0001047469-09-003333 Sample Contracts

GENERAL SERVICES AGREEMENT BETWEEN AFFILIATED COMPUTER SERVICES, INC. AND ASHFORD UNIVERSITY, LLC JANUARY 1, 2009
General Services Agreement • March 30th, 2009 • Bridgepoint Education Inc • Services-educational services • Delaware

THIS GENERAL SERVICES AGREEMENT (this "Agreement") is made and entered into effective as of January 1, 2009 (the "Effective Date"), between Affiliated Computer Services, Inc., a Delaware corporation ("ACS"), with an address for the purposes of this Agreement at 2828 North Haskell, Dallas, TX 75204 and Ashford University, LLC, an Iowa Limited Liability Company ("Customer"), with an address for the purposes of this Agreement at 13500 Evening Creek Drive North, Suite 600, San Diego, CA 92128. ACS and Customer are collectively referred to as "Parties" and individually as a "Party".

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BRIDGEPOINT EDUCATION, INC. AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • March 30th, 2009 • Bridgepoint Education Inc • Services-educational services • New York

THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this "Agreement") dated January 7, 2009, is made and entered into among Bridgepoint Education, Inc. (f/k/a Teleuniversity, Inc.), a Delaware corporation (the "Company"), and the undersigned security holders of the Company.

OFFICE LEASE KILROY REALTY KILROY SABRE SPRINGS KILROY REALTY, L.P., a Delaware limited partnership, as Landlord, and BRIDGEPOINT EDUCATION, INC., a Delaware corporation, as Tenant.
Lease Agreement • March 30th, 2009 • Bridgepoint Education Inc • Services-educational services • California

This Office Lease (the "Lease"), dated as of the date set forth in Section 1 of the Summary of Basic Lease Information (the "Summary"), below, is made by and between KILROY REALTY, L.P., a Delaware limited partnership ("Landlord"), and BRIDGEPOINT EDUCATION, INC., a Delaware corporation ("Tenant").

TELEUNIVERSITY, INC. STOCKHOLDERS AGREEMENT
Stockholders Agreement • March 30th, 2009 • Bridgepoint Education Inc • Services-educational services • Delaware

Stockholders Agreement ("Agreement"), dated as of this 26th day of November, 2003, among the institutional investors listed on Schedule I hereto (the "New Investors"); the Persons whose names and addresses appear from time to time on Schedule II hereto (the "Management Investors"); the Persons whose names and addresses appear from time to time on Schedule III hereto (the "Other Investors"); and TeleUniversity Inc., Delaware corporation (the "Company"). The New Investors, the Management Investors and the Other Investors are hereinafter collectively referred to as the "Investors".

CAMPUS MANAGEMENT CORP. SOFTWARE LICENSE AGREEMENT
Software License Agreement • March 30th, 2009 • Bridgepoint Education Inc • Services-educational services • Florida

This Software License Agreement ("Agreement") is made and entered into as of this day of February 2004 (the "Effective Date ") by and between CAMPUS MANAGEMENT CORP., a Florida corporation with offices at 777 Yamato Road, Suite 400, Boca Raton, Florida 33431 ("CMC"), and Bridgepoint Education Inc., an Arizona corporation with offices at 4350 E. Camelback Rd., # 240B Phoenix, Arizona 85018 ("Customer"). This Agreement shall include any mutually executed Addenda (as defined herein), which shall be attached hereto and incorporated herein by reference.

OFFICE LEASE KILROY REALTY KILROY SABRE SPRINGS KILROY REALTY, L.P., a Delaware limited partnership, as Landlord, and BRIDGEPOINT EDUCATION, INC., a Delaware corporation, as Tenant.
Office Lease • March 30th, 2009 • Bridgepoint Education Inc • Services-educational services • California

This Office Lease (the "Lease"), dated as of the date set forth in Section 1 of the Summary of Basic Lease Information (the "Summary"), below, is made by and between KILROY REALTY, L.P., a Delaware limited partnership ("Landlord"), and BRIDGEPOINT EDUCATION, INC., a Delaware corporation ("Tenant").

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