Exhibit
10.3
Hosting Service
Agreement
Party A : Beijing Sohu New Era Information
Technology Co., Ltd.
Address: 15/F, Tower 2, Bright China
Chang’an Building, 7 Jianguomen Nei Avenue,
Beijing
Legal Representative: Zhang Chaoyang
Party B: Beijing Communication Corporation of
China Telecom
Address: No. 107 Xidan North Avenue, Xicheng
District, Beijing
Legal Representative: Liu Bo
Whereas:
|
1.
|
Party A desires
to have Party B host its equipments, which shall be linked to the
public Internet via the band width leased from Party B;
and
|
|
2.
|
Party B agrees
to provide to Party A server hosting and band width
services.
|
Based on the principles of mutual benefits,
trust in each other, paid services and joint development of both
parties, Party A and Party B have reached the following agreement
after friendly negotiation:
I. Content of Services
|
1.1
|
During the term
of cooperation, Party B shall be responsible to provide the
following service, for detailed numbers, please refer to Article
4.1:
|
(A) to provide Party A exclusive
band width connecting to Internet;
(B) to provide Party A optical
fiber, which shall be connected from Vision International center to
Beijing Telecom Zhaowei IDC Vipll;
(C) to provide Party A 100M digital
domestic electric circuits which shall be used as special temporary
maintenance line; and
(D) to provide Party A certain
numbers of chassis.
|
1.2
|
Party B agrees
to provide services to Party A according to this Agreement. The
detailed list of the equipments that are placed in the server booth
shall be referred to the IDC Server Hosting Working Sheet issued by
Party A to Party B.
|
II. Server Hosting
|
2.1
|
Party A shall
move its servers into Party B’s server booth (Beijing Telecom
Zhaowei IDC Server Booth). Party B shall check upon delivery
according the items on the Registration Form. Both parties shall
perform the hand-over and inspection according to the contents on
the equipments list.
|
|
2.2
|
Server Hosting
means that Party B shall host the server for Party A according to
this Agreement.
|
|
2.3
|
When the server
hosting is connected, both parties shall sign a confirmation letter
(Confirmation Letter).
|
III. Period of Server Hosting
|
3.1
|
The period for
server hosting shall start from October 8, 2004 and end on March
31, 2006.
|
-53-
|
3.2
|
Upon the
expiration of the server hosting period, this Agreement shall be
deemed renewed for one more year, if Party A does not file a
written application with Party B within 30 days before the
expiration of this Agreement, which shall be deemed as Party
A’s agreement on the server hosting.
|
|
3.3
|
If Party A
wishes to terminate the server hosting upon the expiration of this
Agreement, Party B shall disconnect Party A’s servers to
public Internet. Before such disconnection, Party B shall inform
Party A’s contact point with 5 days notice and keep the
physical line connection.
|
|
3.4
|
Party A shall
perform the hand-over process with Party A according to the
Equipment list within 10 days upon the expiration of this Agreement
and thereafter move the servers out of Party A’s server
booth.
|
|
3.5
|
If Party A
wishes to terminate this Agreement before its expiration, it shall
provide Party B written notice with 30 day’s notice. Upon
receiving Party B’s termination notice, Party A shall
disconnect the servers to the Internet according to the time
informed by Party A.
|
|
3.6
|
During the
server hosting period of this Agreement, if Party A wishes to
assign its rights and obligations to a third party, it shall be
deemed as early termination of the agreement and therefore 30
day’s prior written notice to Party B is required. Party B
will then enter into a new agreement with such third
party.
|
IV. Fees and Payment Method
|
4.1
|
The payment
under this Agreement include lump sum payment and service fees,
among them: [*]
|
|
4.2
|
Payment Method
and Term
|
|
4.2.1
|
The service
fees shall be calculated as of the effective date of this
Agreement;
|
|
4.2.2
|
The payment
shall be made according to the following methods:
|
Parry B shall send to Party A a bill
for the service rendered in last month. After receiving the bill,
Party A shall confirm its reasonableness and settle the bill by
check no later than the 20 th day of each month.
|
4.2.3
|
For the first
month of the fees for server hosting, if Party A does not have a
full month services, Party B shall calculate the actual service
fees according to the actual days that Party A use such services:
Service Fee = (monthly rent/numbers of the days of the Month)*
Actual Days.
|
|
4.2.4
|
For the last
month of the fees for server hosting, if Party A terminate the
lease and it does not have a full month services, Party B shall
calculate the actual service fees according to the actual days that
Party A use such services: Service Fee = (monthly rent/numbers of
the days of the Month)* Actual Days.
|
V. Rights and Obligations of Both
Parties
|
5.1
|
Party A’s
rights and Obligations
|
|
5.1.1
|
Party B
represent that it shall not use the backup line for business
operation during normal course of business. Only when there is
breakdown with the main line, which could not be properly
connected, Party A will use the backup lines. During normal
business operation, Party A shall not use the band width that are
more than agree. If within each month, the volume of the band width
exceeds the agreed volume in most of the days (25% of that month),
Party A agree to negotiate with Party A separately regarding the
exceeds service fees.
|
|
5.1.2
|
Party A shall
provide proofs of qualification for provision of Internet
information Services and evidence that Party A is allowed to
publish information on Website (attachment I).
|
-54-
|
5.1.3
|
Party A, as
publisher of information on Internet, shall abide by applicable
laws and regulations related to Internet Information Service
Provision and shall not engage in any illegal activities. Party A
shall make contents published and provided on its website
consistent with relevant laws and regulation and social
ethics.
|
|
5.1.4
|
Party A shall
be entitled to manage its servers via remote access tools such as
FTP, Telnet, PCAnywhere, SSH and etc.
|
|
5.1.5
|
During the
leasing period, Party A could come to Party B’s
server
|
