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DISCLAIMER
UNDER NO CIRCUMSTANCES SHALL THE PRESENTATION MADE THROUGH THIS WEBSITE (THE "PRESENTATION") CONSTITUTE AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO BUY, NOR SHALL THERE BE ANY SALE OF ANY SECURITIES, INCLUDING THOSE POTENTIALLY PROPOSED OR DESCRIBED HEREIN, IN ANY JURISDICTION IN WHICH SUCH OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL.

THE INFORMATION CONTAINED IN THIS PRESENTATION IS QUALIFIED IN WHOLE AND IN PART BY THE STATEMENTS MADE IN THE SECTION ENTITLED "IMPORTANT NOTICE" ON THE IMMEDIATELY SUCCEEDING PAGES.  RECIPIENTS OF THIS PRESENTATION ARE URGED TO REVIEW THIS SECTION CAREFULLY BEFORE CONSIDERING AN INVESTMENT IN THE SECURITIES OF THE COMPANY.

This Presentation is being furnished by ZAG.com Inc. ("ZAG" or the "Company") through Greenridge Capital LLC (the "Agent"), solely for use in connection with consideration by prospective investors (each a "Prospective Investor") of the purchase of Series C Preferred Stock (the "Series C") through a private placement (the "Private Placement").  By accepting this Presentation, the recipient agrees that all information contained herein shall be treated confidentially and will not be disclosed to any other person or entity without the specific prior written approval of the Company and the Agents.    Prospective Investors are encouraged to seek advice of legal counsel in this regard.

If a Prospective Investor does not wish to proceed with an investment in the Company pursuant to the Private Placement, such Prospective Investor shall promptly return any materials downloaded from this website and any other materials or documents provided by or on behalf of the Company, or shall promptly destroy, including electronic copies, such materials as well as any notes or analyses developed by such Prospective Investor as a result of this Presentation or such provided materials.

Any forecasted financial and other information contained herein has been prepared by representatives of the Company and is based on its subjective estimates and assumptions about circumstances and events that may not have yet taken place.  The Company, its affiliates and the Agent make no representations or warranties as to the attainability of the projections and forecasts contained herein or the accuracy or completeness of any assumptions from which such projections and forecasts are derived.  All projections are inherently subject to uncertainties and contingencies, all of which are difficult to predict and many of which are beyond the control of the Company.  In addition, unexpected events and circumstances may occur after the date of the financial projections.  Thus, there can be no assurance that the projected results will be attained and it should be expected that actual results will vary from the projected results, and such variations could be material.  The Company also cautions Prospective Investors that, in addition to the historical information included herein, this Presentation includes forward-looking statements, and that such information is based on management's beliefs as well as on assumptions made by and information currently available to management.  When used in the Presentation, words such as "expect", "anticipates", "intend", "plan", "believe", "estimate" and similar expressions are intended to identify such restatements, adjustments or forward-looking statements.  However, this Presentation also contains other forward-looking statements.  Such statements are not guarantees of future performance and involve certain risks, uncertainties, contingencies and assumptions, as well as other factors which could cause the Company's future results to differ materially from those expressed in any forward-looking statements made by or on behalf of the Company.  The Company disclaims any intent or obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise.

While the information provided herein is believed to be accurate, the Agents and its directors, officers, employees, representatives and controlling persons have made no independent investigation of such information and make no representation or warranty, express or implied, as to the accuracy or completeness of the Presentation or any of its contents, nor shall any of the foregoing persons be liable for any loss or damages of any kind resulting from the use of the information contained herein or otherwise supplied.

The information and statements contained in the Presentation are subject to change without notice.  Neither the delivery of the Presentation nor the sale of the Series C, under any circumstances, shall create any implication that there has not been any change in the matters discussed herein since the date hereof.  This Presentation is not intended to be a comprehensive description of the matters contained herein.  Each Prospective Investor shall have the opportunity to ask reasonable questions and receive answers concerning the terms and condition of the offering of the Series C and to obtain any additional information necessary to verify the accuracy of the information contained herein to the extent it is available or can acquired without unreasonable effort or expense.  No person has been authorized to give any information or to make any representation in connection with this offering not contained in the Presentation and, if given or made, such other information or representation must not be relied upon as having been authorized by the Company or the Agent.

The Series C will be offered privately to qualified institutional investors who will be required to represent that they are purchasing for their own account for investment purposes only and not with a view to resale.  By reviewing the Presentation, Prospective Investors will be deemed to have acknowledged the need to conduct their own thorough investigation and to exercise their own due diligence before considering an investment in the Series C.  This Presentation, as well as the nature of the investment in the Series C, should be reviewed by each Prospective Investor and its investment, tax or other advisers, its accountants and its legal counsel.
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