These securities have not been registered with the United States Securities and Exchange Commission
or the securities commission of any state because they are believed to be exempt from registration
under Regulation D and/or Regulation S promulgated under the Securities Act of 1933, as amended (the
“Act”). The foregoing authorities have not confirmed the accuracy or determined the adequacy of this
document. Any representation to the contrary is a criminal offense. This subscription agreement shall
not constitute an offer to sell nor a solicitation of an offer to buy the securities in any jurisdiction in
which such offer or solicitation would be unlawful.
These securities are subject to restrictions on transferability and resale and may not be transferred or
resold except as permitted under the Act, an applicable state securities laws, pursuant to registration or
exemption therefrom. Investors should be aware that they will be required to bear the financial risks of
this investment for an indefinite period of time. All offers and sales of the herein-described securities by
non-U.S. persons before the expiration of a period commencing on the date of the closing of this offering
and ending one year thereafter shall only be made in compliance with Regulation S, pursuant to
registration under the Act, or pursuant to an exemption from registration, and all offers and sales after
the expiration of the one-year period shall be made only pursuant to registration or an exemption from
registration. Hedging transactions involving these securities may not be conducted unless in compliance
with the Act.
OFFSHORE STOCK PURCHASE AGREEMENT
This Offshore Stock Purchase Agreement (the “Agreement”) is entered into this 1st day of November, 2005 (the
“Effective Date”), by and between Information Systems Associates, Inc., a Florida corporation (“ISA”) and
Aquatica Investments, Inc. (“Aquatica”), a Bahamian corporation.
WHEREAS, AQUATICA desires to purchase (three) 3 million s