CO-BRANDED SERVICE AGREEMENT
This Agreement, dated as of December 14, 1999 (the "Effective Date"), is made by and between Quepasa.com,
Inc., a Nevada corporation with its principal place of business at 400 East Van Buren, Phoenix, AZ 85004
("QuePasa"), and NetZero, Inc., a Delaware corporation with its principal place of business at 2555 Townsgate
Road, Westlake Village, CA 91361 ("NetZero").
WHEREAS QuePasa is the owner or licensee of certain Web properties and services targeting the U.S. Hispanic
community in both the English and Spanish language, including Internet Web sites and online communities
(collectively, the "QuePasa Services");
WHEREAS NetZero provides free dial-up Internet access services in the United States of America in the English
language (the "NetZero Service") to its subscribers. In conjunction with the NetZero Service, a persistent
window ("The ZeroPort") is displayed to subscribers while connected to the NetZero Service; and
WHEREAS the parties would like to offer free dial-up Internet access services and content targeted to the U.S.
Hispanic community through a customized version of the NetZero Service and The ZeroPort utilizing the
QuePasa Services, including a co-branded start page in both the Spanish and English language (the "Customized
NetZero Service"). It is understood that the Customized NetZero Service is intended to be designed primarily for
NOW, THEREFORE, QuePasa and NetZero hereby agree as follows:
1. The Co-branded Start Page.
a. Development of the Co-branded Start Page. QuePasa and NetZero shall jointly design and create a co-
branded Web start page (the "Co-branded Start Page") to be used in connection with the Customized NetZero
Service (as defined in Section 2(a)). The Co-branded Start Page shall be based upon both the home page for the
web site located at www.quepasa.com and NetZero specifications for co-branding such page with the NetZero
trademarks, logos, and links as mutually agreed upon. The