0001193125-07-119484 Sample Contracts

FORM OF SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • May 21st, 2007 • Sumtotal Systems Inc • Services-prepackaged software • New York

THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is dated as of May 18, 2007, between SumTotal Systems, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

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