1. PTGC Part Time General Counsel Prepared for:

2. The Concept Having a high caliber, senior level “legal insider” on location part-time, compared to the outside services offered by a traditional hourly-rate law firm. Proactive counseling vs. reactive response/work product Providing the same benefits that having a corporate legal counsel would offer including; – Building relationships with all members of the management team, not just one primary contact; – Better assessment of the culture, strengths and weaknesses of the organization; – Better able to understand the business challenges facing the organization; – More opportunity and greater insight in helping to develop key business strategies while mitigating legal risk; and the ability to provide executive team with a much broader range of feedback and guidance on the organization

3. PTGC Services Corporate Company formation, capital structures and reorganizations Corporate governance and advising the Board of Directors General legal affairs, including management of outside law firms Intellectual property management and protection Dissolutions and assignments for the benefit of creditors Funding and Commerce Financing, venture capital and private equity Mergers, acquisitions and spin-offs Dispute resolution, litigation strategy and management Employment agreements and consulting agreements Licensing, Distribution, and Other Business Transactions Technology development and joint development agreements Joint ventures and strategic alliances Franchising and distribution agreements License agreements Web agreements and privacy policies Trademarks, advertising and branding Counseling to protect trade secrets, copyright, trademarks, patents and inventions Commercial Real Estate Office, retail and industrial leases Real property and business acquisitions Lease negotiations and terminations Landlord tenant communications Commercial Agreements Development and review of contracts, template development Purchase and sale agreements Professional service agreements Non-Disclosure, confidentiality and non-compete agreements Independent Contractor Agreements Employment Hiring and terminations/ reductions in force Harassment/discrimination claims and internal investigations Employee policy manuals Employee compensation and benefits Employment agreements and consulting agreements

4. Traditional Cost Model Facts and Figures: Senior Level hourly outside counsel - $300-$500/hour All-in cost of Chief Legal Counsel is between $400,000 and $800,000 annually (depending on experience and expertise) Median Salary – Chief Legal Officer$ 280,000 Median Fair Market Value – Stock Options Chief Legal Officer$ 919,400 Deputy Chief Legal Officer$ 230,000 Senior Corporate Attorney$ 87,900 Staff Attorney$ 24,700 Median Bonus Chief Legal Officer$ 132,000 Division General Counsel$ 104,000 Senior Attorney$ 29,000

5. PTGC Cost Model PTGC provides customized, cost-effective legal support with a goal of long term partnership. The retainer is scalable and based totally on client need providing in-house legal support for any number of days per week. Example: One day per week: $6,500/month* (or, about $188/hr: 1 day per week, 8 hours per day, and 4.33 weeks per month). As demand grows, it could increase from one day to two days per week of having PTGC attorney on site providing practical guidance, paying an average monthly retainer of only $12,000 (for a discounted hourly rate of about $173/hour: 2 days per week, 8 hours per day, and 4.33 weeks per month). Consistent with the above examples, PTGC’s discounted hourly rate could drop to as low as $147 per hour as the hours/demand increases further. Cost savings is significant * Pricing based on a one year contract

6. Why PTGC Your C-Level Executives are “playing lawyer”—Perhaps your Chief Executive Officer, your Chief Financial Officer or Chief Operating Officer is spending an inordinate amount of time either performing legal review of contracts or managing outside counsel, instead of focusing on operating a profitable business. The General Counsel placed attorney can free up your executive to properly focus on the business needs of the company. Your Legal Expenses Have Grown — Legal costs are an expense to a company and, with very few exceptions, the legal function is not considered a revenue generator. Therefore, it is in the best interest of a company to keep its legal costs to a minimum. It Is Time To Do More Work In-House — For some companies, it becomes obvious that there is a tremendous amount of work, both litigation and transactional, that is being performed by outside counsel, which can be performed more cost effectively in house. You Desire to Work with an Attorney who has a Broad View and a Comprehensive Corporate Perspective — Most traditional hourly-rate law firms only provide legal expertise and do not become immersed in the success of your business or embedded with your management team. Your Company Needs Early Intervention and Preventative Law to Minimize Legal Risks — Only an in-house legal resource has both the insight to your business model as well as the legal forecasting to be a strategic asset. Your Company Needs permanent In-House Counsel – The General Counsel is committed to providing the proper “fit” between the right candidate and your company culture. We place solid business professionals, who also are lawyers.