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EXHIBIT 10.92
 COMMON STOCK AND WARRANT PURCHASE AGREEMENT
Between
SEDONA Corporation
and
Milton B. Young
   NOW, THEREFORE
 ARTICLE I
Certain Definitions
 Closing
 Common Stock
 Exchange Act
 Permitted Transferee




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Person
 Principal Market
 Purchase Price
 Registrable Securities
 Registration Rights Agreement Exhibit A
 Registration Statement
  SEC Documents
 2




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Trading Day
 Transfer
 Warrant Exhibit
B
 Warrant Shares
 ARTICLE II
Purchase and Sale of Common Stock and Warrant
 Investment
  
  (i)
    
    acceptance and execution by the Company and by the Investor of
this Agreement and the Registration Rights Agreement;(ii)
    
    all representations and warranties of the Investor contained
herein shall remain true and correct as of the Closing Date (as a condition to
the Companys obligations);(iii)
    
    the Company shall have obtained all permits and
qualifications, if any, required by any state for the offer and sale of the
Common Stock and Warrant, or shall have the availability of exemptions
therefrom;
 3




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(iv)
    
    the sale and issuance of the Common Stock and the Warrant
hereunder, and the proposed issuance by the Company to the Investor of the
Common Stock underlying the Warrant upon exercise thereof shall be legally
permitted by all laws and regulations to which the Investor and the Company are
subject and there shall be no ruling, judgment or writ of any court prohibiting
the transactions contemplated by this Agreement;
 ARTICLE III   Representations and Warranties of the Investor
  Intent
 Sophisticated Investor
 Authority
 Not an Affiliate
 Disclosure; Access to Information
 4




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Manner of Sale
 Independent Advice
 Illiquidity
 Limitation of Transfer
 Accredited Investor Status
 (a)
    
    A natural person whose individual net worth, or joint net worth
with his/her spouse, presently exceeds $1,000,000.
Yes            No
 (b)
    
    A natural person whose individual income in each of the last
two most recent years was in excess of $200,000, and he/she reasonably expects
to reach the same income level in the current year.
Yes            No
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(c)
    
    A natural person whose joint income with Investors spouse in
each of the two most recent years was in excess of $300,000 and he/she
reasonably expects to reach the same income level in the current year.
Yes            No(d)
    
    An organization, described in Section 501(c) (3) of the
Internal Revenue Code, corporation, Massachusetts or similar business trust, or
partnership, nor formed for the specific purpose of acquiring the Units
offered, with total assets in excess of $5,000,000.
Yes            No(e)
    
    A director or executive officer of the Company.
Yes            No(f)
    
    A trust, with total assets in excess of $5,000,000, not formed
for the specific purpose of acquiring the Common Stock Warrant and Warrant
Shares, whose purchase is directed by an individual with such knowledge and
experience in financial and business matters that he/she is capable of
evaluating the merit and risks of an investment in the Company.
Yes            No(g)
    
    A bank or savings and loan association, as defined in the
Securities Act, whether acting in its individual or fiduciary capacity.
Yes            No(h)
    
    A broker or dealer registered pursuant to the Securities
Exchange Act of 1934, as amended.
Yes            No(i)
    
    An insurance company, as defined in the Securities Act.
Yes            No(j)
    
    An investment company registered under the Investment Company
Act of 1940, as amended.
Yes            No(k)
    
    A business development company, as defined in the Investment
Company Act of 1940, as amended.
Yes            No(l)
    
    A Small Business Investment Company licensed by the U.S. Small
Business Administration.
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Yes            No(m)
    
    A plan established and maintained by the state, its political
subdivisions, or an agency or instrumentality of a state or its political
subdivisions for the benefit of its employees, if such plan has total assets in
excess of $5,000,000.
Yes            No(n)
    
    An employee benefit plan within the meaning of Title I of the
Employment Retirement Income Security Act of 1974 (ERISA), as amended, if the
investment decision with respect to this investment is made by a plan
fiduciary, as defined in ERISA, which is either a bank, insurance company, or
registered investment advisor, or if the employee benefit plan has
total assets in excess of $5,000,000.
Yes            No(o)
    
    A private business development company, as defined in the
Investment Advisors Act of 1940, as amended.
Yes            No(p)
    
    An entity in which all of the equity owners are accredited
investors as set forth above.
Yes            No
 ARTICLE III
Covenants of the Investor
  Compliance with Law
 Limitation on Short Sales
 Restrictions on Transfer of Common Stock
 7




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Restrictions on Transfer of Warrant Shares
 Duty to Correct Information
 ARTICLE IV
Covenants of the Company
 Reservation of Common Stock
 8




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ARTICLE V
Non-Disclosure of Non-Public Information.
 Non-Disclosure of Non-Public Information
 ARTICLE VI
Legends
 Legends
    9




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ARTICLE VII
Choice of Law
 Governing Law; Consent to Jurisdiction
 ARTICLE VIII
Assignment
 Assignment
 ARTICLE IX
Notices
 Notices
 10




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If to the Company:
    
    Sedona Corporation1003 W. Ninth AvenueSecond FloorKing of Prussia, PA 19406Attention: Chief Financial OfficerFacsimile: 610-337-8490with a copy to
    
    White & Williams LLPAttention: Carl Koerner, Esq.One Penn Plaza18th Floor, Suite 1801New York, NY 10119Telephone: 212-244-9500Facsimile: 212-868-4844if to the Investor:
    
    As set forth on the signature pages hereto.
  ARTICLE X
Miscellaneous
 Counterparts/Facsimile/
 Amendments
 11




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Entire Agreement
 Severability
 Headings
 Replacement of Certificates
 Fees and Expenses
 Brokerage
 12




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SEDONA CORPORATIONBy:Marco A. Emrich, President andChief Executive OfficerInvestor:Address:
    By:Milton B. Young 13




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Schedule 1
Investment
  14




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Schedule 2
Brokers
  15




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Exhibit A
 Registration Rights Agreement
 16




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Exhibit B
 Warrant
 17