Legal Information

Dear Valued ZLAND Accounting & Payroll User:

Thanks for your continued patronage!

On February 8th, 2005 H & H Business Centers became the new owners of ZLAND Accounting & Payroll Software. We decided to continue developing and marketing the software under the name Phoenix Accounting Corporation. Many of you already know some of the folks here at H & H Business Centers/Phoenix Accounting: Hai Truong, Van Truong, Paolo Lam, Todd Higaki and Richard Whissen, to name a few.

We decided to buy the ZLAND Accounting & Payroll program because, while we were working for ZLAND and NAMG, we became sensitive to the concerns that many of you expressed to us. There were two major concerns. First, you were annoyed at being contacted so many times by so many different ZLAND offices. Second, you were frustrated that the ZLAND Accounting & Payroll product did not offer many features that users would find extremely convenient, features like State acceptable plain paper DE-6's and IRS acceptable W-3 and 941 forms. Third, you were angry that, in the middle of your contract year, NAMG/ZLAND began to charge you $4.95 for Shipping and Handling of your Tax Table and Version Updates.

We are happy to tell you that our Sales and Service Departments have been centralized into one office, and not only will you no longer be pestered by frequent calls from numerous different offices, but also your renewed Maintenance Agreement will commence when your current contract expires.

Here are some of the enhancements that you can expect during the next fourteen months:

• State and Federal acceptable plain paper filing forms
• Direct Deposit for our payroll users
• Error messages in plain English
• Applications that integrate neatly with the Accounting Software
• MICR Module that works with Lite Accounting and Lite Payroll
• Shipping and Handling charges will be discontinued immediately

Best of all, we will strive to maintain a pricing structure that remains affordable by our small to medium sized business users. And we promise to give you the highest quality, most efficient technical support.

Over the past couple months, you may have been approached - or you will be shortly - by people selling a product called "Professional Accounting" or "Basic Accounting" or "Professional Payroll" or "Basic Payroll." Their aim is to replace your ZLAND Professional or Lite Accounting or Payroll program with theirs. They may tell you that they represent ZLAND Business Centers and that the owners of ZLAND Business Centers have sold the ZLAND Accounting and Payroll software to someone else, and have replaced it with a product developed in Europe, but which is compatible with your present ZLAND Accounting and Payroll program.

Don't be misled!

Here are the facts:

• Phoenix Accounting is the lawful owner of the ZLAND Accounting and Payroll program
• Phoenix Accounting, under the terms of several State of California court orders, is the lawful owner of the ZLAND trademarks, patents and brands
• The Accounting and Payroll program that was supposedly developed in Europe is in fact nothing more than the ZLAND Accounting and Payroll program dressed up in different clothes
• Phoenix Accounting has authorized absolutely no one else in the entire world to use the ZLAND name, branding or marks The people who are trying to take your money for service and sales of the Accounting and Payroll program are guilty of having stolen the program from us, and anyone who calls you claiming to represent ZLAND Business Centers is a participant in that theft

You can read the documents above to view in detail the various Court Orders that confirm everything we have told you in this letter.

If you should be contacted by persons other than authorized H & H Business Centers/Phoenix Accounting personnel for purchase of software or technical support, please get whatever information you can about those persons and contact our Legal Department toll free at 866-952-6362, or by email at legal@pxcorp.com.

Be assured that we will focus on strengthening old relationships and building new relationships with our customers. Our full time support staff will be available from 7 AM to 5 PM, Pacific Standard Time.

If you have any questions, please call me at once.

Yours truly,

Phoenix Accounting Corporation

Richard D. Whissen
Executive Vice President
866-952-6362