Inc. Plans to Acquire Copernic Technologies Inc.

Dec 07, 2004 Inc. and Copernic Technologies Inc. have announced that has signed a letter of intent (LOI) whereby would acquire all of the shares of Copernic Technologies for a combination of cash and shares of Inc. The closing of the acquisition will be effected by the parties pursuant to a definitive purchase agreement, when and if negotiated and entered into by and Copernic. The specific terms and conditions of the LOI, including the proposed purchase price are not being disclosed at this time. The parties expect to close this transaction in the first quarter of 2005. According to the LOI, the acquisition would be subject to, among other conditions, approval by the directors of Inc., the shareholders of Copernic Technologies Inc., and the satisfactory completion of due diligence which has commenced on signing of the LOI. Merriman Curhan Ford & Co, an investment bank headquartered in San Francisco, is acting as M&A advisor to in this potential acquisition.