EXHIBIT 2.5 THIS WARRANT AND THE SECURITIES ISSUABLE UPON ITS EXERCISE HAVE NOT BEEN REGISTERED UNDER EITHER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE SOLD, OFFERED FOR SALE, TRANSFERRED,...Common Stock Purchase Warrant • December 14th, 1999 • Trizetto Group Inc • Services-computer processing & data preparation • Arkansas
RECITALSRegistration Rights Agreement • December 14th, 1999 • Trizetto Group Inc • Services-computer processing & data preparation • Delaware
EXHIBIT 2.4 SECURED PROMISSORY NOTESecured Promissory Note • December 14th, 1999 • Trizetto Group Inc • Services-computer processing & data preparation • California
RECITALSOffset Escrow Agreement • December 14th, 1999 • Trizetto Group Inc • Services-computer processing & data preparation • Delaware
1 EXHIBIT 2.1 STOCK PURCHASE AGREEMENTStock Purchase Agreement • December 14th, 1999 • Trizetto Group Inc • Services-computer processing & data preparation • Delaware
EXHIBIT 2.8 STOCK PLEDGE AGREEMENT THIS STOCK PLEDGE AGREEMENT ("Agreement"), is made and entered into as of November 29, 1999, by and between Novalis Corporation, a Delaware corporation ("Secured Party"), and ___________________. ("Debtor"). In order...Stock Pledge Agreement • December 14th, 1999 • Trizetto Group Inc • Services-computer processing & data preparation • California
EXHIBIT 2.7 WARRANT ESCROW AGREEMENT This WARRANT ESCROW AGREEMENT made as of November 29, 1999 ("Agreement"), by and among The TriZetto Group, Inc., a Delaware corporation with an office at 567 San Nicolas Drive, Suite 360, Newport Beach, California...Warrant Escrow Agreement • December 14th, 1999 • Trizetto Group Inc • Services-computer processing & data preparation
2 3 8. This Agreement shall be covered by and construed in accordance with the laws of the State of California, without regard to its conflicts of law rules. This Agreement may be executed by facsimile and in counterparts, each of which shall be...Non-Competition Agreement • December 14th, 1999 • Trizetto Group Inc • Services-computer processing & data preparation
