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Non-Tech : pamc -- Ignore unavailable to you. Want to Upgrade?

To: Steven M. Kaplan who wrote (196)	4/4/1999 9:45:00 PM
From: Steven M. Kaplan	Read Replies (1) \| Respond to of 570

And the best part of all: AOL has extended the agreement and given HealthAxis much better terms for payment of the $33 million. This payment, originally due in a lump sum, has now been spread out over a 5 payment schedule, through April 1, 2001. They have also given HealthAxis access to Compuserve and Netscape Netcenter. >>Note AA - Changes in Web Alliance On March 29, 1999, the Company and AOL entered into the Second Amendment (the "Second Amendment") to the Amended and Restated Interactive Marketing Agreement with AOL, dated as of February 1, 1998, which provides that the Company will be the exclusive third-party direct marketer of managed-care and indemnity health insurance policies, dental insurance, vision insurance, prescription coverage, critical care insurance and long-term care insurance coverage and, subject to certain restrictions, the non-exclusive third party marketer of life and long-term disability (collectively, the "Products") for individuals and groups of less than fifty individuals in the United States via AOL's online service. The Second Amendment provides HealthAxis with access to CompuServe and Netscape Netcenter, which the Company believes will expand its marketing scope. The Second Amendment also provides for a four month "wind down" period in the event the Company elects not to exercise its option to renew its agreement with AOL for an additional term. In the event of nonrenewable, AOL has agreed to continue to market and support HealthAxis on a non-exclusive basis until May 31, 2000. In the event the Company elects to renew its agreement with AOL for a second term, the Second Amendment extends the renewal term from 24 to 28 months beginning on February 1, 2000 and ending on May 31, 2002. The Second Amendment also modifies the payment schedule due to AOL for the renewal term from a single payment of $33.5 million on February 1, 2000 to a payment schedule of: $5.0 million due on February 1, 2000; $5.9 million due on May 1, 2000; $5.9 million due on August 1, 2000; $8.4 million due on January , 2001; and $8.4 million due on April 1, 2001. Additionally, the Second Amendment provides for certain modifications and enhancements with regard to the placement of the Company's impressions on AOL. AOL has verbally acknowledged that HealthAxis has met all of the requirements regarding the "official launch" as of March 29, 1999 and has agreed to amend the terms of the Series B Preferred Stock. See Note BB.<<