RECITALS

INFORMATION SERVICES AGREEMENT

This Information Services Agreement ("Agreement") is entered into as of
May 14, 1999 (the "Effective Date"), by and between Inktomi Corporation, a
Delaware corporation with its principal place of business at 0000 Xxxxx Xxxxxxx
Xxxxxx, Xxxxx 000, Xxx Xxxxx, Xxxxxxxxxx, 00000 ("Inktomi") and xxxxxxxx.xxx,
Inc., having its principal place of business at 000 Xxxxxxxx Xxxxxxx Xxxx, Xxxxx
000, Xxxxxxxxx, Xxxxxxxx 00000 ("Powerize").

RECITALS

A. Inktomi provides services utilizing certain technology for searching
and indexing the Internet (the "Inktomi Search Engine," as more fully defined
below).

B. Powerize provides its customers the ability to search for and access
business information compiled by Powerize.

C. Powerize wishes Inktomi to provide search engine services using the
Inktomi Search Engine to provide its customers more efficient access to certain
of the Powerize Databases (more fully defined below) in accordance with the
terms and conditions of this Agreement.

D. Inktomi wishes to provide its customers access to the Powerize's
Databases and to further distribute such data to Inktomi's customers in
accordance with the terms and conditions of this Agreement.

AGREEMENT

In consideration of the foregoing and the mutual promises contained
herein the parties agree as follows:

1. Definitions. For purposes of this Agreement, the following terms
will have the indicated meanings:

1.1. "Database" means Inktomi's full text index database of
Web pages accessible by end users of the Site at any given time. The Database is
a database maintained as part of the Premium Content Search Services described
on Exhibit A.

1.2. "Documents" mean collectively Web pages and records
exported from a relational database.

1.3. "Inktomi Data Protocol" means the written specification
on how an Interface communicates and interacts with the Inktomi Search Engine.

1.4. "Inktomi Search Engine" means Inktomi's current Search
Engine as of the Effective Date as the same may be (i) updated as provided on
Exhibit A and (ii) otherwise updated, upgraded, modified, changed, or enhanced
by Inktomi from time to time at its sole discretion. The Inktomi Search Engine
does not and will not include features, options and modules developed and
customized specifically for third parties and provided to such third parties on
an exclusive basis, or features, options, modules and future products which
Inktomi licenses or provides separately.

CONFIDENTIAL TREATMENT REQUESTED
Brackets have been used to identify information which has been omitted from this
exhibit pursuant to a request for confidential treatment and filed separately
with the Securities and Exchange Commission.

1.5. "Inktomi Technology" means the Inktomi Search Engine, the
Inktomi Data Protocol, the Interface Construction Tools and all other computer
software, technology and/or documentation which is supplied by Inktomi for use
in or in connection with delivery of the Services, including without limitation
all source code and object code therefor and all algorithms, ideas and
Intellectual Property Rights therein.

1.6. "Intellectual Property Rights" means any and all rights
existing from time to time under patent law, copyright law, semiconductor chip
protection law, moral rights law, trade secret law, trademark law, unfair
competition law, publicity rights law, privacy rights law, and any and all other
proprietary rights, and any and all applications, renewals, extensions and
restorations thereof, now or hereafter in force and effect worldwide.

1.7. "Interface" means the editorial and graphical content and
design of the Web pages served to end users of the Site, including without
limitation the Search Pages, Results Pages, instruction pages, frequently asked
questions pages and any Site end user terms and guidelines.

1.8. "Interface Construction Tools" means all software tools,
if any, in object code form, provided by Inktomi to assist Powerize to build the
Interface to the Inktomi Search Engine, including without limitation Inktomi's
application server currently known as Forge.

1.9. "Powerize Databases" means those content databases
provided by Powerize to Inktomi from time to time as part of the Premium Content
Search Services described on Exhibit A.

1.10. "Premium Content URL List" means a list of Web sites
specified from time to time by Powerize that will be crawled and indexed as part
of the Premium Content Search Services described on Exhibit A.

1.11. "Results Pages" means all Web pages displaying search
results presented to end-users directly as a result of accessing the query
mechanisms of the Inktomi Search Engine or indirectly through a cache controlled
or influenced by Powerize.

1.12. A "Results Set" means a set of results consisting of
between zero and one hundred records presented (either directly from the Inktomi
Search Engine or indirectly through a cache controlled or influenced by
Powerize) in response to a search query.

1.13. "Search Engine" means computer software which crawls the
Internet, downloads and analyzes text and other data, sorts and organizes the
data, creates an index of accessible data, and, after receiving a particular
search request (in the form of a word query), locates material accessible in the
database, and presents the results of the search.

1.14. "Search Pages" means all Web pages which enable end
users of the Site to initiate and send search queries to the Inktomi Search
Engine.

1.15. "Services" means the Internet search engine services to
be provided by Inktomi for Powerize under this Agreement, as more fully
described on Exhibit A.

1.16. "Site" means a single Web site established and
maintained by Powerize through which end-users may access the Inktomi Search
Engine and run searches against the Database.

1.17. "Term" shall have the meaning indicated in Section 10.

1.18. "Web" means the so-called World Wide Web, containing,
inter alia, pages written in hypertext markup language (HTML) and/or any similar
successor technology.

1.19. "Web page" means a document on the Internet which may be
viewed in its entirety without leaving the applicable distinct URL address.

1.20. "Web site" means a collection of inter-related Web pages.

2. Provision of Services; Site Implementation.
-------------------------------------------

2.1. Services and Site Implementation. Subject to the terms
and conditions of this Agreement, Inktomi shall provide the Services to Powerize
for use in the Site, such services to be provided substantially in accordance
with the functionality specifications, performance criteria and limitations
specified on Exhibit A. Inktomi, at its own expense, shall provide all data
transmission capacity (bandwidth), disk storage, server capacity and other
hardware and software required to run the Inktomi Search Engine and maintain the
Database and the Powerize Databases. Powerize, at its own expense, shall create
the Interface to the Inktomi Search Engine for the Site, and shall provide all
disk storage, server capacity and other hardware and software required to run
and maintain the Site and the Interface, and to serve advertisements on the
Interface. Inktomi shall provide reasonable assistance (through telephone,
e-mail, the Web, or fax) to Powerize during regular business hours regarding
development of the Interface and integration of the same with the Inktomi Search
Engine. Powerize, at its own expense, shall provide all data transmission
capacity (bandwidth) required to connect to and receive information from the
Inktomi Search Engine.

2.2. Test Cluster. During the development period for the
Interface, Powerize shall only have access through the Inktomi Data Protocol to
a non-production version of the Inktomi Search Engine (the "Test Cluster"). Upon
completion of the Interface and all desired testing against the Test Cluster,
Powerize shall present the Interface to Inktomi for review and testing against
the production version of the Inktomi Search Engine. Inktomi shall promptly
notify Powerize of any problems or issues discovered by Inktomi regarding the
Interface. Once cleared by Inktomi, Inktomi shall provide access to Powerize to
the production version of the Inktomi Search Engine. Powerize may run reasonable
tests against the Test Cluster and the production version of the Inktomi Search
Engine, provided however that Powerize may not conduct any load testing (prior
to commercial launch of its search service) without the prior consent of
Inktomi. Load testing as used herein means the generation and delivery of more
than five queries per second. There shall be no service fee payable by Powerize
for queries run against the Test Cluster.

2.3. Inktomi Data Protocol. Promptly following execution of
this Agreement, Inktomi shall provide the Inktomi Data Protocol and the
Interface Construction Tools to Powerize. Inktomi grants to Powerize a
nontransferable, nonexclusive license during the Term to use the Inktomi Data
Protocol and the Interface Construction Tools solely to create and maintain the
Interface to the Inktomi Search Engine for the Site.

2.4. Other Services. Upon request, and provided that Powerize
is current with service fees due under this Agreement, Inktomi may provide
additional services beyond the services set forth herein. Any such additional
service shall be mutually agreed by the parties and set forth in written work
authorizations signed by both parties, shall be provided at Inktomi's then
applicable consulting rates and charges, and shall be deemed rendered pursuant
to and in accordance with the terms of this Agreement. Work authorizations, if
any, issued under this Agreement shall be sequentially numbered.

2.5. Inktomi Technology. As between Powerize and Inktomi,
Powerize acknowledges that Inktomi owns all right, title and interest in and to
the Inktomi Technology (except for any software licensed by third parties to
Inktomi), and that Powerize shall not acquire any right, title, and interest in
or to the Inktomi Technology, except as expressly set forth in this Agreement.
Powerize shall not modify, adapt, translate, prepare derivative works from,
decompile, reverse engineer, disassemble or otherwise attempt to derive source
code from any Inktomi software or documentation. Powerize will not remove,
obscure, or alter Inktomi's copyright notice, trademarks, or other proprietary
rights notices affixed to or contained within any Inktomi software or
documentation.

2.6. Interface. As between Inktomi and Powerize, Inktomi
acknowledges that Powerize owns all right, title and interest, including without
limitation all Intellectual Property Rights, in and to the Interface (except for
any software licensed by third parties to Powerize and except for editorial
content regarding the use and functionality of the Inktomi Search Engine
provided by Inktomi to Powerize for incorporation into the Site, which content
shall be and remain Inktomi Technology), and that Inktomi shall not acquire any
right, title or interest in or to the Interface, except as expressly set forth
in this Agreement.

2.7. Nonexclusive Services. Powerize understands that Inktomi will provide the
Services on a nonexclusive basis. Powerize acknowledges that Inktomi has
customized and provided, and will continue to customize and provide, its
software and technology to other parties for use in connection with a variety of
applications, including search engine applications. Nothing in this Agreement
will be deemed to limit or restrict Inktomi from customizing and providing its
software and technology to other parties for any purpose, including in
connection with search engine applications, or in any way affect the rights
granted to such other parties. Inktomi reserves the right to notify other
customers of the signing of this Agreement, but agrees not to provide such
notice earlier than two weeks before a public announcement by Powerize of its
business relationship with Inktomi or two weeks before commercial launch of its
search service, whichever is later.

2.8 Distribution Rights. Powerize may make the Results Sets
available to end-users of third party Web sites subject to the provisions of
this Section and all other terms and conditions of this Agreement. Customer may
make the Results Sets available only in connection with the distribution of
Powerize's search services to such third party sites and may not resell or
distribute the Inktomi Services. No Inktomi Technology may be provided to such
sites, and, unless otherwise agreed in writing by Inktomi, the Results Sets
shall be made available only through Powerize servers or similar means which
prevent direct access to the Inktomi Search Engine by such third party end
users. Powerize will provide such services only pursuant to a written agreement
which is at least as protective of the Inktomi Technology as the terms of this
Agreement and which contains a disclaimer of all warranties and limitations of
liability on behalf of Inktomi. Powerize will notify Inktomi at the end of each
quarter of the distribution relationships it has entered into during such
quarter.

3. Attribution; Trademark License.
-------------------------------

3.1. Attribution. All Search Pages and Results Pages shall
conspicuously display an icon to be provided by Inktomi (the "Inktomi Icon")
that indicates that Inktomi's technology is being used. The Inktomi Icon shall
measure at least 50 x 160 pixels and shall provide a link to a page of Inktomi's
choice on Inktomi's Web site located at xxx.xxxxxxx.xxx. The Inktomi Icon shall
be visible "above the fold" (that is, visible when the applicable Web page is
loaded by a browser displaying an active region of 650 x 320 pixels).

3.2. Trademark License. Inktomi hereby grants Powerize a
nontransferable, nonexclusive license under Inktomi's trademarks during the Term
to display the Inktomi Icon on the Site.

Powerize hereby grants to Inktomi a nontransferable, nonexclusive license under
Powerize's trademarks during the Term to advertise that Powerize is using
Inktomi's services. Promptly following the Effective Date, each party will
provide to the other party its trademark usage guidelines, as such guidelines
may be amended from time to time. All uses of trademarks as set forth above
shall be in accordance with such guidelines. For uses outside of such
guidelines, a party will submit all materials of any kind containing the other
party's nonconforming trademarks to the other party before release to the public
for inspection, and such other party will have the right to approve or
disapprove such material prior to its distribution. Except as set forth in this
Section, nothing in this Agreement shall grant or shall be deemed to grant to
one party any right, title or interest in or to the other party's trademarks.
All use of Powerize trademarks by Inktomi shall inure to the benefit of
Powerize, and all use of Inktomi trademarks by Powerize shall inure to the
benefit of Inktomi. At no time during or after the term of this Agreement shall
one party challenge or assist others to challenge the trademarks of the other
party (except to the extent such restriction is prohibited by applicable law) or
the registration thereof or attempt to register any trademarks, marks or trade
names confusingly similar to those of the other party.

4. Warranties and Disclaimer.
--------------------------

4.1. Inktomi Warranties. Inktomi warrants that (i) it has full
power and authority to enter into this Agreement, (ii) it has not previously and
will not grant any rights in the Inktomi Technology to any third party that are
inconsistent with the rights granted to Powerize hereunder, and (iii) throughout
the Term, the Inktomi Technology and the Services provided for Powerize shall be
free of material errors and defects and shall perform substantially in
accordance with the performance criteria set forth on Exhibit A. Inktomi does
not warrant that the Services will meet all of Powerize's requirements or that
performance of the Services will be uninterrupted or error-free. INKTOMI MAKES
NO OTHER WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE,
INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A
PARTICULAR USE, AND NONINFRINGEMENT. IN PARTICULAR, INKTOMI MAKES NO WARRANTIES
WHATSOEVER REGARDING THE NATURE OF THE MATERIAL CONTAINED IN THE DATABASE AND TO
THE MAXIMUM EXTENT PERMITTED BY LAW DISCLAIMS ANY RESPONSIBILITY OR LIABILITY
FOR SUCH MATERIAL.

4.2. Inktomi Obligations. Inktomi's sole obligation under the
foregoing warranties is to use its reasonable best efforts to correct any
portion of the Inktomi Technology or its business practices that does not meet
the foregoing warranties within a reasonable period of time, and if Inktomi
fails to do so, then Powerize shall have the right to immediately terminate this
Agreement and receive as a sole remedy a refund of all amounts paid by Powerize
applicable to Services to be rendered following the date of such termination.

4.3. Powerize Warranties. Powerize warrants that (i) it has
full power and authority to enter into this Agreement, (ii) it will seek all
necessary governmental approvals required to effectuate this Agreement, and
(iii) it shall perform the online services provided by Powerize through the Site
in accordance with all federal, state and local laws, including all professional
registration requirements related thereto. POWERIZE MAKES NO OTHER WARRANTIES OF
ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING WITHOUT
LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE, AND
NONINFRINGEMENT.

5. End-User Support. Powerize, at its own expense shall provide first
level Powerize support services to end-users of the Site. Inktomi, at its own
expense, shall provide second level technical support services to Powerize
regarding the operation of the Inktomi Search Engine. Such support services will
be provided as set forth on Exhibit B.

6. Payments.
---------

6.1. Service Fees. Powerize shall pay Inktomi service fees in
the amount and on terms specified on Exhibit C attached hereto.

6.2. Records. Powerize shall keep complete and accurate
records pertaining to the number of Results Sets served from a cache controlled
or maintained by Powerize. Such records shall be maintained for a two-year
period following the year in which any payments pertaining to such revenue were
due. Inktomi shall have the right to examine Powerize's records from time to
time but no more than once every six (6) months to determine the correctness of
any payment made under this Agreement. Such examination shall be conducted at
reasonable times during Powerize's normal business hours and upon at least ten
(10) business days' advance notice and in a manner so as not to interfere
unreasonably with the conduct of Powerize's business. If any such examination
indicates that Powerize has underpaid by more than five percent (5%) of the
aggregate payments due for the period subject to such examination, Powerize
shall reimburse Inktomi for reasonable costs of such examination.

6.3. Taxes. Powerize shall be responsible for all sales taxes,
use taxes, withholding taxes, value added taxes and any other similar taxes
imposed by any federal, state, provincial or local governmental entity on the
transactions contemplated by this Agreement, excluding taxes based upon
Inktomi's net income. When Inktomi has the legal obligation to pay or collect
such taxes, the appropriate amount shall be invoiced to and paid by Powerize
unless Powerize provides Inktomi with a valid tax exemption certificate
authorized by the appropriate taxing authority.

6.4. Payment. All fees quoted and payments made hereunder
shall be in U.S. Dollars. Powerize shall pay all amounts due under this
Agreement to Inktomi at the address indicated at the beginning of this Agreement
or such other location as Inktomi designated in writing.

7. Confidentiality.
----------------

7.1. Definition of Confidential Information. All information
and documents disclosed or produced by either party in the course of this
Agreement which are disclosed in written form and identified by a marking
thereon as proprietary, or oral information which is defined at the time of
disclosure, shall be deemed the "Confidential Information" of the disclosing
party. Notwithstanding the above, the parties agree that any information (in any
form, whether in tangible or intangible) relating to the Inktomi Technology is
considered Confidential Information of Inktomi.

7.2. Treatment of Confidential Information. Each party agrees
to protect the other party's Confidential Information in the same manner as such
party protects its own Confidential Information of substantially similar
proprietary value, but in no case less than reasonable care. Each party agrees
that it will use the Confidential Information of the other party only for the
purposes of this Agreement and that it will not divulge, transfer, sell,
license, lease, or otherwise disclose or release any such information or
documents to third parties, with the exception of (i) its employees or
subcontractors who require access to such for purposes of carrying out such
party's obligation hereunder and (ii) persons who are employed as auditors by a
public accounting firm or by a federal or state agency. Each party will use
reasonable efforts to advise any person obtaining Confidential Information that
such information is proprietary and to obtain a written agreement obligating
such person to maintain the confidentiality of any Confidential Information
belonging to the party or its suppliers.

7.3. No Other Confidential Information. Neither party shall
have any obligation under this Section 7 for information of the other party
which the receiving party can substantiate with

documentary evidence that has been or is (i) developed by the receiving party
independently and without the benefit of information disclosed hereunder by the
disclosing party; (ii) lawfully obtained by the receiving party from a third
party without restriction and without breach of this Agreement; (iii) publicly
available without breach of this Agreement; (iv) disclosed without restriction
by the disclosing party to a third party; or (v) known to the receiving party
prior to its receipt from the disclosing party.

8. Indemnification.
----------------

8.1. Inktomi Indemnification. Inktomi shall defend and/or
settle, and pay damages awarded pursuant to, any third party claim brought
against Powerize alleging the software comprising the Inktomi Search Engine
improperly includes any third party copyrighted subject matter, third party
patented subject matter or third party trade secrets; provided that Powerize
promptly notifies Inktomi in writing of any such claim and promptly tenders the
control of the defense and settlement of any such claim to Inktomi at Inktomi's
expense and with Inktomi's choice of counsel. Powerize shall cooperate with
Inktomi, at Inktomi's expense, in defending or settling such claim and Powerize
may join in defense with counsel of its choice at its own expense. Inktomi shall
not reimburse Powerize for any expenses incurred by Powerize without the prior
written approval of Inktomi.

8.2. Powerize Indemnification. Powerize shall defend and/or
settle, and pay damages awarded pursuant to, any third party claim brought
against Inktomi (i) related to the services provided by Powerize through the
Site or representations, claims or statements pertaining thereto, and (ii)
which, if true, would constitute a breach of any warranty, representation or
covenant made by Powerize under Section 4.3 of this Agreement; provided that
Inktomi promptly notifies Powerize in writing of any such claim and promptly
tenders the control of the defense and settlement of any such claim to Powerize
at Powerize's expense and with Powerize's choice of counsel. Inktomi shall
cooperate with Powerize, at Powerize's expense, in defending or settling such
claim and Inktomi may join in defense with counsel of its choice at its own
expense. Powerize shall not reimburse Inktomi for any expenses incurred by
Inktomi without the prior written approval of Powerize.

9. Limitation of Liability. IN NO EVENT WILL THE LIABILITY OF INKTOMI
AND ITS LICENSORS AND SUPPLIERS ARISING OUT OF THIS AGREEMENT EXCEED THE NET
AMOUNT INKTOMI HAS ACTUALLY RECEIVED FROM POWERIZE UNDER THIS AGREEMENT. INKTOMI
AND ITS LICENSORS AND SUPPLIERS SHALL NOT BE LIABLE FOR ANY LOST PROFITS OR
COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR FOR ANY INDIRECT,
SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING DAMAGES FOR LOST DATA,
HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY, INCLUDING BUT NOT LIMITED TO
CONTRACT, PRODUCTS LIABILITY, STRICT LIABILITY AND NEGLIGENCE, AND WHETHER OR
NOT IT WAS OR SHOULD HAVE BEEN AWARE OR ADVISED OF THE POSSIBILITY OF SUCH
DAMAGE. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL
PURPOSE OF ANY LIMITED REMEDY.

10. Term and Termination.
---------------------

10.1. Term. The term of this Agreement (the "Term") shall
commence on the Effective Date and shall continue in force for a period of three
(3) years, unless earlier terminated as provided herein.

10.2. Termination for Breach. Either party may suspend
performance and/or terminate this Agreement if the other party materially
breaches any term or condition of this Agreement and fails to cure that breach
within thirty (30) days after receiving written notice of the breach.

10.3. Termination due to Warranty. Powerize may terminate this
Agreement in accordance with the provisions of Section 4.2.

10.4. Termination due to Insolvency. Either party may suspend
performance and/or terminate this Agreement if the other party becomes insolvent
or makes any assignment for the benefit of creditors or similar transfer
evidencing insolvency, or suffers or permits the commencement of any form of
insolvency or receivership proceeding, or has any petition under bankruptcy law
filed against it, which petition is not dismissed within sixty (60) days of such
filing, or has a trustee or receiver appointed for its business or assets or any
party thereof.

10.5. Effect of Termination. Upon the termination of this
Agreement for any reason (i) all license rights granted herein shall terminate,
(ii) Powerize shall immediately pay to Inktomi all amounts due and outstanding
as of the date of such termination and (iii) each party shall return to the
other party, or destroy and certify the destruction of, all Confidential
Information of the other party.

10.6. Survival. In the event of any termination or expiration
of this Agreement for any reason, Sections 1, 2.5, 2.6, 4, 6, 7, 8, 9, 10 and 11
shall survive termination. Neither party shall be liable to the other party for
damages of any sort resulting solely from terminating this Agreement in
accordance with its terms.

10.7. Remedies. Each party acknowledges that its breach of the
confidentiality or service/license restrictions contained herein may cause
irreparable harm to the other party, the extent of which would be difficult to
ascertain. Accordingly, each party agrees that, in addition to any other
remedies to which the other party may be legally entitled, such party shall have
the right to seek immediately injunctive relief in the event of a breach of such
sections by the other party or any of its officers, employees, consultants or
other agents.

11. Miscellaneous.
--------------

11.1. Capacity. Each party warrants that it has full power to
enter into and perform this Agreement, and the person signing this Agreement on
either party's behalf has been duly authorized and empowered to enter in such
agreement. Each party further acknowledges that it has read this Agreement,
understands it and agrees to be bound by it. Each party acknowledges that such
party has not been induced to enter into such agreements by any representations
or statements, oral or written, not expressly contained herein or expressly
incorporated by reference.

11.2. Notice. Any notice required for or permitted by this
Agreement shall be in writing and shall be delivered as follows with notice
deemed given as indicated: (i) by personal delivery when delivered personally,
(ii) by overnight courier upon written verification of receipt, (iii) by
telecopy or facsimile transmission when confirmed by telecopier or facsimile
transmission report, or (iv) by certified or registered mail, return receipt
requested, upon verification of receipt. All notices must be sent to the
addresses first described above or to such other address that the receiving
party may have provided for the purpose of notice in accordance with this
Section.

11.3. Assignment. Neither party may assign its rights or
delegate its obligations under this Agreement without the other party's prior
written consent, except to the surviving entity in a merger or consolidation in
which it participates or to a purchaser of all or substantially all of its
assets, so long as such surviving entity or purchaser shall expressly assume in
writing the performance of all of the terms of this Agreement.

11.4. No Third Party Beneficiaries. All rights and obligations
of the parties hereunder are personal to them. This Agreement is not intended to
benefit, nor shall it be deemed to give rise to, any rights in any third party.

11.5. Governing Law. This Agreement will be governed and
construed, to the extent applicable, in accordance with United States law, and
otherwise, in accordance with California law, without regard to conflict of law
principles. Any dispute or claim arising out of or in connection with this
Agreement shall be finally settled by binding arbitration in San Mateo County,
California under the Commercial Rules of the American Arbitration Association by
one arbitrator appointed in accordance with said rules. Judgment on the award
rendered by the arbitrator may be entered in any court having jurisdiction
thereof.

11.6. Independent Contractors. The parties are independent
contractors. Neither party shall be deemed to be an employee, agent, partner or
legal representative of the other for any purpose and neither shall have any
right, power or authority to create any obligation or responsibility on behalf
of the other.

11.7. Force Majeure. Neither party shall be liable hereunder
by reason of any failure or delay in the performance of its obligations
hereunder (except for the payment of money) on account of strikes, shortages,
riots, insurrection, fires, flood, storm, explosions, earthquakes,
telecommunications outages, acts of God, war, governmental action, or any other
cause which is beyond the reasonable control of such party.

11.8. Compliance with Law. Each party shall be responsible for
compliance with all applicable laws, rules and regulations, if any, related to
the performance of its obligations under this Agreement.

11.9. Waiver. The failure of either party to require
performance by the other party of any provision shall not affect the full right
to require such performance at any time thereafter; nor shall the waiver by
either party of a breach of any provision hereof be taken or held to be a waiver
of the provision itself.

11.10. Severability. If any provision of this Agreement is
held by a court of competent jurisdiction to be contrary to law, such provision
shall be changed and interpreted so as to best accomplish the objectives of the
original provision to the fullest extent allowed by law and the remaining
provisions of this Agreement shall remain in full force and effect.

11.11. Headings. The section headings appearing in this
Agreement are inserted only as a matter of convenience and in no way define,
limit, construe or describe the scope or extent of such paragraph, or in any way
affect such agreements.

11.12. Counterparts. This Agreement may be executed
simultaneously in two or more counterparts and by facsimile, each of which will
be considered an original, but all of which together will constitute one and the
same instrument.

11.13. Entire Agreement. This Agreement, and the Exhibits
hereto, constitute the entire agreement between the parties with respect to the
subject matter hereof. This Agreement supersedes, and the terms of this
Agreement govern, any other prior or collateral agreements with respect to the
subject matter hereof. Any amendments to this Agreement must be in writing and
executed by an officer of the parties.

IN WITNESS WHEREOF, the parties have caused this Information Services
Agreement to be signed by their duly authorized representatives.

XXXXXXXX.XXX, INC. INKTOMI CORPORATION

By:/s/ Xxxxx X. Xxxxxxx By:/s/ Xxxxx Xxxxxxxx
-------------------- ------------------
Name: Xxxxx X. Xxxxxxx Name: Xxxxx Xxxxxxxx
------------------ ----------------
Title: CEO Title: CEO
----------------- ---------------
5/14/99

EXHIBIT A

SERVICES

Premium Content Search Services:
--------------------------------

Inktomi will use the Inktomi Search Engine to crawl the Premium Content
URL List, download and analyze text and other data (both from information
collected through crawling the Premium Content URL List and from Powerize
Databases), sort and organize the data, create an index of accessible data, and,
after receiving a particular search request from an end user (in the form of a
word query), locate material accessible in the Database and the Powerize
Databases and present the results of the search to the end user. The
functionality and performance criteria applicable to such services are as
follows:

1. Database Capacity. Inktomi will provision sufficient hardware,
software and other equipment that can provide query access to a Database
containing up to 32,000,000 Documents. The Documents included in the Database
shall be compiled by collecting records provided by Powerize to Inktomi from
time to time hereunder from the Powerize Databases. Powerize may request
additional database capacity, provided however that Powerize shall pay the
additional capacity expansion service fees set forth on Exhibit C.

2. [Indexing. Inktomi will index the content from the Powerize Database
and the Premium Content URL List as follows:

(a) Inktomi will crawl and index the Web pages associated with
the Web sites listed on the Premium Content URL List at least monthly. Inktomi
will crawl and index up to 1,000,000 Web pages specified by Powerize (either Web
pages in Web sites already on the Premium Content URL List or Web pages in Web
sites added to the Premium Content URL List by Powerize) on a weekly basis.
Powerize may delete Web sites from the Premium Content URL List by submitting
changes to Inktomi, and Inktomi will remove the associated Web pages within two
weeks of receipt of such changes.

(b) Inktomi will index all records contained in the Powerize
Database on a bi-weekly basis. Inktomi will index additional or changed records
within one day of receipt from Powerize, up to a maximum quantity of [*].(1)

3. Queries and Response Time. Inktomi will provision sufficient
hardware, software and other equipment to [*] service up to from Powerize and
its end users with an average response time of one second or faster measured
over daily windows. Specific query functionality shall be as set forth below.

o Ability to search by keyword, file type, domain, document
title, modification dates, document contents, depth and
metaword

o Ability to search by full text and phrase, and search with
Boolean operators (including AND, NOT and OR). Default search,
barring user modification at query time by the end user, will
be AND.

o Search on included object, covering the following objects:
Acrobat, java applets, active x controls, audio, plugins,
Flash, form, frame, image, script, Shockwave, table, video and

--------
1 Entire bracketed section under review by Inktomi and subject to modification
based on Inktomi review of Powerize's requirements.

vrml

o Search on included file type, by file extension
o Search on specific script language, covering Javascript and Vbscript
o Limit search to pages containing links to a specified domain
o Limit search to words in the HTML "title" field
o Grammatical stemming
o Search by language
o Case sensitivity support
o Pornography filtration
o Ability to selectively control the size of each set of results served
(0-10 records, 11-20 records, 21-30 records, 31-50 records, 51-75
records, 76-100 records)

4. Uptime/Downtime. The Inktomi Search Engine running the Premium
Content Search Services will have a minimum uptime operation of [*] over monthly
windows. Downtime shall mean any one minute interval in which the Inktomi Search
Engine is unable to process search requests.

Production Schedule
-------------------

Powerize will begin work on constructing the Interface and identifying
the Premium Content URL List and the Powerize Database, and Inktomi will begin
work on tuning its Search Engine to provide the services set forth herein
promptly upon execution of this Agreement. Both parties will use commercially
reasonable efforts so that the Premium Search Services are available to Powerize
for use in the Site are available within 90 days following the Effective Date.

EXHIBIT B

SUPPORT GUIDELINES

1. Definitions.

o Hours of Operation. Inktomi will provide Powerize with 7 x 24 support as
set forth herein.

o Problem. Any error, bug, or malfunction that makes any feature of the
Inktomi Search Engine perform unpredictably or to otherwise become
intermittently unavailable, or that causes the Inktomi Search Engine to
have a material degradation in response time performance.

o Severe Problem. Any error, bug, or malfunction that causes the Inktomi
Search Engine to become inaccessible to Powerize and its Site end users, or
that causes any feature of the Inktomi Search Engine to become continuously
unavailable.

o Enhancement Request. A request by Powerize to incorporate a new feature or
enhance an existing feature of the Inktomi Search Engine.

o Fix. A correction, fix, alteration or workaround that solves a Problem or a
Severe Problem.

2. Contact points.

o Powerize Technical Support Personnel. Powerize will designate no more than
three Powerize employees as qualified to contact Inktomi for technical
support.

o Inktomi Technical Support Personnel. Inktomi will ensure that its Technical
Support Personnel are adequately trained to provide technical support to
Powerize. Inktomi will provide Powerize with a web interface or an email
address (the "Support Address"), as well as an email pager address (the
"Support Pager") for contacting the Inktomi Technical Support Personnel.
Inktomi may change its designated Technical Support Personnel and executive
escalation personnel at its discretion with reasonable notice to Powerize.

3. Support procedures.

o All Problems reported by Powerize Technical Support Personnel to Inktomi
must be submitted via web site or email to the Support Address.

o If Powerize believes it is reporting a Severe Problem, Powerize will
accompany its email request with a page via the Support Pager.

o Upon receiving a report from Powerize, Inktomi will determine whether the
request is a Problem, a Severe Problem, or an Enhancement Request. Inktomi
will respond to the request and use reasonable commercial efforts to
provide a Fix as described in the support table set forth below.

o Inktomi will use commercially reasonable efforts to inform Powerize
Technical Support Personnel of Fixes.

4. Support levels.

o Powerize will provide technical support to end users of the Sites who email
or otherwise contact Powerize directly with questions about the Sites.
Powerize will use its commercially reasonable efforts to Fix any Problems
without escalation to Inktomi.

o Inktomi will provide the following technical support solely to Powerize
Technical Support Personnel:

---------------------------------------------------------------------------------------------------------------------
TYPE OF EMAIL TARGET RESPONSE TIME
RECEIPT OF EMAIL REQUEST REQUEST FROM EMAIL RECEIPT TARGET FIX TIME AND REPORTING
---------------------------------------------------------------------------------------------------------------------

During business hours or Commercially reasonable best efforts with
other times Problem [*] weekly status reports to Powerize
---------------------------------------------------------------------------------------------------------------------
During the hours
between 6:00 a.m. and Commercially reasonable best efforts with
9:00 p.m. Pacific time Severe Problem [*] daily status reports to Powerize
---------------------------------------------------------------------------------------------------------------------
Commercially reasonable best efforts with
During other times Severe Problem [*] daily status reports to Powerize
---------------------------------------------------------------------------------------------------------------------
During business hours or Enhancement
other times Requests [*] At Inktomi's discretion
---------------------------------------------------------------------------------------------------------------------

(c) In the event Inktomi does not respond to Powerize within the
target response time from email receipt set forth above, then
Powerize may contact the following Inktomi executive
escalation personnel in order:

Xxxxx Xxxxxxxxxxx - Search Engine Technical Operations
Xxxx Xxxxx - Director of Partner Services
Xxxx Xxxxxxxxx - General Manager, Search Business Unit
Xxxx Xxxxxx - Vice President Marketing
Xxxx Xxxxxxxxxxxx - CEO

EXHIBIT C

SERVICE FEES

1. Information Service Fee. Powerize shall pay Inktomi a base
information services fee of [*]. For subsequent years, the base information
services fee shall be paid in equal monthly installments on the last day of each
month. To the extent that the Term of the Agreement is for a portion of a year,
Powerize shall pay Inktomi a monthly information services fee equal to
one-twelfth of the annual base information services fee. This fee covers the
provisioning and maintenance of the dedicated search service for Powerize.

2. Capacity Expansion Fee. In addition to fees set forth above, if
Powerize explicitly requests database capacity of greater than [*}. For the
first year, the capacity expansion fee shall be paid within thirty (30) days
following the first day such additional capacity is available. For subsequent
years, the capacity expansion fee shall be added to and paid as part of the base
information services fee.

3. Per Query Service Fee. In addition to the fees set forth above,
Powerize shall pay Inktomi monthly per-query service fees based on the total
number of Results Sets served during the month. During the first twelve (12)
months of the Agreement, the initial queries equivalent [*]. Thereafter, the
fees equal:

(A) the total number of Results Sets served during the month
divided by the total number of days in such month ("Average
Daily Results Sets Served"),

(B) multiplied and added in accordance with the following graduated
schedule

[*]

(D) plus an amount for each Results Sets served during the month
containing more than ten records as follows:

Size of Results Set Incremental Pricing
------------------- -------------------
[*]

Monthly service fees shall be paid in arrears within thirty (30)
calendar days following the end of each month.

The total per-query service fees payable by Powerize shall not be less
[*]

4. All Services. The service fees set forth above are for all Services
provided by Inktomi as set forth on Exhibit A. In the event Inktomi and Powerize
mutually agree to modify the specifications on Exhibit A, additional charges may
apply.

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