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0001123292-05-000952 Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • December 21st, 2005 • Prides Capital Partners, LLC • Services-educational services • Florida

This Securities Purchase Agreement (this “Agreement”) is dated as of December 12, 2005, by and among Whitney Information Network, Inc. (the “Company”), Russell A. Whitney (“Whitney”) and the purchasers identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

STOCKHOLDERS AGREEMENT
Stockholders Agreement • December 21st, 2005 • Prides Capital Partners, LLC • Services-educational services • Florida

STOCKHOLDERS AGREEMENT dated as of December 12, 2005 (this “Agreement”) among Whitney Information Network, Inc. (the “Company”), Prides Capital Fund I, L.P., a Delaware limited partnership, or its assignee, acting through Prides Capital Partners, LLC, a Delaware limited liability company (“Purchaser”), EduTrades, Inc. (“EduTrades”) and Russell A. Whitney (“Whitney”).

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • December 21st, 2005 • Prides Capital Partners, LLC • Services-educational services

This Registration Rights Agreement (this “Agreement”) is made and entered into as of December 12, 2005 among Whitney Information Network, Inc. (the “Company”), Russell A. Whitney (“Whitney”) and the Persons identified as “Holders” on the signature page hereto (each such Person is a “Holder” and all such purchasers are, collectively, the “Holders”).