notice date to avoid suspension.

5. VicOnt may deny you access to all or part of the Service without notice if you engage in any conduct or activities that VicOnt believes in it sole and absolute discretion violates applicable law or any terms of this agreement. You agree that any termination of your access to the Service and your Online Scheduler hosted by VicOnt under any provision of this Agreement may be effected without prior notice, and acknowledge and agree that VicOnt may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Service. Further, you agree that VicOnt shall not be liable to you or any third-party for any termination of your access to the Service or your Scheduler.

6. Online Scheduler grants you and your clients a non-exclusive and non-transferable license to access the Services over your computer or computers. Online Scheduler is the owner of any and all information, data, text, software, messages and other materials (collectively, "Content") within the Service, including, without limitation, the URL assigned to your business.

7. VicOnt alone (and its licensors, where applicable) shall own all right, title and interest, including all related Intellectual Property Rights, in and to the VicOnt Technology, the Content and the Service and any suggestions, ideas, enhancement requests, feedback, recommendations or other information provided by you or any other party relating to the Service. This Agreement is not a sale and does not convey any rights of ownership in or related to the Service, VicOnt Technology or Intellectual Property owned by VicOnt to you. The VicOnt Corporation and OneClickAppointment.com names and other product names associated with the Service are own by VicOnt Corporation and no right or license is granted to use them.

8. You are responsible for any and all activities that occur under your Online Scheduler. You shall: (i) notify VicOnt immediately of any unauthorized use of any password or account or any other known or suspected breach of security; (ii) report to VicOnt immediately and use reasonable efforts to stop immediately any copying or distribution of Content that is known or suspected by you; (iii) assure that use of the Service shall at all times comply with all applicable local, state, federal, and international laws, regulations, and conventions, including without limitation those related to data privacy, international communications, and the exportation of technical or personal data; and (iv) not impersonate another VicOnt user or provide false identity information to gain access to or use the Service. VicOnt reserves the right to take any action it deems appropriate with respect to Content posted on your Online Scheduler. Such action is taken at the sole discretion of VicOnt and may include, but not be limited to, termination of your rights of use.

9. All data submitted by you to the Service, whether posted by you, Users, Customers or other third parties, shall remain the sole property of you or such third parties, as applicable, unless specifically notified in advance. You, not VicOnt, shall have sole responsibility for the accuracy, quality, integrity, legality, reliability, appropriateness and copyright of all Your Data, and VicOnt shall not be responsible or liable for the deletion, correction, destruction, damage, loss or failure to store any Data. In the event that you terminate this Agreement (other than by reason of a breach by you), VicOnt will make available to you a file of the Your Data within 30 days of termination notice if you so request. VicOnt reserves the right to withhold, remove and/or discard Your Data without notice for any breach, including, without limitation, your non-payment. Upon termination for cause, your right to access or use Your Data immediately ceases, and VicOnt shall have no obligation to maintain or forward any of Your Data.

10. You will receive a password and account designation upon completing the Service's Registration process. You are responsible for maintaining the confidentiality of the password and account, and are fully responsible for all activities that occur under your password or account. You agree to:

a. Immediately notify VicOnt of any unauthorized use of your password or account or any other breach of security, and

b. Ensure that you exit from your account at the end of each session.

VicOnt cannot and will not be liable for any loss or damage arising from your failure to comply with this Section 7 or from any loss or damage arising from the actions of any third party.

11. Except as expressly permitted, you may not reproduce, disclose, redistribute, retransmit, publish, sublicense, assign, transfer or commercially exploit any of the Services or any other content that you receive, directly or indirectly, through the Services to anyone without prior written approval from VicOnt. You may not use or permit anyone to use the information provided through the Services for any unlawful or unauthorized purpose.

12. VicOnt reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that VicOnt shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service.

13. You agree that VicOnt, at its sole discretion, may terminate your password, account (or any part thereof) or use of the Service, and remove and discard any Content within the Service, for any reason, including, without limitation, for lack of use or if VicOnt believes that you have violated or acted inconsistently with the letter or spirit of the Terms and Conditions. VicOnt may also at its sole discretion and at any time discontinue providing the Service, or any part thereof, with or without notice. You agree that any termination of your access to the Service under any provision of the Terms and Conditions may be effected without prior notice, and acknowledge and agree that VicOnt may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Service. Further, you agree that VicOnt shall not be liable to you or any third-party for any termination of your access to the Service. You also agree that VicOnt does not have any obligations to perform termination of your account if such termination request is submitted by you or by any third-party on your behalf by means of telephone, fax, voice message, regular or electronic mail.

14. Your correspondence or business dealings with customers found on or through the Service, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such customers. You agree that VicOnt shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such customers on the Service.

15. The Service may provide, or third parties may provide, links to other Internet sites or resources. Because VicOnt has no control over such sites and resources, you acknowledge and agree that VicOnt is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any Content, advertising, products, or other materials on or available from such sites or resources. You further acknowledge and agree that VicOnt shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such Content, goods or services available on or through any such site or resource.

16. If Customer links a web site controlled by Customer to the Service, Customer agrees to comply with all applicable laws and regulations, including, but not limited to, those related to pornography, obscenity, copyright, trademark, other intellectual property rights, data privacy, international communications, import and export of data and tax laws and regulations. Customer is solely responsible for any content contained on Customer's web site and Customer shall so state on Customer's web site. VicOnt may at any time and without advance notice modify or restrict Customer's participation in the Service if Online Scheduler determines in its sole discretion that Customer's information violates the any laws or regulations, is disruptive, causes a malfunction of the Service, or is not suitable for the Service. If Customer does not correct the violation within ten days thereafter, VicOnt may terminate the link or Customer's access to the Service.

17. Any use of Online Scheduler applications, systems and system resources that disrupts the normal use of the system for other Online Scheduler customers and users is considered to be abuse of system resources and is grounds for administrative intervention. Some examples of abuse include but is not limited to multiple enrollments for the same business, creation of fictional consumer profiles and login accounts, impersonating other customers and users in creating appointments for any business account (including own), running load tests and denial of service attacks against www.OneClickAppointment.com.

18. DISCLAIMER OF WARRANTIES. YOU EXPRESSLY UNDERSTAND AND AGREE THAT: YOU ARE USING THE SERVICES AT YOUR OWN RISK. THE SERVICES ARE DISTRIBUTED ON AN "AS IS" BASIS AND "AS AVAILABLE" BASIS AND THERE MAY BE DELAYS, OMISSIONS, ERRORS OR INACCURACIES IN SUCH INFORMATION AND DATA. THE SERVICES ARE PROVIDED WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OTHER THAN THOSE WARRANTIES WHICH ARE IMPLIED BY AND INCAPABLE OF EXCLUSION, RESTRICTION, OR MODIFICATION UNDER THE LAWS APPLICABLE TO THE TERMS AND CONDITIONS. YOU WILL BEAR ANY AND ALL LIABILITY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF USE OF THE SERVICES OR INABILITY TO USE THE SERVICES OR OUT OF ANY BREACH OF ANY WARRANTY NONE OF VICONT, ANY LICENSOR, EMPLOYEE, AFFILIATE OR AGENT OF VICONT OR ANYONE ELSE INVOLVED IN CREATING, PRODUCING OR DELIVERING THE SERVICES (EACH, A "PROVIDING PARTY") WARRANTS THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR FREE, OR MAKES ANY WARRANTY AS TO THE RESULTS TO BE OBTAINED FROM USE OF THE SERVICES OR FROM ANY INVESTMENT DECISION MADE USING THE DATA, INFORMATION, OR TRANSACTIONS PROVIDED BY THE SERVICES.

19. DISCLAIMER OF LIABILITIES NO PROVIDING PARTY (A) GUARANTEES THE ACCURACY, SEQUENCE, COMPLETENESS, TIMELINESS, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OF THE INFORMATION OR DATA MADE AVAILABLE THROUGH THE SERVICES OR BY ANY OTHER FORCE MAJEURE OR ANY OTHER CAUSE BEYOND THEIR REASONABLE CONTROL, (B) WILL BE LIABLE TO YOU OR TO ANYONE ELSE FOR ANY LOSS OR INJURY CAUSED IN WHOLE OR IN PART BY ITS NEGLIGENCE OR OMISSION IN PROCURING, COMPILING, INTERPRETING, EDITING, WRITING, REPORTING, OR DELIVERING, ANY INFORMATION OR DATA THROUGH SERVICES, (C) WILL BE LIABLE TO YOU OR ANYONE ELSE FOR ANY DECISION OR ACTION TAKEN BY YOU IN RELIANCE UPON WHICH SUCH INFORMATION OR DATA OR FOR ANY CONSEQUENTIAL, SPECIAL OR SIMILAR DAMAGES INCLUDING BUT NOT LIMITED TO LOST PROFITS, TRADING LOSSES, DAMAGES RESULTING FROM INCONVENIENCES, OR LOSS OF USE OF THE SERVICE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR (D) WILL BE LIABLE TO YOU FOR THE ACCURACY OF THE INFORMATION PROVIDED THROUGH THE SERVICE, EVEN IF THE PROVIDING PARTY WAS NEGLIGENT IN PREPARING SAID INFORMATION, OR FOR DELAYS OR OMISSIONS THEREIN NOR FOR ANY LOST PROFITS, INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES.

20. You agree, at your own expense, to indemnify, defend and hold harmless us, against any claim, suit, action, or other proceeding brought against us by a third party to the extent that such claim, suit, action, or other proceeding is based on or arises in connection with your use of the Services. You agree to pay any and all costs, damages, and expenses, including without limitation, reasonable attorney's fees and costs awarded against or otherwise incurred by or in connection with or arising from any such claim, suit, and action or

21. The laws of the Ontario shall govern these Terms and Conditions and the relationship between Customer and VicOnt. Customer and VicOnt agree to submit to the personal and exclusive jurisdiction of the courts located within the Ontario.

22. VicOnt reserves the right to change the terms and conditions of this Agreement or its policies relating to the Service at any time and shall notify you by posting an updated version of this Agreement on the Service. You are responsible for regularly reviewing this Agreement. Continued use of the Service after any such changes shall constitute your consent to such changes.