Sponsoring Organization's Proposal - Exhibit C

Terms of Registry Operation Agreement

September 30, 2000

Zeb Bhatti
Chief Executive Officer
WebVision, Inc.
19950 Mariner Ave.
Torrance, CA 90503

Re: Terms of Registry Operation Agreement

Dear Zeb:

This letter sets forth the terms of an agreement between Group One Registry, Inc. ("Group One") and WebVision, Inc. ("WebVision") whereby WebVision will provide registry operation services for the registry in the Internet Top Level Domain ("TLD") ".one," or such other TLD as Group One is delegated the authority to operate by the Internet Corporation for Assigned Names and Numbers ("ICANN"). Subject to the condition stated in Section 10, this letter constitutes a binding agreement between Group One and WebVision, and shall remain in full force and effect until such time as the parties execute a contract implementing the terms of this letter, which agreement shall be subject to approval by the board of directors of both companies. The parties intend to execute such a contract on or about November 15, 2000.

1. Scope of Services
   
   WebVision will customize software and provide equipment, personnel, and such other support as is necessary to operate the registry of Group One's TLD. WebVision will supply customer support services for the registry. Group One will pay WebVision a fee for these services.
   
   
2. Development of Software
   
   Group One will license to WebVision software for the operation of a registry. WebVision will customize this software to meet the specifications stated in Section 3. Group One will pay WebVision's usual and customary fees for the consulting and programming services required in the customization, to be billed and paid according to WebVision's standard practices. The customization will be completed within a mutually agreed time. The total of the fees is estimated to be $1,000,000, subject to evaluation and agreement by the parties. In the event the fees exceed the agreed amount by ten percent (10%) or more, or WebVision fails to complete the customization within the stated period, Group One may, at its sole option, cancel this agreement. The software will be owned exclusively by Group One, and used by WebVision under license from Group One solely to operate the registry for Group One.
   
   
3. Software Specifications
   
   The registry software as customized shall perform the following functions:
   
   
   • Accept new registrations over an enhanced RRP;
     
     
   • Accept Whois data and allow secure modifications by registrars;
     
     
   • Perform transfers between registrars;
     
     
   • Allow searches of Whois database;
     
     
   • Perform accounting, billing and payment functions;
     
     
   • Generate zone files;
     
     
   • Authenticate registrar users;
     
     
   • Deliver data to escrow facility; and
     
     
   • Other requirements as mutually accepted.
     
     
   
   
4. Hosting
   
   WebVision will dedicate up to 40 servers solely to the operation of Group One's registry. The servers shall be enterprise-class systems. WebVision will provide bandwidth access, connections, security, and other associated hosting services. WebVision will provide the staff necessary to maintain the hosting operation.
   
   
5. Hosting Fees
   
   Group One will pay WebVision a hosting fee of $.50 (fifty cents) per year for each name registered in Group One's TLD. This fee shall be subject to a minimum monthly payment of $178,000.
   
   
6. Redundancy
   
   WebVision shall maintain a fully operational redundant facility for the registry. The redundant facility shall be located in a different state than the primary facility, and obtain power from a different grid. WebVision shall have in place a disaster recovery plan and system, satisfactory to Group One, to immediately begin operation using the redundant facility in the event the primary facility is incapacitated for any reason.
   
   
7. Performance Standards
   
   The parties shall enter into a mutually agreeable Service Level Agreement ("SLA") acceptable to ICANN for the registry services providing for services consistent with SRS specification version 1.0.6 dated September 10, 1999. The SLA shall include penalties for any failure by WebVision to conform to the stated service standards. There shall be a minimum penalty enforced for each day during which there is a failure by WebVision to conform to the SLA.
   
   
8. Escrow
   
   The parties shall enter into a data escrow agreement with a third-party escrow agent acceptable to both parties and to ICANN. WebVision shall provide a full copy of the registry data to the escrow agent at least once per week. WebVision shall provide a copy of all changes to the registry data to the escrow agent at least once per day. The escrow agreement shall state that Group One has access to the escrowed data at any time for any reason, and that the data will be released to ICANN if the regsitry agreement between ICANN and Group One expires without an agreement for renewal. The registry system code and any modifications thereto shall be placed in escrow under the same conditions.
   
   
9. Term
   
   The term of the agreement shall be three years. The agreement may be renewed on conditions agreed by the parties.
   
   
10. Conditions
    
    The obligations of all parties under this agreement shall be conditioned upon the approval by ICANN of Group One's application to be delegated a TLD.
    
    If you agree to these terms, please sign one copy of this letter and return it to me in the enclosed envelope, and keep the other copy for your records.
    
    

Accepted and Agreed:

(Signed)
Zeb Bhatti

Date signed: 9/30/2000

PKS:pks