Alternatives to SourceSafe?

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I'm finding that I'm needing an alternative to SourceSafe for various
reasons. I've been searching, but can't find anything that seems to
match my following criteria:

1. Must integrate with Visual Studio 2005 and Visual Studio 2008.
2. Must be able to check files out of repository, blocking others
from editing them until I check them in.
3. Must be able to label/snapshot a version.
4. Work over the internet (repository is hosted on a server on the
internet, clients are at remote locations around the globe... There is
no corporate WAN... just the internet).
5. Support multiple user accounts.
6. Server piece runs under Windows.
7. Client piece runs under Windows XP and Windows Vista.
8. Not a huge task to install, configure, and maintain.
9. Not overly expensive.

Some things that would be nice, but not an absolute requirement:

a. Open Source.
b. Free.
c. Fast on large check-ins (so Visual Studio doesn't timeout waiting
on the process).
d. A nice GUI client.
e. Share files between projects.
f. Branch projects.
g. Merge projects.
h. Import a VSS database, keeping all labels, versions, and comments.
i. Supports encryption over the network.

If anyone can recommend anything that meets 1-9 above, I'd be very
grateful. Note that I cannot use SourceOffSite.
.

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