CDG Test

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Cross Design Group Marketplace A Community within the Community

IMVU Request for Proposal Reseller Exchange Program Due Date: June 30, 2008


CDG Response

2008

CDGCD

Cross Design Group LLC The Cross Design Group LLC is a services organization that provides content, communitybuilding services, e-/v-commerce, and virtual currency exchange scripting to 3D Chat and Virtual Worlds. With over a decade of experience in chat applications and 3D worlds, companies like DAZ3D and Pacific Payment Systems are contacting us in regard to partnerships and solutions for their customers. Location & Staff Cross Design Group is located in the Northwest Suburbs of Chicago in Palatine, Illinois. The 7th floor offices provide a brick and mortar location for the otherwise virtual operations. We were incorporated in the State of Illinois on June 6, 2007. This location is staffed Monday - Friday from 8 am - 5 pm CST. After hours and weekend calls are forwarded to one of the satellite locations. Debra J. Adamson is the Founder of CDG. She has over 20 years of experience in Information technology, including database programming, capacity planning, integration of chat into enterprise databases, web technologies, e-commerce, and 3D graphics. Debra has several years experience designing enhancements for and administering osCommerce sites. She is the architect of the CDG infrastructure. Lynn Richard Grant is the Co-Founder of CDG. Lynn has over 30 years work experience in Systems Security applications development, audit, main frame systems development. He possesses several database certifications and is one of 10 Certified PayPal Developers worldwide that has achieved Ace Developer status. Lynn has experience with integrating 9 major payment processors into osCommerce and other cart applications. Ward Christensen is our Server Technology Advisor. Ward is most well known as the creator of XMODEM Protocol and the first Bulletin Board System. Ward is a 40 year veteran of IBM and is pre-sales technical support for corporations such as Discover Card, Motorola, SBS, CNA Insurance, and the State of Wisconsin. Kim Bova is the administrator for CDG's Affiliate program. In addition to these duties she assists with customer support and accounting duties. Kim has been involved with eBay and PayPal businesses for the better part of a decade, and has nearly a year's experience with osCommerce. Gina Theesfield is a CDG store administrator and customer support assistant. She has an extensive background in retail management and e-commerce, in particular osCommerce. Lauren and Cheryl are the friendly voices that answer the phone when you call our office. They provide the onsite admin support for the organization during business hours. Our virtual dedicated servers are hosted by Go-Daddy in California. The data center is staffed and monitored 24/7 and covered by their enterprise level SLA. Backup and maintenance is performed by them. We have had no unscheduled downtime to date. CDG maintains its own Virtual Dedicated Server’s operating system, database, hosting and store code. This includes the virtual hosting software for the resellers we support. Cross

Cross Design Group LLC

Palatine, IL

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CDG Response

2008

CDGCD

Cross Design Group LLC has established a commercial banking relationship with Palatine Bank and Trust in Palatine, Illinois. We have a unique relationship with this bank as it is one of the few that allows accounts involved in the online game and currency industry. They were also comfortable with cash transfers in large amounts from foreign banking institutions. Cross Design Group engages legal counsel and accounting support from Stanley J Wallach PC in Chicago, Illinois.

Cross

Cross Design Group LLC

Palatine, IL

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CDG Response

2008

CDGCD

The Marketplace Model The Cross Design Group Marketplace for IMVU is based on the concept of an entrepreneurial community within the IMVU community. It is a business development center, so to speak. We are a place for consumers to find unique and branded products, creators to showcase niche and specialized product lines (in addition to being able to monetize sales from the IMVU Catalog), and a venue for resellers and wholesalers to participate in a free market sale of IMVU Credits. All of these activities take place in an environment that is safe for both buyers and sellers. The environment also provides resources that the individual vendors would not have available to them. CDG currently operates 2 osCommerce based IMVU product stores, one for general audiences and one for the IMVU Access Pass holders. We plan to expand to 2 additional product stores in the next 6 -12 months. CDG Music Mart will be a store dedicated to the music community with in IMVU. Music artist will be able to sell their IMVU products with embedded music and also MP3's of their music. Customers will have the option of purchasing the stand alone IMVU product, the stand alone MP3, or a product that will provide both. The second store will be a youth oriented store for IMVU products. This store will feature products appealing to customers 13-17 and will feature pre-paid card payments only. We are hoping that content creators will be less wary about creating content to this demographic if the risk of fraud and parental chargeback is eliminated. For the purposes of this proposal, we will be focusing on the current General Audience store. At least initially, all credits reselling will be shifted to this store for ease of reporting and tracking when this proposal is implemented. All of the features discussed below are currently available in the CDG store even though some of them are not yet apparent to the reseller community. Our current Associate and Reseller community has, however, been alert to the availability of the features in the very near future. The Customer Experience When a customer enters the CDG marketplace, they are immediately immersed. The marketplace offers them the option of looking at new products that are available, specials, a personalized wish list, or choosing a particular category of products. When choosing or selecting a particular vendor's store, customers can view all of the products offered by that vendor. Customers are also presented with reviews of that vendor's products to give them an idea of the customer experience of other customers. A selection of “Customers who bought is product also purchased� is presented. The customer can also click on the image of the vendor and be taken to that vendor's offerings at the IMVU catalog store. In this way, the customer is always aware of the connection between the CDG store and the IMVU store. The checkout process allows the customer to choose from various payment processors. Payment processors from around the world are represented in the store. There are payment options for over 165 countries and territories around the globe. The payment options include online payments, credit cards, gift cards, prepaid cards, cash instruments, and wire services. In many cases, the customer is presented with only payment options that are valid from his location. Customers will find, with the exception of SMS, all of the same payment options that are available on the main IMVU website. As much as possible we have created a consistent Cross

Cross Design Group LLC

Palatine, IL

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CDG Response

2008

CDGCD payment experience for customers. Benefits to Customers include:  Safe location to purchase products and credits  Safe means to sell credits  Numerous payment options available from legitimate payment processors

The Affiliate Experience Cross Design Group currently offers an affiliate program. This program allows IMVU users to sell their credits to CDG. This provides IMVU users who are not Associates in the Marketplace an out let for the credits they earned on the main IMVU site. The CDG has an application process through which we inspect the IMVU homepage of the user and their product pages before registering them as an affiliate. In this way we have an opportunity to screen for potential fraudulent credits. Affiliates are responsible for placing CDG banners on their homepages to be included in the program. In exchange for banner placement CDG well accept credits for the current market price. We also all provide a monthly free gift for participants in the program, a CDG email address, a free upgrade to their membership on the IMaginationsVU gallery site, along with any promotional goodies are available at that time. If a participant also places banners on all of their product pages, CDG further compensates them with a monthly cash bonus. We have found that there are a number of IMVU user's who would like to participate in this program but I'm not content creators. For these users, and for customers who like to support us, there is an extension of the affiliate program called friends. The friends extension rewards users for placing our banners on their pages by sending them monthly free gifts and promotional items. Benefits to Affiliate include:  Ability to participate in an IMVU community and special perks  Branding and Niche sales opportunities  Advertising opportunities  Safe means to sell credits Details on the affiliate and friends program can be found here: http://www.NevaCross.com/Affiliate.html The Associate Experience Cross Design Group also has a program for Content Creators who are interested in having a boutique in the marketplace. Participants in this program must have a demonstrated success at the main IMVU site. Associates are screened first by the number of products they currently have available in the IMVU catalog, subjective quality of products, attractiveness of merchandising, and balance of products in the current CDG store. If a user is selected as a CDG Associate, they are given a unique space within the store, they are added to the drop down list of merchant's, the avatar is displayed with the in the scrolling banner (which links to the individual stores as well), and they are encouraged to submit banner ads which are shown at all of the CDG IMVU-related sites. Banner ads in the rotation linked to their IMVU store and their CDG store. This serves as yet another a means of continuity between the two stores. Cross

Cross Design Group LLC

Palatine, IL

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CDG Response

2008

CDGCD

CDG provides a number of marketing and promotional assistance options to all members of the CDG store. This includes promotions within and outside of the store. Promotions we sponsor are within IMVU and external to the IMVU website. They include prominent placement in any of the bundles, specials, external advertising. The CDG also offers associates, support through forums, galleries, and reduced rates for reseller options. CDG charges Associates a competitive percentage for compensation for these services. We pay one of the highest percentages of any of the major content sites such as DAZ3D, Renderosity, TurboSquid, Content Paradise, Cornucopia3D, and RuntimeDNA. This percentage covers transaction fees, payment processor fees, the back end IMVU fees and royalties, and CDG handling fees. Associates are paid a percentage of the the net of their sales monthly in cash via PayPal Mass Payment. Benefits to Associates include:  Access to the Marketplace customer base for advertising and promotions  Safe means to sell credits  Numerous payment options available to their customers  Advertising opportunities  Branding and business opportunities  Marketing Assistance and promotions Details on the associate program can be found here: http://www.NevaCross.com/Associate.html The Reseller/Wholesaler Experience The current reseller and wholesaler program is administered through 3D Chat Crossing. At present, we have approximately 15 resellers and wholesalers who are participating in the program. The reseller web pages are either hosted by 3D Chat Crossing or on the Resellers’ personal website. 3D Chat Crossing provides scripting and hosting services for several virtual exchanges. We are proud to have available, one of only 10 PayPal certified and Ace developers, for these projects. All of the Resellers currently supported are PayPal merchants. At present there are no other payment processor options available to them, We have been providing this service for almost a year with no turnover among the Resellers. Going forward, we will be changing this program so that the resellers and wholesalers will have a boutique in the main CDG store much like the Associates. The reason for this change is that we have found that our resellers do not qualify for most of the payment processors that are available currently to CDG. Even what reseller have some ability to craft their HTML they usually are not able to maintain SQL databases that are necessary for operation of more complex systems Another issue is that our resellers are generally not incorporated entities, which is also required by most of the payment processor's financial institutions. This is especially true with the financial institutions based outside of the US. Bringing our resellers under the CDG umbrella will afford them resources and fraud protection that is not available to them on their own. We feel this is the best solution that will allow them to be arts not slaves to an e-commerce store. The new program will allow resellers and wholesalers to retain their individual wall website domains, identities, and customer base, while affording them the security and safety of a larger Cross

Cross Design Group LLC

Palatine, IL

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CDG Response

2008

CDGCD

organization. Many of these resellers have invested greatly and their business identity and we hope to leverage as much of that investment for them as possible. It is also important for the resellers on a personal level to be able to maintain as much control of this identity as possible. Benefits to Reseller/Wholesaler include:  Access to the Marketplace customer base for advertising and promotions  Numerous payment options available from legitimate payment processors  Elimination of chargeback and fraud risks  Resident IT services Detailed information on the current reseller and wholesaler program can be found here: http://www.3dChatCrossing.net2

Cross

Cross Design Group LLC

Palatine, IL

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CDG Response

2008

CDGCD

The IMVU Corporate Experience Over the past year we at CDG feel that we experience a productive and mutually beneficial relationship with IMVU. We recognize the need from change to the current system, and we hope to present a set of options for the future that are not disruptive to the business operations of IMVU or the customer experience. We feel the CDG Marketplace model fits that need. There are no changes necessary to the current operations for our proposal. All software engineering considerations are within the scope of CDG's infrastructure. CDG has already established and put in place the programs described in this proposal. Customers, Affiliates, Associates and Resellers are currently participating in these programs and have done so for the better part of year. There is no need to test the feasibility of a new business model. There is software in place currently to provide all of the proposed services and reporting is currently available. Scalable hardware and server considerations have already been planned for and are functioning. Any required future upgrades will be transparent to all parties. Implementation of this proposal does not require any additional resources from IMVU, to the contrary, there should be a reduction of resources required. The CDG can easily ramp up operations to include parts or even all of the current Reseller and Wholesaler community. In particular, resellers and wholesalers would be able to continue business as usual under a new protective environment. The CDG model incorporates the current systems put into place my IMVU, such as registration of Resellers, the current gateway API functions, and Customer Support channels with the programs CDG Has established. The result is IMVY can pass off first level support of the Reseller community. An added benefit is that CDG also absorbs the credit card/ Charge back fraud issues of the resellers while sharing fraud data with IMVU. With this proposal, CDG would be absorbing engineering casts and fully leveraging the existing IMVU code. This eliminating UMVU’s need to code, test, train, and implement modifications that could result in interruption of service to customers. All of this should have a positive effect on the current IMVU staff resources, much as outsourcing would. IMVU would also have access to on demand reporting. CDG has already gained the trust of a number of Resellers and Wholesalers. We currently provide an environment where we work cooperatively with resellers. Although we could technically be considered a competitor, we operate our own reselling business alongside our customers to the mutual benefit of all. It is our goal to provide a safe environment for ethical free trade. Benefits to IMVU include:  3D party support to the reseller community  3D party fraud protection to the reseller community  Front End Products processing and decreased bandwidth demand for IMVU  Single point of contact to the reseller community through a professional business entity  Increased levels of fraud data for IMVU  Platform, software, and model familiarity for IMVU Staff and User Community  Transparent conversion for IMVU Users  Minimal conversion time  Minimal resources required for conversion Cross

Cross Design Group LLC

Palatine, IL

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CDG Response

2008

CDGCD     

Immediate access to all relevant data Should CDG or IMVU choose to terminate the arrange, lest disruption to service to reverse conversion Scalable model which can absorb 10% - 100% of the program demand instantly should other partners experience an outage or otherwise leave the program Redundant staffing to cover internal absences, vacations, and holidays Tested system already in place

Detailed information can be found later in this document in the section of our responses to the specific questions posed by IMVU. In our opinion, we are proposing the most powerful and least painful solution for IMVU and their user community. The CDG Team of Partners Cross Design Group has established existing partner relationships with the payment processors, 3D Content, and virtual world industry. We currently have relationships and accounts in good standing with: PayByCash PayPal Google Checkout Wallie-card Adyen Pacific Payment Systems/Cardbiller We are also working with DAZ3D on projects to bring DAZ Artists and content to IMVU. We will this partnership has the potential to bring a huge new audience to IMVU while offering users amazing new choices in content.

Cross

Cross Design Group LLC

Palatine, IL

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CDG Response

2008

CDGCD

Cross Design Group Responses to the IMVU Posed Questions 1. Please list the following: a. Company name & exchange website

Cross Design Group LLC Harris Bank Building 800 E. Northwest Highway, 7th Fl Palatine, IL 60074 (847) 221-5266 (847) 705-3850 (fax) Cross.Design.Group (skype) www.NevaCross.com CrossDesignStore.com (Store/Exchange Site)

This is the current general audience store operated by CDG. The store is based on osCommerce and features 50+ content creators and close to 2,000 products. The General Audience store accepts PayPal, Google Checkout, Wallie-card, Credit cards, PayByCash, and Western Union among others. Cross

Cross Design Group LLC

Palatine, IL

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CDG Response

2008

CDGCD

CDG-Afterdark.com (Store/Exchange Site)

The CDG After Dark store is a marketplace for IMVU’s Access Pass holders. In order to shop at the store, your IMVU account is verified as having an Access Pass. Products cannot be viewed without verification. Users can can purchase products, Credits, and Name change tokens here. This store accepts credit cards and PayPal.

Cross

Cross Design Group LLC

Palatine, IL

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CDG Response

2008

CDGCD

CrossDesignForums.com (Support Forums)

The CDG forums are a community and support forum for IMVU users. It features private forums for the Associates and Resellers.

Cross

Cross Design Group LLC

Palatine, IL

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CDG Response

2008

CDGCD

3DChatCrossing.net (Hosting and Scripting for virtual worlds and exchanges)

3D Chat Crossing is the hosting and scripting arm of CDG. Users can purchase or renew domain names, purchase hosting, buy scripts, or register for a full service solutions for IMVU Credits reselling.

Cross

Cross Design Group LLC

Palatine, IL

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CDG Response

2008

CDGCD

IMaginationsVu.com (Free Gallery Site for IMVU Users - currently closed for redesign and maintenance) b. Company avatar accounts CrossDesignGroup CDGizmo 3DChatCrossing IMaginationsVU NevaCross EricCross JenCross LdyCocoa c. Contact person, title, address, phone, and email Debra J. Adamson, Principal

Cross Design Group LLC Harris Bank Building 800 E. Northwest Highway, 7th Fl Palatine, IL 60074 (847) 221-5266 (847) 705-3850 (fax) Cross.Design.Group (skype)

2. Please describe in detail the end user (buyer) functionality, services and experience your exchange provides today and expects to provide in the next six months based on your current roadmap. Please include screen shots or other visual aids as available to provide as much detail as possible. We do not expect any change in the current level of service or the present customer experience going forward. What we do expect is a sharp increase in the number of hits the site currently receives. We currently experience about 17,000 – 20,000 hits per month. We will be increasing (customer service) staffing and server capacity to meet these changes. Over the next 6 months we would expect to see a steady increase in the number of participants in our programs. We would anticipate the number of Associates growing to 150 – 200. The increase in Resellers would probably not exceed the total number of registered Resellers that IMVU currently has. We anticipate some attrition under the new system and that some resellers will choose one of the other options. Please see the section above on "The Customer Experience" for the description of the current store function. The Live store can be found by following this link: http://www.CrossDesignStore.com

Cross

Cross Design Group LLC

Palatine, IL

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CDG Response

2008

CDGCD

3. Please describe in detail the creator & reseller (seller) functionality, services and experience your exchange provides today and expects to provide in the next six months based on your current roadmap. Please be sure to address whether your exchange supports user-created store-fronts or consortium activity. Please include screen shots or other visual aids as available to provide as much detail as possible. Again, we do not see any drastic changes in the current business model over the next few months. There will be the addition of the Reseller section where the web pages of resellers will be linked to store front pages in the stores. Customers will be able to browse a list of resellers and comparative shop from credits that are available. If one reseller does not have credits available customers will be able to browse for another option. Each reseller will be able to set their own price, each customer will be able to choose the price they want to pay. Please see the section above on "The Associate Experience" and the section on the “The Reseller/wholesaler Experience” for more details. The Live store can be found by following this link: hrrp://www.CrossDesignStore.com then choosing any of the Associates/Developers from the scrolling bar in the header or the drop down list in the left column. 4. What Service Level Agreements (SLA’s) can your exchange provide? How scalable is your exchange platform? How secure is your exchange platform? Examples might include total volume transacted, site up-time, maintenance windows, transaction processing times, hacker prevention, disaster recovery / back-up, etc. We have offered continuous service for over 1 year. All maintenance is perform on parallel stores and copied over to the live store. Back ups are transparent to users and historical back up are held off site from the servers and our offices. Redundant copies of the store can be run from our local servers should Go Daddy have a catastrophic failure. In the case of a full disaster recovery, the store could be restored locally in a matter of hours. Of course all sites are subject to hackers. We are fortunate that our main programmer is has a long history in system security, including applications for the US Defense Department and the former NSA. We are quite confident that we can, and have, survived common attacks. 5. Please indicate any current publishers for whom you provide exchange services today. Are there any that may contact as reference accounts? We currently provide services for about 15 Resellers and Wholesalers. Our services include hosting their reseller scripts on our server, providing scripts and custom programming, providing custom API's to payment processors, and some general support of the Reseller businesses. We do not have any problem with you contacting any members of our user base.

http://www.regnarts.net http://lisnevash.3dchatcrossing.net/ http://www.imvug.com http://www.developercredits.com/ Cross

Cross Design Group LLC

Palatine, IL

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CDG Response

2008

CDGCD

http://www.angenz-designs.com/ http://www.creditsbySMK.com/ http://www.vixycreditsales.com/ http://www.imvulove.com/ https://www.atelier-hd.com/ http://credits.mari-boutique.net/purchase.php http://www.devcredits.com www.imvumv.com

6. What data and/or services would you require from IMVU to facilitate currency transactions? In what format would you prefer to access this information (e.g., API)? The current gateway is more than sufficient for our purposes. We would suggest that we have proxy ability to move credits from our resellers/wholesalers to customers. Currently we pass the encrypted user and password information through to gateway to complete transactions.

7. What data would you make available to IMVU regarding transactions on your exchange? What data would you make available to end user customers, creators, and resellers who use your exchange? Please be sure to address recent transaction data history (prices, volumes, etc). We do not currently track data on our resellers, and our privacy policy is that we do not give their sale information without written permission. Our best guess from the volumes we are aware of would be 300+ million credits are moved each month by a combination of CDG and the Resellers we currently support. Sales information in the stores is reported to Associates on a daily basis. The sales reports list all customers and product sales for the day. At the end of each month product sales are paid via a PayPal mass payment. Resellers/Wholesalers will receive the same daily report as the Associates. They will be paid daily via PayPal Mass Payment for the day 3 days prior as several of our payment processors require a minimum of a 3 day hold on funds. IMVU can generate a report on demand of the current registered Affiliates here: http://www.nevacross.com/store/catalog/cdg_affiliates.php The current list of Associates can be found here: http://www.nevacross.com/store/catalog/cdg_associate_emails.php The registered Resellers/Wholesaler report is under development.

Cross

Cross Design Group LLC

Palatine, IL

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CDG Response

2008

CDGCD

8. What tools & techniques do you currently use to prevent fraudulent transactions? What tools & techniques will you implement in the next six months based on your current roadmap? Going forward, all transactions will be processed through the main store. The store requires customer account sigh up. All avatar names are verified. With the start of the exchange program all email accounts will also be verified. Cross Design Group works with Adyen and other major payment processors with stringent fraud protection measures in place. We also work with payment processors who feature pre-paid options thus eliminating charge backs and credit card fraud. Our current fraud ration is well under 1% over the past year. 9. What data / information are you willing to share with IMVU to prevent fraud system wide? What data would you be willing to share with other exchanges (anonymously or publicly) to prevent fraud system wide? Cross Design Group is dedicated to reducing fraud for all of the IMVU community, this including public and private sharing of data, alerting IMVU and other parties of suspicious activities, and developing a knowledge base of best practices. 10. What resources do you make available for customer support (e.g., email, phone, live chat, etc.) and during what hours? How would you propose working with our customer support team for an optimal customer experience? Would you make your customer support tools available to our customer support agents? We do support via forums, phone, messengers, and email. During normal business hours (8 AM - 5PM CST M-F) there is live phone support. Remaining hours, holidays, and weekends we are available via email and messenger. Customer and reseller issues are responded to within hours, 365 days a year. 11. What services would you expect IMVU to provide in exchange for formal accreditation, including promotional placement on IMVU’s site? Promotional placement on the site, banner ads, and shoutouts -- we would be happy to pay for onsite advertising and placement. Assuming that is not part of what would be included in the fees IMVU expects to collect in item 16. 12. What marketing activities would you expect to do to drive volume to your exchange? to drive customers to use IMVU more to increase volume in the economy overall? We plan to continue with our various advertising and marketing campaigns outside of IMVU. Such as ad placement in online game magazines, Press Releases, Advertising campaigns such as the one we ran with eVisibility, joint advertising with our other partners such as Wallie-card and DAZ3D, IMVU Shoutouts, banners on our users webs sites and IMVU Homepages, and Google and Yahoo sponsored links.

Cross

Cross Design Group LLC

Palatine, IL

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CDG Response

2008

CDGCD

13. What would your implementation timeline look like for going live with an IMVU exchange, beginning with the signing of a definitive agreement with IMVU? Changes can be implemented within 30 days from the contract signing. The changes that we would have to make to the way we currently do business would be minimal. Functions such as reporting, payment processors, exchange infrastructure already exist. Our existing customer, Affiliate, Associates, and Reseller base has already begun migration to this format. Upon signing, CDG would immediately upgrade our servers, doubling capacity. While we feel that we have sufficient capacity for our segment of the market share, we feel it is important to be prepared should one of the other participants have a failure that would shift additional resource burden to the remaining sites. We would like to avoid a domino effect if at all possible. We would also expect IMVU to provide us with strategic information such as the number of credits currently in the system and the growth projections for the community so that we can proactively plan for the next 6 -12 months. 14. How should IMVU communicate this change to our community (users, creators, and resellers)? How should IMVU structure the transition from our current program to an exchange program? In the case of our proposal, the change would be transparent. The Affiliate program has been in effect for over 6 months. The Associate program has been in effect for over 1 year. In both of these cases we have been routinely receiving applications, set up new participants, receiving products/credits via a web interface, reporting sales, and compensating them. Resellers have been using the services of 3DChatCrossing for nearly a year as well. Their subscriptions have been set up through the website for automatic maintenance via PayPal. The migration of their reseller pages to the store pages is trivial. New resellers will be directed to an information page similar to that of the Affiliate or Associate program. Users will be welcome to join one or more programs according to their circumstances. 15. Please describe in detail your proposed customer pricing model? Who pays which fees, buyers or sellers? Please be sure to address credit sinks and transaction fee? The pricing model will be somewhat dependent on the fees IMVU fees or changes from the current structure. But assuming that all things remain as they are currently are, we will be assessing things as follows: Associates and Store products: When a product is sold in the store, the store pays for the item in credits back to IMVU. The store pays the base cost of the item, the royalty to the originator(s) as assed by IMVU, and the 10% IMVU Fee, the total of which we will refer to here as the cost of goods. Over the course of a month the cash value of the sales and the cost of gods are accumulated for each Associate. The month end reporting then compiles a report listing gross revenues for each associate and the total cost of goods for the month in credits. The credit totals are then converted to cash value using the current market price. This amount is subtracted from the gross revenues. 85% of the net amount is then paid to the Associate in the form of a PayPal Mass payment with CDG absorbing the fees. Resellers: The available amount of credits will appear on the resellers’ page in the marketplace, minus a 10% reserve for the reseller tax and concurrent transactions. When credits are sold by a reseller, the credits are transferred directly from the reseller's IMVU account and transferred to Cross

Cross Design Group LLC

Palatine, IL

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CDG Response

2008

CDGCD

the customer's IMVU account. The 3% is charged to the reseller's account at the time of transfer. The reseller will receive a daily sales report of their sales. They will receive a PayPal Mass Payment for their sales after the 3 day hold period. The payment will be the gross amount minus the 15% CDG service and transaction fee and what ever percentage service fee IMVU exacts on the exchange. Wholesalers: Wholesalers will be assessed a $99 - $129 monthly subscription fee, 50% of which could be paid to IMVU as a co-operations service fee. This fee would be for preferential transaction fees. The available amount of credits will appear on the resellers’ page in the marketplace, minus a 10% reserve for the reseller tax and concurrent transactions. When credits are sold by a reseller, the credits are transferred directly from the reseller's IMVU account and transferred to the customer's IMVU account. The 3% is charged to the reseller's account at the time of transfer. The reseller will receive a daily sales report of their sales. They will receive a PayPal Mass Payment for their sales after the 3 day hold period. The payment will be the gross amount minus the 10% CDG service fee and whatever percentage service fee IMVU exacts on the exchange. This preferential rate is designed to allow a profit margin for wholesalers who wish to continue their established credits partnerships.

16. For semi-exclusive accreditation (reminder, 3-5 exchanges is our current target), IMVU is expecting to receive a percentage credit burn per transaction and a percentage share of the revenue generated with a monthly minimum to cover our engineering and advertising costs associated with accreditation. What credit sink, revenue share, and minimum monthly guarantee would you propose paying? Based on the current estimated volume of sales of our current reseller community, the number of wholesalers that are supported, the current 3% sink, and a 2% revenue sharing we would estimate the Marketplace's monthly contribution to be: Monthly Fee: $500.00 Monthly Sink: 9,000,000 Credits Revenue Sharing: $3,000/month This would be in addition to the benefit to IMVU listed in the main section of the proposal. We would also expect IMVU to be mindful of the increased engineering and staffing costs of the participants during the first 6 months of the project and that we will need to bootstrap our funding of the project during this period. Cross Design Group would expect a 1-3 year contract commitment for our investment in the project. In exchange CDG would give assurances that the Marketplace would not be sold, leased, or otherwise change hands without written notice. If the Marketplace were to be sold, IMVU would have first right to refusal on a fair market price, and the right to approve any buyer during the term of the contract. Cross Design Group would also expect the semi-exclusive accreditation maximum not be expanded beyond the number of participants agreed upon at contract signing with the understanding that all available slots may not be filled at that point.

Cross

Cross Design Group LLC

Palatine, IL

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