FAX MESSAGE -

Memo ONE PAGE

TO: / DownStream Technologies’ NA Partner Channel
FROM: / Joseph Clark / DATE: / August 12, 2002
SUBJECT: / Training Courses

Dear DownStream Technologies Partner:

We have been getting many requests in North America for on-site training for the CAM350 product and we want you to be aware that we are now offering on-site training. Attached please find the pricing for such training. The fee structure is $2,000 per day for up to 4 students, and $400 for each additional student. The customer must also pay the instructor's T&E and this should be estimated and included up-front as part of the quote. Partner margins will be 25% for training. Due to the nature of training, we must require a 50% up front payment for training, with the remainder being 30 days. We will take training sales direct and commission Partners.

In all likelihood each customer will have special requirements for training, requiring that we prepare specifically for each customer. We will therefore need from each customer a list (or agenda) of what they want covered. This list must be forwarded to Ray Fugitt who will prepare the materials and do the training, and also determine the time required. Ray is also available to work with you to determine the customer’s needs. Debbie Cerundolo should be your initial contact person for all training issues.

We are providing training on a “trial” basis to see how it goes. I do expect that we will be successful and that demand will increase as we move forward. We will keep all informed of our progress. It is our plan to offer training through our website as well.

As always, please do not hesitate to contact me if you have any questions.

Best regards,

Joe Clark

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165 Forest Street, Marlboro, MA 01752
Telephone: (508) 485-4300 Fax: (508) 485-7171