0001303604-05-000007 Sample Contracts

PLACEMENT AGENT AGREEMENT
Placement Agent Agreement • January 31st, 2005 • Vincera, Inc. • Services-prepackaged software • Texas

THIS PLACEMENT AGENT AGREEMENT (the “Agreement”) is entered into as of ______ ___, 2005, by and between Vincera, Inc., a Delaware corporation (the “Company”), and Fifth Street Capital LLC, a limited liability company (the “Placement Agent”)

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ESCROW AGREEMENT
Escrow Agreement • January 31st, 2005 • Vincera, Inc. • Services-prepackaged software • Texas

This Escrow Agreement (the "Escrow Agreement") dated as of _________________, 2005 by and between Vincera, Inc., a Delaware corporation (the "Company") and Fifth Street Capital, L.L.C., a limited liability company (the "Escrow Agent").

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