0001193125-06-063024 Sample Contracts

3,000,000 Shares HEALTHEXTRAS, INC. Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • March 24th, 2006 • Healthextras Inc • Insurance agents, brokers & service • New York

Certain stockholders of the Company named in Schedule 1 attached hereto (the “Selling Stockholders”), propose to sell an aggregate of 3,000,000 shares (the “Stock”) of common stock, par value $0.01 per share (the “Common Stock”) of HealthExtras, Inc., a Delaware corporation. This is to confirm the agreement concerning the purchase of the Stock from the Selling Stockholders by Lehman Brothers Inc. (the “Underwriter”).

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