0001104659-06-021833 Sample Contracts

PURCHASE AGREEMENT
Purchase Agreement • April 4th, 2006 • Primal Solutions Inc • Services-prepackaged software • New York

THIS PURCHASE AGREEMENT (“Agreement”) is made as of the 31st day of March, 2006 by and among Primal Solutions, Inc., a Delaware corporation (the “Company”), Wireless Billing Systems, a California corporation (“WBS”), and the Investors set forth on the signature pages affixed hereto (each an “Investor” and collectively the “Investors”).

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • April 4th, 2006 • Primal Solutions Inc • Services-prepackaged software • New York

This Registration Rights Agreement (the “Agreement”) is made and entered into as of this 31st day of March, 2006 by and among Primal Solutions, Inc., a Delaware corporation (the “Company”), and the “Investors” named in that certain Purchase Agreement by and among the Company, Wireless Billing Systems, a California corporation (“WBS”), and the Investors (the “Purchase Agreement”).

PLEDGE AND SECURITY AGREEMENT
Pledge and Security Agreement • April 4th, 2006 • Primal Solutions Inc • Services-prepackaged software

PLEDGE AND SECURITY AGREEMENT (this “Agreement”), dated as of March 31, 2006, is by and among Primal Solutions, Inc., a Delaware corporation (the “Borrower”), Wireless Billing Solutions, a California corporation (“WBS”), and such other parties as may become Grantors hereunder on or after the date hereof (together with the Borrower and WBS, the “Grantors” and, individually, a “Grantor”) and the Investors named as such in the Purchase Agreement, dated March 31, 2006 (the “Purchase Agreement”), among the Borrower and such Investors (collectively, the “Purchasers”).

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