0000906280-02-000328 Sample Contracts

EXHIBIT A JOINT FILING AGREEMENT
Joint Filing Agreement • September 5th, 2002 • Stull Steven T • Oil & gas field exploration services

The undersigned each agree that this joint Amendment No. 1 to Schedule 13D dated August 30, 2002 relating to the shares of common stock, $0.01 par value per share, of OMNI Energy Services Corp., to which this Agreement is attached as Exhibit A, shall be filed on behalf of the undersigned.

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EXHIBIT B STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • September 5th, 2002 • Stull Steven T • Oil & gas field exploration services • Louisiana

This Stock Purchase Agreement (the "Agreement") is entered into this 30th day of August, 2002 by and between Advantage Capital Partners, L.P. ("ACPI"), Advantage Capital Partners II, L.P. ("ACPII"), Advantage Capital Partners III, L.P. ("ACPIII"), Advantage Capital Partners IV, L.P. ("ACPIV"), Advantage Capital Partners V, L.P. ("ACPV"), Advantage Capital Partners VI, L.P. ("ACPVI"), Advantage Capital Partners VII, L.P. ("ACPVII"), Advantage Capital Partners VIII, L.P. ("ACPVIII"), Advantage Capital Partners X, L.P. ("ACPX"), all of which are Louisiana limited partnerships, and Advantage Capital Technology Fund, L.L.C., a Louisiana limited liability company ("ACTF") (collectively, the "Sellers"), on the one hand, and OESC Investors, LLC, a Texas limited liability company (the "Purchaser"), on the other hand.

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