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STOCK PURCHASE AGREEMENT

THIS STOCK PURCHASE AGREEMENT (this "Agreement") is made as of December 31, 2008, by and among lntelius Inc., a Delaware corporation (the "Buyer"), and the Persons identified as "Stockholders" on the signature pages attached hereto (collectively, the "Stockholders" and each a "Stockholder").

WHEREAS, the Stockholders collectively own all of the issued and outstanding capital stock of Zaba, Inc., a Delaware corporation (the "Company"), which as of the date hereof consists of 290,155 shares of Common Stock, $.001 par value (the "Shares").

WHEREAS, upon the terms and subject to the conditions set forth herein, the Buyer desires to acquire from the Stockholders, and such Stockholders desire to sell to the Buyer, all of the Shares as of the Closing.

NOW, THEREFORE, in consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:

ARTICLE 1

DEFINITIONS

Section 1.01 Definitions

The following terms, as used herein, have the following meanings:

"Affiliate" means (except as otherwise specifically defined herein), as to any Person, any other Person which, directly or indirectly, controls, or is controlled by, or is under common control with, such Person. As used in this definition, "control" (including, with its correlative meanings, "controlled by" and "under common control with") means the possession, directly or indirectly, of the power to direct or cause the direction of management or policies of a Person, whether through the ownership of securities or partnership or other ownership interests, by contract or otherwise.

"Allocation Percentage" means, with respect to each Stockholder, the product of (i) the per share portion and (ii) the number of shares of Common Stock held by such Stockholder before giving effect to the transactions contemplated hereby.

"Cash" means cash and currently realizable current assets including without limitation all cash equivalents and marketable securities.

"Cash Amount" means the balance of all Cash held by the Company or any Subsidiary as of the close of business on the Closing Date before giving effect to the transactions contemplated hereby.

"Code" means the Internal Revenue Code of 1986, as amended, and the rules and regulations promulgated thereunder, and any reference to any particular Code section shall be interpreted to include any revision of or successor to that section regardless of how numbered or classified.

"Company Intellectual Property" means the Company Scheduled Intellectual Property and all other Intellectual Property owned by the Company.

"Delaware Code" means the General Corporation Law of the state of Delaware.

"Employee Benefit Plan" means each retirement, welfare, severance, incentive or bonus, deferred compensation, profit sharing, vacation or paid-time-off, stock purchase, stock option or equity incentive plan, program, policy, agreement or arrangement, and any other employee benefit plan, program, policy, agreement or arrangement that is maintained or contributed to by the Company or any Subsidiary or with respect to which the Company' or any Subsidiary has or could reasonably be expected to have any liability.

"Escrow Agent" means Wells Fargo Bank, as escrow agent, or any successor escrow agent appointed. "Escrow Amount" means $1,000,000.

"GAAP" means United States generally accepted accounting principles, consistently applied.