Memorandum of Understanding

The practice of Actuarial Work-Products, Inc. is to inaugurate its activities without the necessity of a formal legal contract with the Eligible User.  The right to require such formal contract in the future is reserved by Actuarial Work-Products, Inc.

There is, however, an implicit understanding between the Eligible User and Actuarial Work-Products, Inc. that may be summarized as follows:

The Parties understand and agree to the following:

1. The Eligible-User may access the Website www.awpse.com by means of its User Name and password and gain any and all of the economic or other advantages available with certain designated Actuarial Work-Products thereforth.
2. The Eligible-User and Actuarial Work-Products, Inc. agree to and understand the         basic principles and practices of Actuarial Work-Products, Inc.:

• Structured/standardized Work-Products.
• Structured/standardized required data.
• Predetermined and global fees
• Intenet-based with a dedicated and secured Website
• Set rules governing professional or clerical errors.

            Such principles and practices are more fully-described on the Website.

         3.   The Parties understand and agree to the following as respects submitted data:

            Database
            This stored permanent data is maintained and controlled by the Actuarial Work-
            Products, Inc.  The Eligible User may input new data changes by hardcopy or
            electronically or freely access such Database for search-purposes only.

            Plan-Related Data
            This data may be inputted by the Eligible User review privileges by the Actuary.  This
            data will be made an Exhibit to the Work-Product so that the data has whatever life-
            span is given to the Work-Product.

         4.   The Eligible User and Actuarial Work-Products, Inc. agree that errors shall be treated
                as follows:

            Data-Related
           These errors will be deemed clerical errors and subject to correction.

            Computation-Related
            These errors will be deemed professional errors and treated accordingly.

         5.   Actuarial Work-Products will maintain a permanent electronic file of every e-mail
               prepared for control and review purposes.