0001047469-08-002005 Sample Contracts

STOCK AND ASSET PURCHASE AGREEMENT
Stock and Asset Purchase Agreement • February 29th, 2008 • Thomson Corp /Can/ • Miscellaneous publishing • New York

STOCK AND ASSET PURCHASE AGREEMENT, dated as of May 11, 2007, among The Thomson Corporation Delaware Inc., a Delaware corporation (“TCDI”), Thomson Legal & Regulatory Inc., a Minnesota corporation (“TLR”), Thomson Finance S.A., a corporation organized under the laws of Luxembourg (“Thomson Finance”), Thomson Learning Holdings Coöperatief U.A., a co-operative established under the laws of the Netherlands (“TLHC” and, together with TCDI, TLR and Thomson Finance, the “Stock Sellers”), Thomson Global Resources, a corporation organized under the laws of the Republic of Ireland (“TGR” or the “Asset Seller” and, together with the Stock Sellers, the “Sellers”) and Apax/TL Holdings LLC, a Delaware limited liability company (the “Purchaser”).

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PURCHASE AGREEMENT
Purchase Agreement • February 29th, 2008 • Thomson Corp /Can/ • Miscellaneous publishing • Ontario

PURCHASE AGREEMENT, dated as of May 11, 2007, between Thomson Canada Limited, a corporation incorporated under the laws of Ontario (the “Seller”), and Apax/TN Holdings LLC, a Delaware limited liability company (the “Purchaser”).

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