Business Plan by cuiliqing


									       Business Plan

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                                                                 Table of Contents

  EXECUTIVE SUMMARY ........................................................................................................................................ 3

  SUMMARY PROJECTED FINANCIAL INFORMATION ............................................................................................... 7

  THE MARKET..................................................................................................................................................... 14

  THE ZOOMNIA SOLUTION – ADVERTISING ON DEMAND .................................................................................... 19

  GROWTH AND OPERATING STRATEGY ............................................................................................................... 22

  ZOOMNIA PRODUCTS AND SERVICES ................................................................................................................. 23

  SALES & MARKETING........................................................................................................................................ 31

  OPERATIONS ...................................................................................................................................................... 41

  TECHNOLOGY .................................................................................................................................................... 43

  COMPETITION .................................................................................................................................................... 44

  APPENDIX .......................................................................................................................................................... 48

  RISK FACTORS ................................................................................................................................................... 48

  TARGETED BUSINESS SPECIALTIES .................................................................................................................... 52

  “TEAM OF SPECIALISTS” REAL EXAMPLES ........................................................................................................ 54

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                                  Executive Summary

Zoomnia connects Consumers who have questions to local Businesses that provide answers. This
generates customized answers for Consumers and new customers for Businesses.

Unlike search engines, Zoomnia requires no searching. Consumers use Zoomnia's patent-
pending business methods and proprietary technology to anonymously ask questions in a wide
variety of categories ranging from dentistry to plumbing. Questions sent through Zoomnia will
include general questions such as "Can a chiropractor cure my back pain?" to the specific "I need
a Chiropractor who takes Aetna, practices on Saturday mornings, and works on lower back pain -
and I need one as soon as possible."

Zoomnia automatically distributes Consumers’ questions anonymously to relevant local
Businesses. The Businesses in turn develop quality answers which are returned to the Consumer
via Zoomnia and published on Zoomnia’s Answer Forum, thereby winning new them customers
and bolstering their reputation. Zoomnia is highly accessible: both Businesses and Consumers
can use Zoomnia’s easy Internet interface to ask questions, develop answers, and retrieve
answers, and in 2009 both Businesses and Consumers will have the option of working with
Zoomnia via telephone.

The Problem
There are over 24 million small and medium Businesses in the United States1; over 22 million of
them have fewer than 20 employees. These Businesses provide over $2 trillion in GDP and are
run by highly skilled, creative entrepreneurs. However, they have a problem. Current methods of
local marketing, including newspapers advertisements, yellow pages, and search engines

    U.S. Census Bureau, 2005.

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advertisements are inefficient and complex. Top Internet companies and yellow page business
directories (such as AT&T and Verizon) recognize some of these problems and realize that
“local” advertising offers an enormous $90 billion opportunity, with $22 billion coming from
small and medium Businesses. However, efforts to leverage their systems to serve these
Businesses have fallen short, leaving their models better suited for large Businesses with
geographically diverse Consumers rather than small Businesses marketing to local Consumers.

Small Businesses desire to market on the Internet, however, since search engines’ primary
method of revenue generation is “Pay-Per-Click”2 and 54% of small Businesses don’t even have
websites, the complicated, expensive pay-per-click system is hardly a market monopolizing
opportunity. Unlike search engines, the $14.5 billion yellow page industry has a long history of
appealing to Consumers and Businesses, yet yellow page companies have created little more than
poorly designed online versions of their paper yellow pages that serve neither the Business nor
the Consumer well.

“I love the fact that Zoomnia gives me a venue to connect with clients without needing to go out
there and do footwork. It can lead to work and it’s a great way to connect with people in the
Wendy Van Buren , InLine Designs, North Salem, NY

Consumers seeking information on local products and services find that using Internet search
engines and calling Businesses from the yellow pages is frustrating, time consuming, and
frequently ineffective. In fact, in 2006 the Kelsey Group and Constat surveyed Consumers to
determine which sources of local shopping information they rated highest. The winning source
was newspapers, yet even newspaper only achieved a 45% satisfaction level.

Consumers have numerous questions when they are shopping for products and services. Clearly
questions such as “What should I look for when I am hiring an electrician for outdoor lighting
work?” or “I need a photographer in my area who has experience taking black and white pictures
of toddlers in nature settings and has recent local references” can’t be answered by the yellow
pages or an Internet search. These questions require customized answers. Neither search engines
nor yellow pages have models that will ever provide Consumers with customized answers from
local specialists.

The Zoomnia Solution
Zoomnia will satisfy the needs of Consumers who want customized information from local
specialists and the desire of Businesses who want more customers. Zoomnia will use its patent
pending business methods3 to facilitate communication between Consumers with questions and
Businesses with answers in a way that has never been done before. Consumers who take the time
to ask questions have a high level of interest in a product or service, and by asking questions,

  The pay per click model is based on an advertisement that appears near search results. The search engine gets paid
when somebody clicks on the advertisement and is redirected to the advertiser’s website.
  Patent applications were submitted to the US Patent and Trademark Office on February 10, 2006. See “Intellectual
Property” for more information.

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they identify themselves as likely buyers who will respond to a prompt and complete answer to
their question4. Therefore, answering those questions, whether the business is a law practice,
plumber, photographer, or hardware store, is an extremely effective method of obtaining

Consumers will ask questions that will be presented anonymously to local, relevant Businesses at
no cost to either the Consumer or the Businesses. Businesses can then decide if they want to pay
the $2.00 fee to respond with a customized answer and promotional information for their
Business. Up to three Businesses will be allowed to respond, enough to enable the Consumer to
compare responses, while giving each Business a very strong chance of gaining a new customer.
If desired, Consumers may follow up with one or more of the responding Businesses at no
additional cost to either party.

Zoomnia is a highly effective recruiter of quality Businesses to respond to Consumers. The
current per-business cost of recruiting, including a background check and management overhead
is approximately $13.00. Over 1,200 businesses providing expertise in over 140 categories are
registered with Zoomnia in the Company’s launch area.

Zoomnia is a new communications platform that will forever change the way we obtain
information by facilitating communication between potential customers, the 24 million small and
medium Businesses in the U.S. that want to attract new customers, and any other organization
that wants a highly effective and efficient way to speak with their constituency.

                          For Businesses, Zoomnia means no risk, high profit.

                      For Consumers, Zoomnia means 0% pressure, 100% answer.

Zoomnia in the Market
Zoomnia is a locally focused infomediary and matchmaker. Some Businesses have labeled
Zoomnia a “concierge service”, while some Consumers have likened Zoomnia to a personal

The Company solicits user generated content and provides it to people who have specifically
asked for it. The majority of the Company’s revenue will be derived from targeted matchmaking,
however, in the next few years, the Company will also eventually derive revenue from providing
software to large organizations, from aggregating and providing trend data for corporate
marketing teams, and from other services offered to Consumers and local Businesses.

Exit Strategy

    “Invite Questions to Boost Your Sales”, Bob Leduc on, 2004.

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Zoomnia is being developed as a standalone company, capable of consistently generating
positive cash flow. Zoomnia’s management has one goal: Creating a significant liquidity event
that provides maximum return for investors. Possible options include:

• Acquisition by a major company active in a related field:
       – Internet companies such as Yahoo, Google, MSN, IAC/Interactive Corp.
       – Telephone Directory businesses such as AT&T and R.H. Donnelly
       – Old media Companies such as Hearst
       – Small business software providers such as Intuit and Microsoft
As the “customized local answers” concept proves itself with a strong following of Businesses
and Consumers, the Company will become a compelling acquisition target for numerous
companies wanting a head start in this valuable space.

• The Company will consider an IPO once the operations, business, consumer and financial
metrics show that the company is a valuable, sustainable entity.

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Summary Projected Financial Information

The following tables set forth, for the periods and dates indicated, selected projected financial
data for Zoomnia. The Company does not make any express or implied representations or
warranties as to the attainability of the projected financial information provided herein, or as to
the accuracy or completeness of the assumptions from which the projected information is
derived. Actual results may vary materially from projections.

The Key Metrics By Phase table shows what would happen if the Company halted its expansion
at any point in time (not a scenario that is being considered).

                      Note: Free Cash Flow is calculated as Net Profit + Depreciation - Capital Expenditures

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  Sample Screen Shots

asks question

                        selects a
                        question to
                        respond to

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responds to

               responses and
               about the

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Letters From Customer, Business Partners, and Consumer Partner

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The Market

Local advertising is a $90 billion market in the middle of a transformation
U.S. Businesses spent approximately $145 billion in advertising in 20055. $90 billion, or about
62%, was spent on local advertising6 (rather than regional or national). Small and medium
Businesses accounted for $22 billion, or 24% of local advertising expenditures in 20047.

                                        Local Advertising

        National /
        Regional                Local                          Large
        Advertising =           Advertising =                  Businesses =
        $55B                    $90B                           $68B
                                                                                     Businesses = $22B

          2005 Total U.S. Advertising = $145B                Local Advertising = $90B

Small Businesses use a plethora of marketing products and services with varying degrees of
success, cost, and ability to measure effectiveness. Newspaper advertisements, direct mail, and
yellow pages have been marketing mainstays for local Businesses for over 100 years, but they
are now mature mediums that are being challenged by the Internet. On the Internet, pay per click,
where Consumers click on an advertisement to go to a Business’s website, drives the bulk of
Internet advertising revenue and is led by Google and Yahoo’s Overture. While these successful
Internet companies are trying to obtain more local dollars, they are finding their models need big
changes to meet the needs of small Businesses of which only 46% have websites.
JupiterResearch Senior Analyst Gary Stein states, "Local service-based companies will lead
the second wave of online local spending, but only if they are offered ad models that make
sense for them." Stein also said, "Pay-per-click doesn't make a lot of sense if you don't value
your site as a source of leads."8

As the Internet became more pervasive in Consumers’ lives in 2005 (94 million American adults
online each day9), advertising in general continued rapidly moving online, growing by 30% to

  TNS Media Intelligence, 2006 (extrapolated)- note: various sources have estimated over $200 billion in 2005
  The Kelsey Group, 2005
  The Kelsey Group, 2004
  JupiterResearch, 2005
  Pew Internet & American Life Project, 2005

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$12.5 billion10. Local Internet advertising however was an anemic $4 billion11 or 33% of the
Internet market as compared with the 62% share that total local advertising holds in the broader
advertising market. Generally this has been the result of poor quality advertising models that
small Businesses find difficult to use and understand, and as noted above, the necessity for
advertisers to have lead-generating websites. Local advertisers primarily stayed with models that
were easily understood such as online newspapers which captured 44% of advertising
expenditures according to JupiterResearch. A variety of web-only sites such as Google and
Yahoo captured 40% of local ad dollars, while Internet yellow pages and other directories picked
up only 6% of advertising expenditures. David Card, VP and Senior Analyst at JupiterResearch
said, "Outside of classifieds, local ad spending online remains relatively immature." Local
Businesses may not know how to utilize online advertising, according to Card. "They're
going to have to go through the whole education process that multinational advertisers went
through," said Card. "It's many years behind where current online advertising is."

                              2005 Local Online Media Spend = $4B

                               Yellow               40%

10 Interactive Advertising Bureau and PricewaterhouseCoopers, 2006
   Project by Borrell Associates, 2005

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                            The Local Advertising Transformation

        •   Newspapers and telephone directory companies are developing Internet
            business models in an attempt to find new ways to reach their audience.
        •   Small and medium Businesses are realizing value in using the Internet as
            evidenced by their broadband adoption rate of 89% according to Forrester
        •   Wireless telephones are offering proximity services where Consumers can
            find companies near them that will serve their immediate needs.
        •   Pure play Internet companies, such as portals, are modifying their business
            models to determine how to serve local advertisers and the local public.

                     Local advertising is an open frontier where new models
                         have an opportunity to grab significant share.

With 70% of local shoppers using the Internet as an information source12, industry analysts are
predicting a drastic shift in the online marketing environment, as new advertising models are
developed to better serve local advertisers. As a result, local online advertising is expected to
grow 19% a year through 2010 to reach nearly $10 billion.

Small Businesses Are Looking For More Efficient Ways of Marketing
Small Businesses, defined as the 22+ million companies with at least one employee but fewer
than twenty (83% of total U.S. businesses with employees13), and sole proprietors with no
employees (such as Real Estate agents), have a major impact on the U.S. economy, accounting
for over 15.6% ($2 trillion) of U.S. GDP.14 Approximately 500,000 new Businesses open each
year, and half of them remain viable for at least four years.15

“Acquiring customers is the ‘number one pain’ of small businesses,” so said Steven Aldrich, VP,
Strategy and Innovation, Small Business Division, Intuit16, and in a 2005 Interland, Inc. national
survey, 79% of small Business leaders named revenue growth as their top business priority.
However, small Businesses find achieving revenue growth especially challenging. According to
a recent survey by the National Federation for Small Businesses (NFIB) a small-business
advocacy group, small Businesses indicated that “Poor Sales” was among their top problems –
ahead of government red tape, cost of labor, insurance costs and other serious issues. This is
despite the fact that small and medium Businesses spend roughly $22 billion annually on
advertising across all media.17

   The Kelsey Group, 2005
   U.S. Small Business Administration
   U.S. Small Business Administration
   U.S. Small Business Administration – based on companies with 500 or fewer employees
   ZDNet, March 2007
   Kelsey Group, 2004

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Small Businesses utilize a variety of marketing tactics to drive sales and frequently use more
than one at a time. For example, many Businesses advertise in the yellow pages, send out direct
mail, and place advertisements in local newspapers. Even with many off-line marketing tactics,
small entrepreneurial Businesses remain open minded and will embrace new methods of
obtaining customers. Naturally, small Businesses are beginning to see the value of the Internet,
however since only 46% of them have a website18, they primarily use the Internet as a
communication tool. In fact, 70% of them say that email is critical to their Businesses19 for
communicating with current and potential customers.

Advertising on Demand - The activity of promoting and offering a product or service to
consumers who have asked for your promotion.

Small Businesses are not all the same and the difference in what they sell and how they operate
will impact their desire to pay for Zoomnia’s form of Advertising on Demand. Advertising on
Demand is a better investment for Businesses that sell products or services with high or medium
dollar gross margins such as Real Estate agents, attorneys, kennels, photographers, electricians,
and luxury branded goods. Businesses that sell multiple complementary items such as hardware
stores and formalwear rental stores can also realize enormous value from Advertising on
Demand. Of the 24 million+ small and medium Businesses in the U.S., the Company believes
that approximately 12.5 million that sell directly to Consumers are the most obvious for reaping
significant rewards from leveraging Zoomnia’s form of Advertising on Demand services20.
Based on an average Business spend of $1,460 per year to answer two questions per day, the
potential Advertising on Demand market is over $18 billion for small and medium businesses in
B2C. This figure does not include any revenue from B2B companies.

Small Businesses Quickly Embrace Easy, Low Investment Advertising Models
Small Businesses make decisions fast, because their decision making process differs greatly from
that of larger Businesses. When determining how small Businesses will act when confronted
with key decisions, there are three key factors to consider:

     1) Their ability to immediately embrace new business methods or initiatives that they
        perceive to be profitable. Since small Businesses are not bogged down by multiple
        decision makers, a budgeting process, and internal politics, discovering and using a new
        way of marketing can be immediate (as was proven in Zoomnia’s marketing test).
     2) Their relative weakness in areas outside of their core competency, such as finance or
        marketing. This weakness makes a strong, easy, and obvious marketing program
        especially compelling for small Businesses.
     3) A lack of financial resources. Small Businesses have limited capacity for risky
        investments. An inexpensive initiative with no initial investment, with potential
        significant revenue generation, is a very easy sale.

Consumers Are Looking For Relevant Information

   Interland Spring 2005 Business Barometer
   Interland Spring 2005 Business Barometer
   Please see appendix for list of eligible industries by NAICS codes.

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There are 223 million people in the U.S. 18 years of age or older spending $24,500 per capita
annually, with 60% ($14,500) on services21. These adults are looking for answers to questions in
subjects ranging from mental health to Bonsai trees. One tool they use 15 billion times each
year22 is the yellow pages. When Consumers are looking for products and services through the
yellow pages, at least 48% of the time they are flexible about who can serve them, frequently
resorting to whoever has the largest advertisement as an ineffective way of determining which
Business is most competent.23 While yellow page directories remain popular, Consumers are
looking for more relevant information that is easier to obtain. As a result, local online
information searches are growing in popularity. Kelsey Group-BizRate estimates that 25% of all
Internet searches are now local, and 70% of households use the Internet for information when
shopping for local goods and services24. While people are using the Internet, it is largely due to
dissatisfaction with other methods of obtaining local shopping information. However, Internet
searches have not been a panacea. In fact, fewer than 40% of people who use local Internet
search report that they are satisfied with the experience25. Even Larry Page, cofounder of
Google, rates Google’s search ability a 3 out of a scale of 10 in quality26.

People have been obtaining answers and advice from local newspaper columns with titles like
“Ask the Attorney” for many years. More recently, people have begun to look for advice online
from websites like Yahoo Answers. Despite the fact that the people answering questions on
Yahoo are frequently interested parties with no professional subject-matter knowledge, the site is
very popular. A survey commissioned by Yahoo! and conducted by Harris Interactive® indicates
that one in three online adults (33%) have used a Q&A site, and, of these, half (52%) say that
information from a Q&A site has influenced a decision they have made.

Consumers continue to obtain information by using their telephone, probably because the
telephone is so ubiquitous. Each year six billion Consumers call a 411 information service at an
average cost of $1.25 (recently free ad-based information services such as 800-Free-411 have
been taking market share from the telcos running the fee based services) . One company that tries
to address the issue of giving Consumers information over the telephone is AskMeNow. The
company’s model allows people calling on cell phones to hear automated answers to questions in
categories such as movie times, driving directions, sports scores and stock quotes. In addition,
for 49 cents, a user can ask a question on almost any topic (generally trivia) and receive a
customized response as long as it doesn’t take more than three minutes to research the answer.

Another service that provides more evidence of Consumers’ loyalty to the telephone is the 311
service offered by such cities as Los Angeles, Chicago, and New York. The 311 service answers
various questions about the city on topics that range from parking rules, to times that major
events are occurring, and ways to obtain services offered to the elderly. In many cases, questions
are recorded and forwarded to the appropriate city department to be answered sometime in the
future. Although the service only started in 2003, as of January 31, 2006, New York 311 was

   U.S. Department of Commerce, Bureau of Economic Analysis, July 2001
   2004 Yellow Pages Industry Usage Study
   Statistical Research, Inc.
   The Kelsey Group and Constat, Inc., 2005
   The Kelsey Group and Constat, Inc., 2006
   As told by David Vise in his book “The Google Story”

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receiving an average of over 40,000 calls (nearly half a percent of the city’s population27) per
day during the 2006 fiscal year.

The Zoomnia Solution – Advertising on Demand

Zoomnia will become the first place Consumers will turn to receive free, customized, locally
relevant answers to important questions in their lives. It will accomplish this by enabling
Businesses to use their expertise to answer Consumers’ questions and ultimately gain new

Businesses receive free qualified leads from people very interested in what they are selling. If
they decide to respond to a lead, they pay a reasonable fee (e.g. $2.00) to create and send a
customized answer through the Internet-based system or, in 2008, the telephone based system, to
potentially acquire a new customer. Answering Consumers’ questions is already part of a
Business’s normal day – this happens when Consumers come in the door, call on the telephone,
or send the Business email. However, when answering Consumers questions through the
Zoomnia system, the Business does not have to interrupt their work in the middle of the day, but
rather can answer the questions when they have free time and after they have considered an
appropriate response.

Zoomnia addresses the problems faced by Businesses:

      Current Problems For Businesses                            Zoomnia Business Solution
Businesses inefficiently spend time and money           Zoomnia is Efficient – Businesses decide
advertising to many people to get one                   which leads and how many leads are right for
customer.                                               them, and they do not pay unless they want to
                                                        pursue a customer.
Businesses, especially small and medium ones,           Zoomnia is Effective – Businesses don’t
focus on their core competencies such as travel         prospect for customers, they have clients come
arrangements, dentistry, or tutoring. Marketing         to them and ask for their advertisement.
is often done poorly since it’s not their               Businesses use their expertise to create a
expertise.                                              customized message to win new customers.
Businesses frequently receive complex                   Zoomnia is Sales Friendly – Businesses can
questions that they must answer on the spot.            consider the best response to a question before
Only quality answers will convince a potential          answering it, thus giving themselves a greater
customer that they should buy from the                  chance of offering a quality answer and
Business.                                               making a sale.

  According to The Executive Director of New York’s 311 service, minimal calls came from people who resided
outside of New York City.

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              Businesses shouldn’t need to market to 100 people to get one sale –
       they should only market to the person who wants what they’re selling right now.

Consumers receive free customized information from local specialists who want to impress them
with their expertise. Consumers can ask questions either through the Company’s website or beginning in 2008 by calling the Company’s toll-free telephone number
800-Zoomnia (800-966-6642). Any question that the Consumer asks will be anonymous so that
the Consumer need not be concerned about asking personal questions or receiving sales calls.

Consumers will choose to access Zoomnia by Internet or telephone (all completely automated),
choose an industry/category, select their relevant geographic location, and ask a question.
Zoomnia will distribute the questions to relevant Businesses, who will in turn review them, and
create their answers by telephone or Internet. Consumers will receive text or recorded responses,
depending on their preference, from appropriate Businesses through the Zoomnia system in order
to maintain Consumers’ anonymity. Consumers can receive the responses either by telephone or
over the Internet, depending on their preference.

Searching for advice, services, or new customers takes precious time and often is ineffective.
Zoomnia shortens Consumers’ path to relevant information and services, and Businesses’ path to
targeted new customers.

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Zoomnia addresses the problems faced by Consumers:

      Current Problems for Consumers                      Zoomnia Consumer Solution
Getting answers from Businesses by phoning,       Zoomnia is Easy - just type a question into
emailing, or traveling to them is time   or leave a question on
consuming and frustrating.                        800-Zoomnia (available in 2008) and answers
                                                  will come to you.
It is difficult to determine if a Business is     Zoomnia is Confidence - leave one question
giving an accurate answer to Consumer’s           and receive three answers back from multiple
questions and if the Consumer should purchase     sources for comparison, similar to obtaining a
their products or services.                       second and third opinion from doctors. Check
                                                  the Business's ratings and view state and
                                                  county licensing and legal information.
Asking Businesses questions the usual way can     Zoomnia is Risk Free - ask any question you
be risky, opening the Consumer up to never-       want, it’s all anonymous to the Business, and
ending sales pitches, having their contact        Zoomnia will NEVER release personal
information sold to other Businesses, and being   information to anybody unless given
charged a premium once it is realized that the    permission*.
Consumer has limited knowledge about the
                                                  * Except under court order or otherwise required by law

               You don’t need thousands of search results from your search engine –
                 you only need one customized answer that answers your question.

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Growth and Operating Strategy

By 2015, Zoomnia will be the leading supplier of customized information to Consumers and a
leading source of new customers for Businesses that market through the Company. Initially,
Zoomnia will launch its service in Westchester County, NY. The Company will expand in
contiguous geographies across the country with the goal of covering the U.S. by 2015. Key
elements of achieving growth objectives include the following:

Rollout – Zoomnia will roll out its service by county and with each new phase, the Company
will penetrate selected, densely populated counties frequently focusing on locations where the
greatest amount of registered Specialist coverage already exists. For example, Zoomnia
recruited over 1,000 businesses to respond to question in its initial launch area, Westchester
County, NY. However, many of these same businesses serve Fairfield County, CT, the Bronx,
and Rockland County, NY. Note: The Company does not anticipate expanding into any locations
that have very low per-square-mile density – this is reflected in the financial model and the
financial statements shown in this plan.

Develop technology – Zoomnia has completed the initial development of a front-end and back-
end system thereby enabling the Company to rollout quickly and relatively inexpensively. This
system is a scalable working model and has a high-end user interface as discussed in the
Technology section of this plan.

Business registration before Consumer acquisition – The Company will expand its service
geography by geography (please see rollout schedule in the Sales & Marketing section). The
Company has designed a five phase marketing approach with each phase persisting for
approximately nine months. The first four to five months will be used for Business acquisition
tactics and operational ramp up. The latter four to five months will be used to launch the service
to Consumers.

Build the Zoomnia brand – Zoomnia can PR firm to help execute the go-to market tactics that
will support the Zoomnia brand. The Company will work to create partnerships with local and
national non-profits who will help communicate Zoomnia’s services in exchange for free
Zoomnia services and other benefits detailed in Zoomnia’s non-profit partnership plan. The
strategy of association with non-profits will enable Zoomnia to leverage their brands, develop
strong PR, and acquire their members as users of Zoomnia. The Company will establish a strong
service to enable trusted organizations of all types to co-brand with Zoomnia and offer their own
“Ask a Question” page on top of the Zoomnia technology and business platform.

Build the Zoomnia team – The Company will grow the team as needed, evaluating the demands
of the Businesses and Consumers it serves, as well as other factors including the number of
industries served and the variety of products and services offered by Zoomnia. The Company is
focused on building a true meritocracy, where team members are reviewed frequently, where
smart thinking, hard work and, especially, tangible results are rewarded. The Company will also
endeavor to continuously find ways to make the work fun and rewarding.

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Create efficiencies as Zoomnia grows – As the Company scales, it will be in a position to take
advantage of economies of scale. For example, as more businesses were recruited, the Company
moved the majority of business background check services to the Philippines where wages are
20% of the cost in the U.S. Zoomnia management has significant experience with process
improvement, including automation of processes.

Expand service offerings – Zoomnia has rolled out its Team of Specialists service, and will
follow it with many other related revenue generating services. Please see the Products and
Services section of this plan for more information.

Zoomnia Products and Services

Note: The financials in this document and the accompanying financial model show the results of
Zoomnia Team of Specialists, Zoomnia Specialist Sponsors, and Zoomnia Knowledge Centers

Zoomnia Team of Specialists
The first service the Company is launching is Zoomnia’s Team of Specialists which facilitates
communication between local Businesses and Consumers by leveraging the expertise of local
Businesses. Questions from Consumers will vary widely, from “Is it expensive to set up a salt
water fish tank?” to “How can I minimize my estate taxes?” In the first case, a Consumer will
post the question to pet stores in their geographic area, in the latter case, the question will be
posted to accountants and attorneys in the Consumer’s geographic area who are specialists in
estate taxation. Businesses in the correct category and geography will be sent notification via
email (or telephone in 2009, depending on their preference) that there are potential customers for
their Business. Only the first three Businesses to pursue the lead will be allowed to respond. This
gives each of those three Businesses a very good chance of acquiring a new customer. For
example, ten florists might receive an inquiry about creating wedding decorations, but only the
first three that indicate they want to respond to the lead will be allowed to pursue it. If any of the
other ten indicate that they want to answer the question, they will be offered an apology notice
before they create an answer, and will be told that there are already three answers posted from
other florists in their area. Since Consumers remain anonymous to Businesses, answers from
Businesses will be emailed to Consumers only through the Zoomnia system, and are available
for viewing via the Consumer’s account on the Company’s website In 2014,
the Company plans to implement a telephone interface where answers will be accessible through
an Interactive Voice Response (IVR) enabled telephone system on 800-ZOOMNIA.

Businesses that sign up for the service pay no fee unless they respond to a lead. Therefore, if they
believe the lead is not worthwhile, they pay nothing. If they decide to answer the question, they
pay a nominal fee such as $2.00. Over time if the Company sees that there is significant demand
to answer questions in certain categories in certain geographies, the price will rise accordingly.
For example, the Company anticipates that there will be significant demand from personal injury
attorneys to answer tort related questions in New York City, thus causing prices to escalate
rapidly there. Accordingly, if there is low demand, the price might drop. Since the Company’s

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gross margins are very high, the price for a particular category can drop to less than $1.00 and
remain profitable for the Company.

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Below is a simplified example of how Zoomnia Team of Specialists works:

Consumer doesn’t know what kind of electrician to hire for lighting work. Looking at a
typical advertisement doesn’t provide enough information, and calling many electricians is
time consuming.

Business is having trouble finding new customers.

     1) Consumer logs into Zoomnia and asks a question.
           “What should I look for when I am hiring an electrician for outdoor
           lighting work?”

     2) Consumer chooses category and sub-category from a drop-down list or via keywords.
           “Home Repair”→“Electrician”

     3) Zoomnia anonymously distributes the question to multiple electricians whose
        designated work area includes Consumer’s Zip Code.
            within “15” miles of “10514”

     4) Electricians decide if they want to pursue the lead, and several choose to pursue it for
        a nominal set fee such as $2.00.

               “Make sure you get someone licensed and registered by EU, through
               the state of CT, Dept of Consumer Protection. They should have at least
               five years of residential experience. Also you should ask them about
               outdoor lighting work they have done previously. Make sure they have
               worked on the specific type of lighting you want to have done such as
               underground installations, and ask for references.

               My company Acme Electricians is licensed in your state and has been
               specializing in this kind of work for over 20 years. I am happy to
               provide multiple references in your town. If you have any questions,
               please contact me at (917) 863-3316 or”

     5) Zoomnia notifies Consumer (via email or in the future via automated telephone
        response depending on the Consumer’s preference) that they have answers waiting for

     6) Consumer logs onto, views answers, chooses the electrician they
        like best, and contacts them if they choose to do so.

Problems solved

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The electrician has a new customer and the customer has an appropriate electrician.

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Zoomnia Knowledge Centers
Businesses can develop their own Knowledge Centers to showcase their expertise in their subject
matter. These Centers can act as a Business’s website, or as a useful link to/from a Business’s
website. In 2012, Businesses will be able to use automated methods, such as drop down lists, to
construct their centers and add almost any content they want Consumers to view, including text,
pictures, sound files, and video files. Importantly, Businesses will have the option of
automatically posting all or some of the questions that they have answered. Consumers can
search for specific Knowledge Centers in a variety of ways, such as by name of a specific
Business, or industry, geography of Businesses, and keywords. The Company will optimize its
website so that Knowledge Centers can be found through general search engines such as Google
and Yahoo.

Knowledge Centers are currently free, however, as more functionality is added, the “Gold”
Knowledge Center package will cost participating Businesses $15.95 per month, an amount
equal to the starting price for a basic store on Ebay. While this service is expected to be
profitable, the primary objective is to create “stickiness” for the Businesses that develop them
and to create awareness of Zoomnia and attract Consumers to Zoomnia’s website.

Zoomnia Answer Forum
Consumers can visit a free “Answer Forum” that contains many of the questions and answers
that have previously been shown on Zoomnia’s Team of Specialists. For example, a Consumer
can search using the keywords “pool electricity inspected” and find questions answered by
electricians about pools. The forum provides consumers with valuable and interesting local
content and businesses with a very valuable and personal way of obtaining advertising exposure
on the Internet. The Zoomnia Answer Forum will result in millions and eventually billions of
pages on the Internet that will be indexed by and found using search engines. The Answer
Forum’s billions of pages will be landing pages for Internet searchers who will learn about
Zoomnia, view advertisements, and ask their own questions.

A variety of businesses have approached Zoomnia requesting opportunities to sponsor categories
that are complimentary to their own products or services (such as a background check firm that
wants to sponsor answers from nanny agencies). The advertising will be extremely targeted, to
the Zip Code(s) and categories. Zoomnia launched the Zoomnia Answer Forum in 2007.

Zoomnia Rating Center
Zoomnia will help Consumers determine the quality of Businesses they want to hire using a
variety of methods:
    • Consumer ratings on answers – Consumers will search Businesses and view how other
        Consumers have rated a Business’s ability to answer a question.
    • Consumer ratings on service – Consumers will search Businesses and view how other
        Consumers have rated a Business’s ability to perform the services or provide the products
        they market.
    • Information from government agencies – Businesses are checked for state business
        registration, registration of their profession (e.g. does an exterminator hold a pesticide
        application license), and if they have been defendants in relevant court cases.

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Zoomnia expects to launch Zoomnia Rating Center in 2008.

Zoomnia Business Telephone Directory (Yellow Pages)
There are times when a Consumer might desire to contact a Business directly and does not need
anonymity, comparison shopping, or the other benefits of the Zoomnia Team of Specialists
system. For these situations, Zoomnia will develop a significantly enhanced yellow pages type of
Business directory where Consumers can search by a combination of criteria including industry,
company name, geography, company rating (rated by other customers), and questions answered.
When viewing a Business they will have quick access to pertinent information including
business address, directions, maps, and business ratings. Consumers will also have access to an
archive of answers that each Business has provided as responses to previous questions posted
through Zoomnia, and links to state licensing agencies where applicable (e.g. to look up an
electrician’s license). If a Consumer chooses, they will have an opportunity to send a question
anonymously to selected Businesses.

The Zoomnia Business Telephone Directory will also be used in cases when the Company
receives a question but there are no relevant Businesses in the Zoomnia Team of Specialists
network to create an answer. Since Zoomnia’s objective is to help Consumers find answers to
their questions, the Company will provide Consumers with telephone directory information on
relevant Businesses that are not affiliated with Zoomnia. The Company believes that providing
this information to Consumers will maintain their loyalty. The Company will monetize its
Business telephone directory by allowing pay-per-click advertisements, other types of ads, pay-
per call, and referral to its Team of Specialists operations. Zoomnia expects to launch a limited
version of the Zoomnia Business Telephone Directory in 2012.

Zoomnia Specialist Sponsors
Zoomnia will seek branded manufacturers or wholesalers of Consumer products who would like
to see their brands shown each time one of their resellers answers a question about their
products. These companies will sponsor the cost of answering questions through Zoomnia. For
example, Anderson Corporation, a window and door manufacturer, could sponsor their 3,000
dealers so that when dealers answer questions about windows and doors, their answer will
contain a message stating that it was sponsored by Anderson Corporation. This allows the
sponsoring organization to get their name in front of interested Consumers at the exact time that
Consumers are interested in their type of products, while building goodwill with their dealers.
Although the Company has not yet made an effort to seek sponsorships, several Businesses
including a gym, alarm company, and mortgage broker have agreed to sponsor answers.

Zoomnia Market Intelligence
Zoomnia Team of Specialists will generate millions of questions and answers, thus creating an
enormous amount of valuable content that can be sold by the Company. Zoomnia will gain
valuable marketing information about products and services directly from Consumers and the
Businesses who serve them. For example, Consumers might ask a plumber “Do I need special
equipment to install and run a pressure-assist toilet and if so what will it cost me for the
equipment and your time?” If many Consumers ask this question, a toilet manufacturer, such as
Kohler, would want to make sure its marketing message clearly states, “Kohler pressure-assisted
toilets need no special equipment to install or run.” Currently, Kohler may not even know that

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this Consumer concern is slowing sales – so they don’t address it. Zoomnia will provide this type
of information to Kohler and other Companies, which will position the Company as a key source
for information about products and services in a large number of industries. It is expected that
selling this information in aggregate to large Businesses will both provide a significant revenue
stream as well as motivate large Businesses to participate in the Company’s Team of Specialists

Zoomnia Enterprise
Zoomnia Enterprise will break down information barriers inside large corporations. Zoomnia
Enterprise is a corporate version of Zoomnia that companies can use inside their own firewall.
Individuals looking for advice, information, or individuals who can assist them in projects will
be able to reach out to specialist employees throughout their corporation in categories chosen by
the company. The responding employees gain an opportunity to raise their own profile, and
ultimately show that they are helping the company. Senior management can review the types of
questions being asked and answered, thereby gaining greater knowledge about what is happening
throughout the company, and all employees can gain knowledge from the internal Answer

Zoomnia Easy Market
Zoomnia’s Easy Market can become one of the most effective ways for Consumers to sell
products to other Consumers. A selling Consumer will register a product they no longer need,
such as a lawn mower or baby car seat. A buyer can request a certain used product at no charge
and Zoomnia will distribute their request anonymously to relevant local sellers. The three sellers
that answer the lead will pay Zoomnia a small fee. This service allows a seller to list their
product at no cost, unlike Ebay, newspapers, or holding a tag sale. Also, the sellers only concern
themselves when there is a serious potential buyer.

Zoomnia Red Alert Service
There are times when Consumers need to speak with a Business immediately, such as when they
have a leaky pipe and need a plumber, or when they have hurt their back and need to see a
chiropractor that day. Without Zoomnia, Consumers need to call many Businesses and hope to
find one that answers their telephone and can respond quickly. Zoomnia will provide a faster,
frustration-free method of reaching a product or service provider. Consumers will have an option
to send a “Zoomnia Red Alert.” They will leave their question (either by Internet or telephone),
and will also provide their direct telephone number and name. Their Zoomnia Red Alert question
will immediately be distributed to relevant participating Businesses in the Consumer’s
geographic area. Only one Business will be allowed to respond to that alert. The Business that
chooses to respond will call the Consumer through the Zoomnia pay-per-call telephone line
(rather than directly calling the Consumer) and will pay a special premium fee (e.g. $6.00 -
$10.00) for this service. As with pay-per-call services (such as VoiceStar), if the Business is not
able to connect to the Consumer, or the connection does not last more than 30 seconds, the
Business will not pay for the call. Using this procedure, Zoomnia will become the first place that
people with immediate (non-emergency) needs will turn to for fast responses without effort and
frustration. The advantage to Businesses is that they can immediately obtain a new customer,
especially useful when they have underutilized resources on a specific day such as when a
formerly scheduled customer has canceled an appointment.

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Zoomnia Step Ahead
Over time, the Company will collect a large quantity of information about the needs of specific
Consumers. There are a variety of ways to monetize this information while always maintaining
the anonymity of Consumers.

Although Consumers will not be required to provide personal information, the Company will
offer them incentives to opt-in to marketing programs. Whenever the Consumer asks a question,
the Company will learn a little more about them, and by utilizing collaborative filtering, will
predict Consumers’ needs and be able to offer them corresponding products and services. For
example, if a user inquires about a mover in November, inquires about a home inspector in
December, and sends a question to painters in January, it might be assumed that the Consumer
has moved to a new house. Zoomnia could send the Consumer information about a landscaper
who has paid to participate in the Zoomnia Direct method of marketing.

Zoomnia Live
Zoomnia will bring Businesses and Consumers together by creating real-time question and
answer sessions. For a fee, Zoomnia can facilitate “product parties” for Businesses where
interested Consumers would aggregate to speak with a Business live. For example, for people
who have inquired about growing different kinds of plants, Zoomnia could create “Spring
Planting Question and Answer with Local Specialist Marian from Marian’s Greenhouse on Main
Street.” Marian could take questions at a prescribed time via an open, real-time Internet forum,
an open conference call, or at a live “Party.” The “Party” would be facilitated by Zoomnia for a
fee, such as $20 per person, paid by the Business. This is similar to restaurant dinner parties that
chiropractors, financial advisors, and other professionals offer in order to compel Consumers to
listen to their sales pitch.

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Sales & Marketing

Zoomnia has three initial marketing challenges:
   1) Building and growing a base of Businesses in specific geographies and industries.
   2) Building and growing a base of Consumers.
   3) Building market awareness and desire for the Zoomnia Brand.
In each market launch, the Company will market to Businesses prior to obtaining Consumers.
Once a solid base of Businesses has been developed in key industries, in each new geographical
market, the Company will begin marketing to Consumers.

Attracting Businesses
In 2007, Zoomnia implemented a marketing plan based on calling businesses to recruit them to
join Zoomnia. The program has been run with limited funds, on a very small scale (usually less
than 1 FTE), and no working product. As Q3 2007 there were over 1005 unique businesses
registered with Zoomnia. Some of these businesses have multiple locations, many have multiple

Business recruitment results occurred with no advertising, no PR, and no product. The Company
believes that if these elements were added to the marketing mix, the success rate would increase
and the time per phone call would decrease. Additionally, the Company had been using a very
rudimentary recruitment/CRM system based on spreadsheets. Beginning June 1, 2007 the
Company began recruiting using a customized CRM system on the Internet that ties directly to
the core Zoomnia system. The Company has also developed a self-registration system and is
asking all Businesses that previously registered by telephone to complete the web-based

Recruitment of Businesses via phone has been very successful on a small scale, and the
Company believes it will be even more successful on a larger scale. Reasons for this include:
   1) Callers become familiar with a category (or industry) and learn how to speak with that
       category. In a larger geography, a caller will be able to spend days or even a week calling
       a single category rather than just 2-3 hours as they have done with the launch geography.
   2) Currently callers act as Specialist Recruiters, Business Support Reps, Quality Control
       personnel, and Background Check Administrators. With greater scale, a more efficient
       division of labor can be created so that the members of the Zoomnia team can focus on
       what they do best.
   3) The more Businesses that register, the more referrals to other Businesses that Zoomnia
       receives. The more a Business hears about Zoomnia from other Businesses, the more
       likely they are to self-register or register quickly when called. Many of the Businesses in
       Zoomnia’s current database came from previously registered Businesses (e.g. a dentist
       referred a orthodontist).
   4) The Company has developed an online system that allows Specialist Recruiters (SRs) to
       easily call Businesses on their target list, register the Businesses, send a welcome email,
       and know when a business has acknowledge the email. The system offers management

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       great flexibility in assigning target businesses and pricing their acquisition (amount paid
       to SRs per business) based on how difficult they are to obtain.

The Company will focus on marketing tactics that have proven successful as well as new ways of
growing its base of participating businesses such as various advertising and public relations

Various tactics used to attract Businesses will include:

   •   Direct Marketing – Zoomnia will use mail and dial campaigns. Based on current results,
       it is expected that the Company can quickly, easily, and inexpensively register
       Businesses. Even after a critical mass of Businesses have registered, the Company will
       continue to increase the number of Businesses in each of its working territories. So far the
       Company has been very successful using work-at-home contractors who are only paid
       success fees.

   •   Public Relations – Zoomnia will engage a PR firm to place articles and mentions in
       Small Business publications such as “Entrepreneur” and the local “Westchester County
       Business Journal” (which has already approached Zoomnia about writing an article about
       the Company).

   •   Developing Strategic Alliances – Zoomnia will work to develop alliances with companies
       that have different products but also serve small Businesses. Possible alliance partners
       could include financial service firms such as banks and credit card companies.

   •   Targeted Key Influencers – In every community there are certain types of businesses that
       leverage many other local Businesses. For example, real estate agents frequently work
       with banks, mortgage brokers, home inspectors, movers, maid services, and more.
       Accountants work with businesses of every variety. Zoomnia will focus on these types of
       Businesses and possibly provide incentives to them to help attract other Businesses.

Registered Businesses have said:
We're really anxious for this- when are you going to launch? We're putting you in our budget for
fiscal 2008
Zyggi Nemzer
Quantum Mortgage Corp

I would be very interested in joining your team of specialists. Please inform me of what you need
from us to get us officially on board. I have been in the CUSTOM Audio Video Installation field
for over 12 years. I enjoy this line of work very much, so I welcome any and all who may have
questions that I could be of assistance to.
Paul A. Falla,
Millennium Audio Video Designs, Inc.

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I’ll answer everyone – I like educating the public. Even if they won’t become a customer, or if I
don’t know the answer, I’ll tell them who does. It all comes back to me…. it helps build the
John Gherardi, Gherardi Greenhouses

Hello, David. I have read your email and attachment and am interested in signing up for
Zoomnia. The email mentioned that you would be reviewing my credentials. I don't think you
have those. I have attached a short bio for your files.

If you have any questions, you can call me at 914-948-9220. Thank you kindly for including me
in your service.
Elenor Lindsay
Director of Admissions
Elles Eden (Holistic Spa Therapies)

Hi David, I completed the information, so exited [sic], I will give you a call soon. Good luck for
Bertha Frimmel
Bertha’s European Spa

I could do 100 per night – after 10:00 when my kids are sleeping.
Cindy Glynn
Holmes & Kennedy Realtors

 Thank You Zoomnia for this opportunity
Joey Horan
Bow Meow

Of course, it’s a no brainer! I’d recommend this to everyone!
Small Business Development Center Counselor

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Attracting Consumers and Building the Zoomnia Brand
Zoomnia will change the way people live their lives. While some people will initially consider
Zoomnia a “Yellow Pages on Steroids” (a comment heard several times), eventually people will
see Zoomnia as an indispensable part of their lives – a way to get more done, do it better with
greater confidence, and in less time.

Zoomnia will be positioned in a way that meets people’s demands and leverages the Company’s
most valuable aspects. Below are the benefits that will be realized by Consumers:

Zoomnia primarily helps people requiring expertise, and therefore focuses on services. While
Zoomnia will be helpful to almost anyone, since women make the majority of service purchase
decisions for their households, the Company will primarily target the 60.6 million women28 who
fall in the age range of 25-54 years old. These women purchase services for their homes,
spouses, children, and themselves. In fact, women are the primary “purchasing agent in 85
percent of U.S. households, holding in their hands more than two trillion dollars”.29

The Company has developed a multi-step plan to reach its target audience, explain what
Zoomnia is, compel them to try Zoomnia, and promote buzz within local communities.

     U.S. Census Bureau 2000
     Flintridge Consulting and National Foundation for Women Business Owners

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Management has budgeted between $2 - $40 per new Consumer. The wide range is due to
efficiencies from market adoption and scale economies. (for a complete breakdown of costs,
please see the Zoomnia financial model). It is expected that as the Company penetrates new
geographic markets, the first three to six months will require one-time up-fronts costs to learn the
specifics of the market, create awareness, and begin building buzz. Some of the strategies the
Company will employ in its marketing are listed below.

Zoomnia’s 3 step approach to attracting consumers to its service consists of 1) Gaining
awareness, credibility and initial trial, 2) Developing partners, 3) Deploying Zoomnia content.
As the Company evolves, marketing will progress through the three steps until all marketing
strategies are being utilized.

Step 1: Gaining Awareness, Credibility and Initial Trial
To enable Zoomnia to become well known and an important part of Consumer’s lives, Zoomnia
will leverage PR as well as traditional and non-traditional methods of marketing in the local
markets where the Company has a presence. The Company expects that its initial launch market
will have a higher average cost per Consumer than subsequent markets since there will be no
economies of scale and the Company will be learning which marketing tactics are most effective.

Public Relations
PR will be an integral part of the marketing mix and can include such stories as: “Everyone’s
Personal Assistant”, “Expert Advice for Free”, “Learn Before You Buy”, “Goodbye Yellow
Pages”, and “Local Expertise”. The PR will create awareness and credibility and Zoomnia PR
advisors believe the Company’s stories are newsworthy.

The Company will also engage in traditional forms of marketing, including developing
awareness through:
   • Local radio commercials.
   • Trialing at outdoor events (e.g. free music events in Mamaroneck harbor).
   • Internet Pay-per-click advertisements (e.g. Google Adwords).
   • Postcard and other types of handouts at events and participating retailers.
   • Contests (e.g. “Who will be the voice of Zoomnia?”) at events.
   • An outreach program to reach Zoomnia’s target audience (e.g. explain the concept and
      give out inexpensive Zoomnia branded gifts to nail salons, gyms, hair dressers, day-care
      centers, and local women’s groups).

Step 2: Developing Partners
Zoomnia’s method of delivering immense value to consumers without any risk makes the
Company’s service a natural partner for a variety of organizations. The Company will work with
non-profits in a variety of ways that will enable the non-profit organizations to market their own
brands and messages, deliver a valuable service to their members, and potentially make money.
Examples of the types of organizations that Zoomnia will target include alumni associations,
local community centers such as JCC’s, and national organizations such as MADD (for the
specifics of the Zoomnia non-profit initiative, please contact Zoomnia management). The

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Company has begun developing relationships with local non-profits and will use these to show
the value that partnering with Zoomnia can bring to regional and national non-profits.
Zoomnia can be a valuable partner to for-profit companies also. Any quality company that wants
a way to promote their own brand, while offering their customers a valuable service is a
candidate for a co-brand partnership with Zoomnia. For example, local banks can partner with
Zoomnia to create a co-branded partner/Zoomnia site and then promote the service to their retail
customers. Whenever a customer uses the co-branded version of Zoomnia, they will see the
brand of the partner that marketed Zoomnia to them.
Zoomnia will also develop “Powered by Zoomnia” where the Company will work with media
companies and other online entities as partners to offer a version of Zoomnia’s Ask a Question
page on their site (a finder’s fee or revenue share would be involved).

Step 3: Deploying Zoomnia content
Zoomnia collects critical marketing information about consumer needs, desires and concerns,
and about how Businesses respond. Findings like these, especially across a variety of business
areas and audiences, are widely sought after.

Interest in accessing this data will help the Company build a platform to create and perpetuate
Zoomnia buzz, drive traffic, solicit questions from Consumers, and responses from Businesses.
The more user generated content is created, the more Zoomnia will syndicate it and draw
Consumers to its Web site.

Information that Zoomnia gathers is significant for a variety of reasons:
    •     Curiosity (Consumer) - I have a specific interest and want to know everything about
          it (for example, horticulture)
    •     Information purposes (Business) –I want to know my customers’ and potential
          customer’s interests and concerns
    •     Information purposes (Manufacturer) – I am the SVP of Marketing, I like to know
          what consumers are asking for and how retailers are responding.
    •     Voyeuristic purposes (Consumer) - I want to see what people in my town are
          interested in.
    •     To inform (editor/writer) – I have a blog, website, or even offline media that
          provides interesting or entertaining information about a specialty or locality. I need
          compelling content to draw people to my media property.
    •     First to know / sharing (Everyone) – I like to be the first to know about something
          in horticulture, and I want to be the first to share it with my friends, customers and

Zoomnia will leverage the insatiable desire to obtain and share information as well as the
growing popularity of certain technologies to create buzz, enable sharing, and ultimately draw
traffic efficiently.
    • Zoomnia Specialist Web Sites – Every Business whose registration is approved by
         Zoomnia receives their own “website” – The
         site contains information about the business that is relevant to Consumers. As it evolves,
         it will also contain all of the questions that the Business has responded to. The more

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       Businesses, the more pages on the Internet that can be found by Consumers that will lead
       to Zoomnia.
   •   RSS Feeds – Zoomnia will create RSS feeds for each specialty to enable audiences to
       rapidly see new questions and answers in their specialty of interest. The information can
       be filtered by locality and keywords.
   •    Widgets (Gadgets) – Zoomnia will create a variety of different widgets
       o Customizable Information Feed Widgets that bloggers and websites can install on
           their pages.
       o Question Widgets will reside on Consumers’ desktops and enable them to ask
           questions of local Businesses registered with Zoomnia.
       o Sticky Note Widgets will reside on users’ desktops and will enable users to create
           virtual Zoomnia or Zoomnia partner branded sticky notes about things they need to
           accomplish. These will be linked to the Zoomnia system so that users can ask
           questions and find vendors through Zoomnia.
       o Todo List Widgets will reside on users’ desktops and will help people organize their
           todo lists. These widgets will link to the Zoomnia application so that people can more
           easily tackle their todo lists by using Zoomnia.
   •    Tagging – Zoomnia will enable tagging of Answer Forum questions and answers so that
       they are easier to find and share. This capability will help show their relevance by the
       number of people tagging the answer.
   •    Forums – Zoomnia will create forums where questions and answers will reside (always
       anonymous for Consumers). The content will be optimized so that it will be searchable
       via Google, Yahoo, Ask, and other search engines. The forums will attract Consumers
       and Businesses who will recognize the advantage of using Zoomnia.

The Company has also spoken with numerous future Consumers who have unanimously
applauded the Zoomnia concept.

Future Zoomnia Consumers have said:
   •   “I wish this was available already.”
   •   “I would tell everyone about this.”
   •   “I could use it right now to find a lawyer.”
   •   “If I had this now I could look for someone to answer my questions about setting up a
       home theater – I don’t know what I’m doing.”
   •   “I would use this constantly – ever since I bought my house I spend money on everything
       you can’t imagine and I won’t use the yellow pages to find the people I need.”
   •   “I had a ‘I need Zoomnia moment’ yesterday – I was looking for a specific vendor that
       does plexiglass displays and was of no help whatsoever!!!”

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                            Zoomnia Marketing Phases – CONSERVATIVE

Marketing                                                                  Population            Density / Sq
Phase          Geographies1                                                Targeted2             Mile                  Territories3

           1   Westchester County, NY                                                942,444                  2,177                   1

           2   CT, NY                                                             18,537,479                  1,443               28

           3   MA, ME, NH, NJ, RI, VT                                             17,239,286                    961               42
               DE, IA, IL, IN, MD, MI, MN, NE, OH, PA,, WI,
           4   WV                                                                 53,254,726                    755              147
               AL, AR, AZ, CA, CO, FL, GA, HI, ID, KS, KY,
               LA, MO, MS, NC, NM, NV, OK, OR, SC, TN, TX,
           5   UT, VA, WA                                                       107,640,666                     684              281

1 In the contiguous state strategy shown above, geographies may vary slightly in order to leverage media buys in specific DMAs. The
Company may select to target specific non-contiguous states or areas with denser population first (e.g. the coasts).
2 Marketing is targeted in areas where population is more than 225 people per square mile (double the national average)
3 Territories are made up of 900 square .mile blocks

                              Zoomnia Marketing Phases – AGGRESSIVE

Marketing                                                                  Population            Density / Sq
Phase          Geographies1                                                Targeted2             Mile                  Territories3

           1   Westchester County, NY                                                942,444                  2,177                   1

           2   CT, NY                                                             14,713,852                  2,139               17

           3   MA, ME, NH, NJ, RI, VT                                             21,062,913                    881               53
               DE, IA, IL, IN, MD, MI, MN, NE, OH, PA,, WI,
           4   WV                                                                 53,254,726                    755              147
               AL, AR, AZ, CA, CO, FL, GA, HI, ID, KS, KY,
               LA, MO, MS, NC, NM, NV, OK, OR, SC, TN, TX,
           5   UT, VA, WA                                                       107,640,666                     684              281

1 In the contiguous state strategy shown above, geographies may vary slightly in order to leverage media buys in specific DMAs. The
Company may select to target specific non-contiguous states or areas with denser population first (e.g. the coasts).
2 Marketing is targeted in areas where population is more than 225 people per square mile (double the national average)
3 Territories are made up of 900 square .mile blocks

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             Zoomnia Rollout Schedule and Forecasted Metrics - CONSERVATIVE
                            (based on consumer launch in Q3, 2007)

Active Market
Phases               1           1,2             1,2,3        1,2,3,4        1,2,3,4,5      1,2,3,4,5

Registered                400             700        16,000         53,000        159,000        392,000

 Questions Asked
on Internet               200           17,000      218,000      1,071,000      2,900,000      7,860,000

 Questions Asked
on Telephone                 -               -      316,000      1,250,000      3,747,000     10,892,000

Answers to
Questions                 500           35,000    1,136,000      4,932,000    14,126,000      39,849,000

Generated                1,000         105,000    3,135,000    15,761,000     45,615,000    127,897,000

Cash (Burned)
Generated            (416,000) (1,201,000) (3,581,000)           2,271,000      5,908,000     28,828,000

              Zoomnia Rollout Schedule and Forecasted Metrics - AGGRESSIVE
                           (based on consumer launch in Q3, 2007)

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Active Market
Phases              1           1,2             1,2,3        1,2,3,4        1,2,3,4,5      1,2,3,4,5

Registered               400             900        23,000         82,000        226,000        541,000

 Questions Asked
on Internet              200           30,000      459,000      2,073,000      5,515,000     13,608,000

 Questions Asked
on Telephone                -               -      509,000      2,547,000      7,290,000     18,966,000

Answers to
Questions                500           63,000    2,056,000      9,817,000    27,212,000      69,220,000

Generated               1,000         181,000    6,080,000    33,535,000     92,867,000    235,410,000

Cash (Burned)
Generated           (418,000) (1,377,000) (3,262,000)           9,863,000    26,403,000      79,493,000

Ensuring Continuing Value
Zoomnia offers a service to Consumers and Businesses that is extremely valuable, and the
Company will take steps to ensure that it continues to increase its value proposition to these
constituencies. The Company will obtain information about customers’ perceptions of its service
and their future requirements using a variety of marketing tactics, including surveys and focus
groups, and encouraging team members at every level and function to personally monitor
customer service and outbound telephone sales calls.

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Zoomnia will enable Consumers and Businesses to communicate questions and answers by
Internet initially and telephone in 2014. The following diagram describes the general aspects of
how these communications will work:

Internet                                                                                                                                Businesses read
                                  Consumer logs onto                                                                                question on Internet or
   Consumer         , specifies                 Zoomnia distributes question                                listen* to question on
     has                       industry category and zip                 anonymously to geographic                                 800-Zoomnia and create
   Question.                   code, and enters question.                   and industry relevant                                           answers.
                      1                                      2                                                            3

                       6                                      5                                                            4

   Consumer receives answers and a promotion                              Zoomnia receives answers and
    from the answering businesses. Zoomnia                                 forwards them to Consumer.
      charges answering Businesses $2.00.
Telephone (launch in 2008)
                          Consumer calls 800-Zoomnia,
                          specifies industry category and                   Zoomnia distributes question                              Businesses listen* to
    Consumer                                                                                                                            question on 800-
      has                  zip code with live agent, and                    anonymously to geographic
                            then records question into a                       and industry relevant                                 Zoomnia or the Internet
    Question.                                                                                                                         and create answers.
                                   “voice mail”.                                    Businesses.

                          1                                       2                                                            3

                           6                                      5                                                            4

     Consumer receives answers and a promotion                              Zoomnia receives answers and
      from the answering businesses. Zoomnia                                 forwards them to Consumer.
        charges answering businesses $2.00.

                * Businesses can choose to obtain questions, decide if they want to respond, and leave answers using either the Internet or the telephone.

When Consumers ask a question on either the Internet or the telephone the questions will go
through an automated quality control (QC) process to check for words or phrases that do not
meet Zoomnia’s standards. For example, the QC will check for expletives, spam questions, and
illegal commerce such as drug trafficking. Also, a certain percentage of “problem” questions
found in the automated process as well as questions that passed the automated process will go
through a manual QC process. This will enable the Company to rapidly find and head off
systemic problems and take advantage of opportunities.

The final determination of the quality of a question/lead will always belong to the Businesses it
is sent to. They are never under any obligation to respond to a lead, and will never pay for the
lead unless they choose to respond and Consumers read or listen to the Business’s response.
Once a Consumer has done so, the Business’s Zoomnia account will be debited the appropriate
cost. Zoomnia Business accounts work like EZ-Pass accounts. Businesses will deposit $10 -

Confidential                                                                                                                                                   41
$100 into their account through a credit card or bank draft. When a Business’s account is running
low, Zoomnia will charge their credit card or process an automatic bank draft to replenish the
funds in their account. If at any time a Business does not replenish their account, they will
continue to receive leads by email, but will not be eligible to respond to them without first
replenishing their account.

Key Departments
The key departments required to execute Zoomnia’s strategy include Sales & Marketing
(described in the Sales & Marketing section), Technology (described in the Technology section),
Operations (including customer support, and project management), and Finance and
Administration. It is expected that in Phase 1, senior management will oversee and personally
execute the majority of these functions. While a clear division of labor will not always be
possible or desirable, the Company will hire people in specific areas where they will have
responsibility and authority to execute their operations and projects.

Customer Service (part of Operations)
Customer service will be provided to both Businesses and Consumers, although the level of
service will be different (similar to the way Yahoo provides service to Businesses and
Consumers). Businesses will be able to call Zoomnia during normal Company hours and speak
with a live customer service representative who will be trained to discuss issues ranging from
general operational questions to billing questions. Consumers will need to communicate with the
Company primarily through a customer service form on the website. The
Company will develop technology that will help Consumers easily communicate their issue and
enable the Company to respond with an automated email that is selected for the category chosen
by the Consumer. The Company will also retain customer service personnel who will personally
respond to Consumers who require a higher tier of service.

Finance and Administration
Finance and Administration will be executed by the Company’s senior management. The
Company will invest in scalable industry-standard accounting software. Zoomnia will utilize the
services of New York accounting firm Barash, Friedman, Friedberg, & Adasko to help develop
systems and processes as the Company scales its operations.

                  Total Non-executive headcount - CONSERVATIVE
                                    20xx      20xx    20xx     20xx       20xx        xx
 Mid-level Managers +                  0         1       7       19         43        94
 Quality Control Specialist            0         1       1        3          8        19
 Customer Service rep (type 1)         0         0       3        6         17        35
 Customer Service rep (type 2)         0         1       2        4         12        28
 Customer Service rep (type 3)         0         1       1        1          1         1
 Total Non-executive                   0         4      14       33         81       177

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               Total Non-executive headcount (year-end) - AGGRESSIVE
                                    20xx       20xx       20xx    20xx       20xx       20xx
 Mid-level Managers +                  1          1         11      36         77        162
 Quality Control Specialist            0          1          2       5         13         31
 Customer Service rep (type 1)         0          0          2       7         20         41
 Customer Service rep (type 2)         0          1          2       6         16         38
 Customer Service rep (type 3)         1          1          1       1          1          1
 Total Non-executive                   2          4         18      55        127        273


The Zoomnia technology is based on LAMP (Linux, Apache, MySQL, PHP5), allowing
Zoomnia to use cutting edge technology without incurring the significant license fees that are
usually associated with such technologies. Additionally, Zoomnia will have the ability to utilize
resources from a much larger talent pool than if a proprietary vendor software package was used.
This also allows the Company to scale quickly and provide high performance for relatively low
cost compared with Microsoft or Sun Microsystems based solutions.

The Zoomnia system will have two main entry points, one via the Internet and, in 2008, another
via the telephone. Both systems will interface with a secure clustered backend Database that will
hold all Zoomnia data. The data will be used for Consumer and Business reporting, as well as
financial reporting and projections. It will be backed-up at an offsite facility to ensure no risk of

The telephone-based system will allow callers to utilize IVR technology and VoiceXML
(VXML) to communicate with the Zoomnia backend application. All requests, such as when
consumers leave questions or pick up answers, or when businesses send a response to that
Consumer, will all be accomplished by responding to voice prompts on the caller’s telephone.
The systems will utilize IP based voice technology to minimize the telephony costs. For user’s
ease of retrieval of their information, we expect to implement various text-to-voice technologies
that will interact directly with the Interactive Voice Response (IVR) system and the backend data
repository. Our goal is to make interacting with a complex technical system very easy and

The Internet-based system will leverage the same backend infrastructure as the telephone-based
system, but will allow users to directly access the information and make requests via their web
browser. User’s requests will be directed into one of multiple redundant load-balanced front end
Web Servers that will process the request and hand it off to the appropriate system.

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                                Major Competitors for Local Businesses’ Marketing Dollars
                                                                                                                    % of Small
    Media                   Examples                       Notes                    Zoomnia Differentiation          Utilizing            Cost

Off-Line         · Ambassador Yellow Pages   Very popular - 76% of adults use     With Zoomnia's pay-for-           59%          · $258/month 1/8
Yellow Pages     · Verizon Yellow Pages      the YP at least once per month,      performance model, no                          page (credit card
(YP)                                         and the average person uses it       contract means Businesses                      size) in color
                                             1.4 times per week. Small            only pay when they see a                       · $555/month 1/4
                                             Businesses spend 46% of their        good lead. Also, with                          page B&W
                                             marketing dollar advertising in      Zoomnia, a Business can
                                             the YP.                              change its advertisement
                                                                                  whenever it needs to.

Internet         ·       As a natural extension of off-line   Zoomnia Businesses can            18%          AT&T Charges
Yellow Pages     ·        Yellow Pages, approximately          manage both how many new                       · $80/month plain
(IYP)                                        25% of YP directory inquiries        Consumers they want to                         listing
                                             are now conducted online.            respond to and when they                       · banner ad
                                             Businesses pay to leave simple       respond. Zoomnia will offer                    $200/month
                                             ads on IYP sites and await           unique valuable features in its
                                             Consumer calls. Business             Internet business telephone
                                             models and display formats are       directory that will show
                                             still being modified.                typical information as well as
                                                                                  questions and answers that
                                                                                  the Business has been
                                                                                  involved with.

Print Media      · Fairfield Citizen News    Used by small Businesses for         Zoomnia offers a pay-for-         65%          · $378 per 1/4 page
                 · Westchester Magazine      over 100 years, print is reaching    performance model and gives                    insertion in local
                                             maturity as more consumers           the Business the ability to                    “Fairfield Citizen
                                             obtain their content online.         customize their                                News”(12,000
                                             Print's answer is to extend its      "advertisement" to exactly                     subscribers)
                                             reach to the Internet using the      suit a Consumer's needs.                       · $490 per 1/4 page
                                             same model as in print.                                                             insertion in industry-
                                             Businesses create one standard                                                      specific “Backstage”
                                             ad for all Consumers.                                                               (36,000 subscribers)
                                                                                                                                 · $52 for one 5-line
                                                                                                                                 insertion in “Fairfield
                                                                                                                                 Citizen News”
                                                                                                                                 (volume discounts

Internet         · Banner Ads                Similar to newspaper ads but         Zoomnia Businesses need not       7%           · $7 - $35 CPM. Cost
Advertisements   · Pop-Up Ads                much more dynamic, banner ads        have a Website (or even an                     depends on brand
                                             assist with branding (sometime       Internet connection) to obtain                 strength and
                                             negatively) and enable               leads (even from people                        specificity of content
                                             Consumers to click through to        researching on the Internet).                  Website.
                                             the Website of the sponsoring        Zoomnia's leads are deep in
                                             Business.                            the sales pipeline since
                                                                                  Consumers who have asked
                                                                                  questions have an interest in
                                                                                  the products or services that
                                                                                  the Business is selling.

Broadcast        · Radio                     Television can be useful when        Zoomnia Businesses pay only       26%          · Local cable TV per-
                 · Television                displaying visual aspects of         for the leads they want and                    airing cost: $8 to
                                             Businesses, but the all-in cost is   can decide to use the service                  $175 (volume
                                             frequently too expensive for         only when they want more                       purchases.)
                                             small businesses. Radio can be       leads.                                         Production rate
                                             an effective and efficient                                                          averages $1,000
                                             medium when targeted to the                                                         · Local radio per-
                                             correct audience, although for                                                      airing cost ranges
                                             very small businesses who                                                           from $25 to $150
                                             cannot scale fast enough for                                                        (small market) to
                                             large increases in inquiries or                                                     $500 to $1,300 (large
                                             sales, it can be too expensive.                                                     market).

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                                                                                                              % of Small
    Media                 Examples                 Notes                     Zoomnia Differentiation           Utilizing           Cost

Pay Per Click   · Google Ads         PPC is the most popular type of       Zoomnia is simple. The             18%          · $.05 - $100 /
(PPC)           · Yahoo Ads          Internet advertising. Useful to       Business always knows the                       Average cost per
                                     high margin Businesses that           cost of following a lead The                    click = $1.39
                                     have high quality websites,           Business does not even need a
                                     however it is difficult to manage     Website or an Internet
                                     choosing and bidding for              connection to follow a lead.
                                     keywords as well as watching
                                     for fraud, which is estimated as
                                     high as 20% of clicks. Although
                                     seemingly inexpensive, at an
                                     average cost of over 50 cents per
                                     click and conversion rates
                                     estimated at about 1%, Pay Per
                                     Click is not for every business.

Pay Per Call    · Ingenio            One of the newest forms of            Zoomnia Businesses choose          <1%          $2 to $30 / call
                · VoiceStar          Internet advertising, Businesses      which leads they follow                         Average on Ingenio
                                     only pay when a potential             instead of paying for anyone                    is $9.
                                     Consumer calls. The Kelsey            who calls. They have the
                                     Group estimates that by 2009          additional benefit of being
                                     Pay Per Call could generate           able to follow those leads
                                     between $1.4B and $4B in gross        when it is most convenient for
                                     revenues annually, much of it         them, thus avoiding missed
                                     with local advertisers. A 2004        calls or being overwhelmed
                                     survey from the Kelsey Group          by too many calls at one time.
                                     (not specifically referring to        Finally, a Business's answer
                                     Pay-Per-Call) reports:                to a Consumer's question can
                                     “Incoming calls convert to sales      become valuable promotional
                                     45.1% of the time."                   material on Zoomnia's
                                                                           website and help attract other

Lead            · Reply              Lead Generation business              Zoomnia is industry-agnostic       ~1%          Annual fees range
Generation      · FindaPlumber       models vary from marketing            - if Businesses want to                         from $40.00 to $179.
                                     lists to qualified lead services to   receive leads from Consumers                    Leads range from $2
                                     pay-per-performance models.           and Consumers have                              to $79.95
                                     Companies that are most similar       questions, Zoomnia will
                                     to the Zoomnia focus on specific      facilitate communications.
                                     vertical markets and in at least      Businesses can choose which
                                     one B2B case, more than 30            leads they respond to and
                                     verticals. Businesses pay a           when. Subscription and setup
                                     subscription fee. In some cases,      fees are not anticipated at this
                                     leads are highly qualified before     time.
                                     they are sent to Businesses.

Direct Mail     · ValuePack          A popular approach for blanket        Zoomnia has no upfront cost        25%          Typical $400 for
                · Custom Mail        marketing, the paper equivalent       or work to do, anyone with a                    10,000 consumers
                                     of a local TV broadcast but less      real business who has a                         ($0.4 per home).
                                     expensive upfront production          telephone or Internet                           Typical 2% and
                                     expenses. Gives consumers a           connection can use it. Money                    lower response rate.
                                     "leave behind". Conversion rates      is spent and work is
                                     are low (1% - 2%) , but so is the     performed only when there is
                                     cost per item. Businesses must        an interested Consumer.
                                     be certain they have the capacity     Businesses never pay for
                                     to answer all of the telephone        leads they don't follow and
                                     calls and other inquiries             have the opportunity to
                                     generated by a large mailing or       answer leads they want to
                                     else conversion rates will            follow on their own time, not
                                     dwindle.                              just when a Consumer calls.

Note: Many of the competitor categories for Businesses are intentionally duplicated for

Confidential                                                                                                               45
Major Competitors for Consumers’ Attention
Media              Examples                Notes                                                          Zoomnia Differentiation
Answer Sites      · Google Answers         Consumers pay to have self-proclaimed "experts" answer         Zoomnia's service is free to Consumers,
(Paid)            · ExpertBee              questions. Questions come in large varieties and answers       maintains Consumer anonymity, and is
                                           frequently do not come back for days or longer.                available via telephone and Internet. Also, the
                                                                                                          experts are local and have credibility since
                                                                                                          they have real Businesses that provide services
                                                                                                          or products related to the Consumer's question.

Answer Sites      · Yahoo Answers          Numerous models exist from online encyclopedias like           Zoomnia allows Consumers to retain their
(Free)            · Answers                Wikipedia and Answers to the model where anyone can            anonymity and provides them customized
                                           claim to know a good answer as in Yahoo Answers.               answers from professionals.

Off-Line          · Ambassador Yellow      Very popular - 76% of adults use the YP at least once per      Even easier than pulling out a book is picking
Yellow Pages      Pages                    month, and the average person uses it 1.4 times per week.      up the telephone or getting on the computer
(YP)              · Verizon Yellow Pages   However, content is static and Consumers must do the hard      and having the question go to many
                                           work of making many calls to get answers.                      geographically and industry relevant
                                                                                                          companies (anonymously) who will return
Internet Yellow   · Switchboard            Online version of paper Yellow Pages. Growing in               Besides the Q & A service, Zoomnia will offer
Pages (IYP)       · SuperPages             popularity but has very limited functionality.                 an IYP with ratings, Q&As that Businesses
                                                                                                          have answered, and other functionality.

Search Engines    · Google                 Considered the core of the Internet, 59 million people         Zoomnia answers are always relevant because
                  · Yahoo / Overture       perform Internet search every day. While useful for finding    they are customized by professionals who have
                                           some information on the Internet, it frequently displays       an incentive to provide a high quality answer
                                           irrelevant data thus forcing the user to do much more work     to the Consumer.
                                           to find the answers they need.
Print Media       · Local Newspaper        Sometimes informative, however, the ads frequently just get    When Consumers receive answers including
                  · Local Magazine         in the way of the content.                                     promotional information from Zoomnia’s
                                                                                                          registered Businesses, it is because they desire
                                                                                                          to see this information.
Internet          · Banner Ads             Sometimes informative, however, the ads frequently just get    When Consumers receive answers including
Advertisements    · Pop-Up Ads             in the way of the content.                                     promotional information from Zoomnia’s
                                                                                                          registered Businesses, it is because they desire
                                                                                                          to see this information.
Broadcast         · Radio                  Sometimes informative, however, the ads frequently just get    When Consumers receive answers including
                  · Television             in the way of the content.                                     promotional information from Zoomnia’s
                                                                                                          registered Businesses, it is because they desire
                                                                                                          to see this information.
Pay Per Click     · Google Ads             A convenient way for Consumers to find and research a          Zoomnia Consumers will have a much easier
(PPC)             · Yahoo Ads              Business' website.                                             way to research a local business or find
                                                                                                          information, by asking one freeform question
                                                                                                          and getting multiple answers back.
Pay Per Call      · Ingenio                Offers users a toll-free number to call a specific company     The Consumer does not need to know the
                  · VoiceStar              they are interested in.                                        name of the Business they want. Rather,
                                                                                                          through the Zoomnia system, they can base the
                                                                                                          selection of the company on the answers to
                                                                                                          their questions.

Lead              · BuyerZone              A good way to comparison shop for price, but Consumers         Anonymity, ease of use, free form questions,
Generation        · FindaPlumber           must reveal their contact information and at times how much    and one-stop-shopping for questions targeting
                                           they are willing to spend. Because of this they frequently     many different industries makes Zoomnia a
                                           will get multiple sales calls from Businesses. Additionally,   first place to turn to for comparison shopping
                                           Consumers have to remember or search for many different        and receiving answers.
                                           industry specific lead generation companies for items such
                                           as plumbing, mortgages, moving, cars, and more. Finally,
                                           these models frequently force a Consumer to fill out a
                                           lengthy template.

Direct Mail       · ValuePack              Consumers receive generic information about companies and      Information provided to Consumer via the
                  · Personalized for       sometimes money saving coupons.                                Zoomnia system is customized and comes
                  Company                                                                                 when the Consumer wants it.

Note: Many of the competitor categories for Businesses are intentionally duplicated for

Confidential                                                                                                                             46
Companies that have developed models to answer users’ questions generally deliver less than
optimal results. Problems include:

       1) Information is very generic and frequently does not specifically answer the question
       posed, such as with and

       2) Results force the Consumer to wade through enormous amounts of irrelevant
       information to find the information they desire (if the information is even there) as with
       search sites such as Google.

       3) Personalized answers offered by the general public frequently take days or weeks
       before Consumers receive them and the majority of the time they are developed by non-
       professionals, as with

       4) Personalized answers by non-local “experts” cost the Consumer money, such as with
       “Google Answers” where Consumers must pay to receive an answer. Note: as of
       November 30, 2006, Google Answers no longer exists.

       5) Rarely are answers offered that are geographically relevant.

       6) Poor functionality and limited content make it difficult for Consumers to find answers
       as with Internet yellow page sites such as Superpages,, and as well as Yahoo and Google’s local offerings.

       7) Company focus is only on the Internet, but many Consumers’ continue to want to get
       information on their telephone.

Even with 92 million American adults using the Internet each day, the yellow pages remains
relevant for Consumers for three primary reasons 1) people are familiar with the yellow pages, 2)
people need information even when a computer is not readily available, and 3) the quality of
Internet alternatives is poor. When searching for relevant answers to questions or information
about local vendors, Consumers find results from Internet searches and Internet yellow pages
disappointing and frequently a waste of time. Even Google, considered a leader in Internet
search, displays thousands of irrelevant results per search. There is no better way to accurately
and concisely provide a Consumer with an answer than to personally listen and personally

Confidential                                                                                        47

  Risk Factors

  You should carefully consider the risks described below before making an investment decision.
  Additional risks and uncertainties not presently known to the Company or that are currently
  deemed immaterial may also impair its business operations.

  Developing Market for Serving Marketing Solutions to Local Businesses/Unproved
  Acceptance of the Company’s Services
  The Company’s ability to increase the volume of transactions on its service and the amounts paid
  by Businesses is dependent upon achieving market acceptance from Businesses and Consumers.
  Internet marketing by small businesses is at an early stage of development. Most small
  businesses have only limited experience marketing on the Internet and have not devoted a
  significant portion of their marketing expenditures to Internet marketing. Additionally, if
  businesses do not perceive that leads are driving enough sales they will not continue paying for
  Zoomnia’s service. Failure to achieve and maintain a large and active base of Businesses and
  Consumers would seriously harm the Company’s business.

  Limited Operating History/Ability to Manage Growth/Potential Fluctuations in Operating
  Zoomnia was formed in February, 2006 and executed a beta launch in 2007. As such, the
  Company has a very limited operating history on which to base an evaluation of its business and
  prospects. As a new company, Zoomnia will face increased risks, uncertainties, expenses and
  difficulties, and its operating results may fluctuate significantly as a result of a variety of factors,
  many of which are outside of the Company’s control. Such factors include: its ability to attract
  and retain Businesses, and Consumers; the number of valid questions asked by Consumers and
  the rate Businesses answer their questions; its ability to keep the Zoomnia Website, software,
  server network, database and transaction processing service operational; its ability to introduce
  new services and make improvements to existing services in a timely manner; regional and
  international government regulation; the introduction of new services and products by the
  Company’s competitors; the success of Zoomnia’s brand building and marketing campaigns,
  including the timing, cost and availability of traditional and online media; confidence in the
  security of transactions conducted on Zoomnia; the Company’s ability to upgrade and develop its
  technology and information processing systems and infrastructure to accommodate growth; its
  ability to attract new personnel in a timely and effective manner; the amount and timing of
  operating costs and capital expenditures; and general economic conditions and economic
  conditions specific to the Internet, telephone, electronic commerce and advertising industries.

  Marketing on the Internet by small businesses is at a nascent stage, rapidly evolving and
  intensely competitive, and the Company expects competition to intensify in the future. The
  Company currently competes with a number of other large Internet pure-plays and well
  established off-line companies. In addition, other companies may be expected to offer similar

  Confidential                                                                                         48
services which directly and/or indirectly compete with Zoomnia for Business dollars and
Consumer’s attention. Many of these competitors, as well as potential entrants into the
Company’s market, have longer operating histories, larger user bases, greater brand recognition
and significantly greater financial, marketing and other resources. Barriers to entry in Zoomnia’s
industry are relatively low, and current and potential competitors may be able to launch new
Websites and develop telephone services at a relatively low cost (see “Competition”).

Online Security Risks
Concerns over the security of transactions conducted on the Internet may inhibit Zoomnia’s
ability to attract paying Businesses. The Company may rely on encryption and authentication
technology licensed from third parties to provide secure transmission of confidential information.
However, despite the implementation of various security measures, advances in computer
capabilities, new discoveries in the field of cryptography, or disruptions by other Internet users
may result in a compromise or breach of the technology used by the Company to protect
customer transaction data. Such technology breaches could jeopardize the security of information
stored in and transmitted through the Company’s computer systems, which may result in
significant liability to the Company and may also deter potential Consumers. The Company will
attempt to limit its liability to Businesses and Consumers, including liability arising from a
failure of the security features contained in the Company's services, through contractual
provisions; however, there can be no assurance that such limitations will be enforceable. The
Company may suffer losses as a result of orders placed with fraudulent credit card data, even
though the associated financial institution approved payment of the orders. The Company
currently does not have product liability insurance to protect against these risks and there can be
no assurance that such insurance will be available to the Company on commercially reasonable

Dependence Upon Product Development/Risk of Technological Change
The Company's success will depend upon its ability to develop new services that meet changing
Business and Consumer requirements. The Internet and the online marketing industry are
characterized by rapidly changing technology, evolving industry standards and customer
requirements, emerging competition and frequent new product and service introductions. Failure
of the Company to develop and introduce new services in a timely manner that are compatible
with industry standards, that satisfy advertiser and Consumer requirements and that are
competitively priced could have a material adverse effect on the Company's business, operating
results or financial condition.

Intellectual Property
Zoomnia will rely on a combination of trademark, patent and trade secret rights, confidentiality
procedures and licensing arrangements to establish and protect its business methods, technology,
and commercial marks. Despite these precautions, third parties could copy or otherwise obtain
and use the Company’s technology without authorization, or develop similar technology
independently. As the number of services in the Internet and electronic commerce market
increases, service providers such as the Company may become increasingly subject to
infringement claims. In addition, since the Company’s services operate, in part, by facilitating
the exchange of information between Businesses and Consumers, the potential exists for claims
to be made against the Company, either directly or through contractual indemnification

Confidential                                                                                    49
provisions with third parties. These claims might, for example, be made for defamation,
negligence, copyright, trademark or patent infringement, personal injury, invasion of privacy or
other legal theories. Defending any such claims could absorb significant management time and
resources, and might require the Company to enter into royalty or license agreements. Should the
Company be required to do so, it may not be able to obtain royalty or license agreements, or
obtain them on acceptable terms.

Systems Failure
While Zoomnia will operate fully redundant systems, its future success and its ability to facilitate
communication between Consumers and Businesses and provide customer service will depend
on the efficient and uninterrupted operation of its computer and communications hardware and
software systems. The systems and operations will be vulnerable to damage or interruption from
earthquakes, floods, fires, power loss, telecommunication failures and similar events. They will
also be subject to break-ins, sabotage, intentional acts of vandalism and similar misconduct. The
Company’s success will also depend upon its ability to expand its transaction-processing systems
and network infrastructure and maintain high capacity data transmission without systems
interruptions in order to accommodate significant usage increases. The Company’s ability to
increase the speed and scope of its services is ultimately limited by and dependent upon the
speed and reliability of both the Internet and its Consumers’ and Businesses’ internal networks.

Management of Potential Growth: New Management Team; Dependence on Key Personnel
The Company is expected to experience a period of significant expansion and anticipates that
further expansion will be required to address potential growth in its customer base and market
opportunities. This expansion could place a strain on the Company's management, operational
and financial resources. To manage the expected growth of its operations and personnel, the
Company will be required to improve existing and implement new transaction processing,
operational and financial systems, procedures and controls, and to expand, train and manage its
growing employee base. The Company also will be required to expand its finance, administrative
and operations staff. Further, the Company may be required to enter into relationships with
various strategic partners, vendors and other third parties necessary to the Company's business.
There can be no assurance that the Company's planned personnel, systems, procedures and
controls will be adequate to support the Company's future operations, that management will be
able to hire, train, retain, motivate and manage required personnel or that Company management
will be able to identify, manage and exploit potential strategic relationships and market
opportunities. The failure of the Company to manage growth effectively could have a material
adverse effect on the Company's business, results of operations and financial condition.

The Company's performance is substantially dependent on the continued services and
performance of its senior management and other key personnel. The loss of the services of any of
its senior management or other key employees could have a material adverse effect on the
Company's business, results of operations and financial condition. The Company does not have
long-term employment agreements with any of its key personnel and maintains no "key person"
life insurance policies. The Company's future success also depends on its ability to identify,
attract, hire, train, retain and motivate other highly skilled technical, managerial, marketing and
customer service personnel. Competition for such personnel is intense, and there can be no
assurance that the Company will be able to successfully attract, integrate or retain sufficiently

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qualified personnel. The failure to retain and attract the necessary personnel could have a
material adverse effect on the Company's business, results of operations and financial condition.

Liability Due to Information Disseminated Through the Company’s Service
The law relating to the liability of online services companies for information carried on or
disseminated through their services is currently unsettled. Although the Company plans to make
both Businesses and Consumers aware of risks they take in disclaimers, it is possible that claims
could be made against online services companies under both United States and foreign law for
defamation, libel, invasion of privacy, negligence, copyright or trademark infringement, or other
theories based on the nature and content of the materials disseminated through their services. The
Zoomnia service features a Consumer review feature and a Consumer and Business forum,
which includes information from Consumers regarding the quality of Businesses’ products or
services. Although all such feedback is generated by Consumers and Businesses and not by the
Company, it is possible that a claim of defamation or other injury could be made against the
Company for content posted in these areas. The imposition upon the Company and other online
services providers of potential liability for information carried on or disseminated through their
services could require the Company to implement measures to reduce its exposure to such
liability, which may require the Company to expend substantial resources and/or to discontinue
certain service offerings. While the Company will carry liability insurance, it may not be
adequate to fully compensate the Company in the event the Company becomes liable for
information carried on or disseminated through its service. Any costs not covered by insurance
incurred as a result of such liability or asserted liability could have a material adverse effect on
the Company's business, results of operations and financial condition.

Future Capital Needs
The Company currently anticipates that the net proceeds of this investment round will be
sufficient to meet its anticipated needs for working capital, capital expenditures and business
expansion through February, 2007. Thereafter, the Company expects to need to raise additional
funds. The Company may need to raise additional funds sooner in order to fund more rapid
expansion, to develop new or enhanced services or products, to respond to competitive pressures
or to acquire complementary products, businesses or technologies. If additional funds are raised
through the issuance of equity or convertible debt securities, the percentage ownership of the
owners of the Company will be reduced, owners may experience additional dilution and such
new owners may have rights, preferences and privileges senior to those of other investors in
previous rounds of financing. There can be no assurance that additional financing will be
available on terms favorable to the Company or at all. If adequate funds are not available or are
not available on acceptable terms, the Company may not be able to fund its expansion, develop
or enhance services or products or respond to competitive pressures. Such inability could have a
material adverse effect on the Company's business, results of operations and financial condition.

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Targeted Business Specialties

Note: There are currently 140 live specialties supported by 1200 specialists.

     Accountants                            Computer Instructors            Golf Instructors
     Acting Instructors                     Computer Network Specialists    Gutter Contractors
     Acupuncturists                         Computer Repairmen              Hair Salon Managers
     After School Activity Directors        Computer Retailers              Handymen
     Air Duct Cleaners                      Computer Software Retailers     Health Club Managers
     Allergists                             Contractors & Remodelers        Health Food & Vitamin Dealers
     Animal Controllers                     Credit Card Processors          Hearing Aid Specialists
     Appliance Repairmen                    Credit Repair Specialists       Heat Loss Experts
     Architects                             Culinary Instructors            Heating & Cooling Contractors
     Assisted Living Facility Specialists   Dance Entertainers              Holistic & Alternative Medical Spec.
     Auto Body Specialists                  Dance Instructors               Home Audio & Theater Dealers
     Auto Dealers                           Day Care Specialists            Home Health Care Providers
     Auto Detailers                         Deck & Porch Contractors        Home Inspectors
     Auto Mechanics                         Demolition Specialists          Hot Tub & Spa Dealers
     Auto Painting Specialists              Dentists                        Insulation Contractors
     Auto Parts & Accessories Dealers       Dermatologists                  Insurance Agents
     Auto Tire Dealers                      DJs                             Interior Decorators
     B&B Managers                           Door Contractors                Jewelry Repairmen
     Baby Nurses                            Driveway Contractors            Job Recruiters
     Babysitters                            Electricians                    Kitchen & Bathroom Contractors
     Bakers                                 Electronic Repairmen            Landscape Designers
     Bands                                  Etiquette Instructors           Landscape Irrigation Specialists
     Bankruptcy Attorneys                   Exercise Equipment Dealers      Landscapers & Gardeners
     Basement Remodelers                    Family Law Attorneys            Limousine Drivers
     Basement Waterproofers                 Faux Painters                   Litigation Attorneys
     Bicycle Dealers                        Fence Contractors               Locksmiths
     Bookkeepers                            Fertility Specialists           Malpractice Attorneys
     Camp Directors                         Financial Advisors              Martial Arts Instructors
     Car Rental Dealers                     Flooring Specialists            Masonry Contractors
     Career Coaches                         Florists                        Massage Therapists
     Carpenters                             Foreign Language Instructors    Mortgage Brokers
     Carpet Cleaners                        Funeral Service Directors       Mortgage Lenders
     Carpet Dealers                         Furniture Dealers               Movers
     Carpet Installers                      Garage Door Contractors         Music Instructors
     Caterers                               General Attorneys               Nanny Agency Directors
     Chimney Contractors                    General Practitioners           Narration & Audio Recorders
     Chiropractors                          Gift Basket Retailers           Nursery School Directors
     Cleaning Services                      Glass Dealers                   Nutritionists
     Coin & Stamp Dealers                   Glass Installers                Office Space Specialists

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    Opticians                          Real Estate Appraisers          Tree Specialists
    Orthodontists                      Real Estate Attorneys           Trust & Estate Attorneys
    Painters                           Rental Specialists              Tutors
    Party & Wedding Planners           Retirement Home Directors       Upholsterers
    Pediatricians                      Roofing Contractors             Used Auto Dealers
    Personal Injury Attorneys          Screen Specialists              Veterinarians
    Personal Life Coaches              Security System Specialists     Videographers
    Personal Trainers                  Siding Contractors              Wallpaper Specialists
    Pest Controllers                   Singing Instructors             Website Designers
                                       Small Business Advisors
    Pet Boarding, Kennel, & Daycare Specialists                        Weight Loss Specialists
    Pet Groomers                       Small Business Attorneys        Window Contractors
    Pet Sitters & Walkers              Smoking Cessation Specialists   Window Treatment Specialists
    Pet Trainers                       Sound & Lighting Specialists    Yoga Instructors
    Photo Restoration Specialists      Spa Managers
    Photographers                      Sports Injury Specialists
    Photography Developers             Stone & Brick Dealers
    Physical Therapists                Storage Specialists
    Piano Dealers                      Sunroom Contractors
    Piano Tuners & Repairmen           Tanning Salon Managers
    Pilates Instructors                Tax Preparation Specialists
    Plastic Surgeons                   Telephone System Dealers
    Plumbers                           Tennis Instructors
    Pool Contractors                   Therapists & Counselors
    Power Washers                      Tile Dealers
    Printers                           Tile Installers
    Real Estate Agents                 Travel Agents

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“Team of Specialists” Real Examples

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