0000950134-06-018149 Sample Contracts

Contract
Common Stock Purchase Warrant • September 22nd, 2006 • Tri-Isthmus Group, Inc. • Services-prepackaged software • Delaware

THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR APPLICABLE STATE SECURITIES LAWS. THE WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF UNLESS IT HAS BEEN REGISTERED UNDER THOSE LAWS OR UNLESS THE COMPANY HAS RECEIVED AN OPINION OF COUNSEL SATISFACTORY TO IT THAT SUCH DISPOSITION IS IN COMPLIANCE WITH THE SECURITIES ACT AND ANY APPLICABLE STATE SECURITIES LAWS.

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SERIES 5-A PREFERRED STOCK AND WARRANT PURCHASE AGREEMENT
Series 5-a Preferred Stock and Warrant Purchase Agreement • September 22nd, 2006 • Tri-Isthmus Group, Inc. • Services-prepackaged software • Delaware

THIS SERIES 5-A PREFERRED STOCK AND WARRANT PURCHASE AGREEMENT (the “Agreement”) is dated as of September 18, 2006, by and among Tri-Isthmus Group, Inc. (f/k/a Vsource, Inc.), a Delaware corporation (the “Company”), and the investors listed on Exhibit A attached to this Agreement (each a “Purchaser” and together the “Purchasers”).

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