Smith Micro Software, Inc. Sample Contracts

COMMON STOCK PURCHASE WARRANT
Smith Micro Software, Inc • November 7th, 2018 • Services-prepackaged software

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after November 7, 2018 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on November 7, 2023 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Smith Micro Software, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • November 7th, 2018 • Smith Micro Software, Inc • Services-prepackaged software • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of November 7, 2018, between Smith Micro Software, 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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BY AND AMONG
Agreement and Plan of Merger • February 6th, 2007 • Smith Micro Software Inc • Services-prepackaged software • Delaware
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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • November 7th, 2018 • Smith Micro Software, Inc • Services-prepackaged software

This Registration Rights Agreement (this “Agreement”) is made and entered into as of November 7, 2018, between Smith Micro Software, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).

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EXHIBIT 2.1 ALLUME SYSTEMS, INC. STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • July 5th, 2005 • Smith Micro Software Inc • Services-prepackaged software • California
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BY AND AMONG
Asset Purchase Agreement • February 13th, 2007 • Smith Micro Software Inc • Services-prepackaged software • California
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COMMON STOCK PURCHASE WARRANT
Smith Micro Software Inc • May 17th, 2017 • Services-prepackaged software • New York

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after November 18, 2017 (the “Initial Exercise Date”) and on or prior to the close of business on May 16, 2022 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Smith Micro Software, Inc., a Delaware corporation (the “Company”), up to ___________ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock (“Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).

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COMMON STOCK PURCHASE WARRANT SMITH MICRO SOFTWARE, INC.
Common Stock Purchase Warrant • August 11th, 2022 • Smith Micro Software, Inc. • Services-prepackaged software

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, ____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time beginning on ___________1 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on ________2 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Smith Micro Software, Inc., a Delaware corporation (the “Company”), up to __________ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).

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EXHIBIT 10.1 CONFIDENTIAL TREATMENT HAS BEEN REQUESTED FOR CERTAIN REDACTED PROVISIONS OF THIS AGREEMENT. THE REDACTED PROVISIONS ARE IDENTIFIED BY AN ASTERISK AND ENCLOSED BY BRACKETS. tHE CONFIDENTIAL PORTIONS HAVE BEEN FILED SEPARATELY WITH THE...
Confidential Treatment • August 14th, 2003 • Smith Micro Software Inc • Services-prepackaged software • New York
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Exhibit 10.21 AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • March 31st, 1997 • Smith Micro Software Inc • Services-prepackaged software
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BY AND AMONG
Agreement and Plan of Merger • April 7th, 2006 • Smith Micro Software Inc • Services-prepackaged software • California
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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • August 11th, 2022 • Smith Micro Software, Inc. • Services-prepackaged software • New York

This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of August 11, 2022, is by and among Smith Micro Software, Inc., a Delaware corporation (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).

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EXHIBIT 2
Stock Purchase Agreement • April 23rd, 1999 • Smith Micro Software Inc • Services-prepackaged software • Delaware
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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • August 11th, 2022 • Smith Micro Software, Inc. • Services-prepackaged software • New York

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 11, 2022, is by and among Smith Micro Software, Inc., a Delaware corporation (the “Company”), and the undersigned buyers (each, a “Buyer,” and collectively, the “Buyers”).

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COMMON STOCK PURCHASE WARRANT SMITH MICRO SOFTWARE, INC.
Smith Micro Software, Inc. • May 14th, 2024 • Services-prepackaged software

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [l] or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on November 14, 2029 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Smith Micro Software, Inc., a Delaware corporation (the “Company”), up to [l] shares (as subject to adjustment hereunder, the “Warrant Shares”) of common stock of the Company, par value $0.001 per share, (the “Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).

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EXHIBIT 99.7 SMITH MICRO SOFTWARE, INC. STOCK ISSUANCE AGREEMENT AGREEMENT made as of this __ day of _________ 19_ , by and between Smith Micro Software, Inc., a Delaware corporation and _______________________, a Participant in the Corporation's 1995...
Smith Micro Software Inc • June 26th, 2000 • Services-prepackaged software • California
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COMMON STOCK PURCHASE WARRANT SMITH MICRO SOFTWARE, INC.
Smith Micro Software, Inc. • October 3rd, 2024 • Services-prepackaged software

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time after the six (6) month anniversary of the Issue Date set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on April 2, 2030 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Smith Micro Software, Inc., a Delaware corporation (the “Company”), up to _________________ (_______) shares (as subject to adjustment hereunder, the “Warrant Shares”) of common stock of the Company, par value $0.001 per share, (the “Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).

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1 EXHIBIT 99.2 SMITH MICRO SOFTWARE, INC. STOCK OPTION AGREEMENT RECITALS A. The Board has adopted the Plan for the purpose of retaining the services of selected Employees, non-employee members of the Board or the board of directors of any Parent or...
Smith Micro Software Inc • June 26th, 2000 • Services-prepackaged software • California
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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • September 7th, 2016 • Smith Micro Software Inc • Services-prepackaged software

This Registration Rights Agreement (this “Agreement”) is made and entered into as of September 6, 2016, by and among Smith Micro Software, Inc., a Delaware corporation (the “Company”), and the purchasers signatory hereto (each, a “Purchaser” and collectively, the “Purchasers”). This Agreement is made pursuant to the Note and Warrant Purchase Agreement, dated as of the date hereof, by and among the Company and the Purchasers (the “Purchase Agreement”).

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1 EXHIBIT 99.3 SMITH MICRO SOFTWARE, INC. AUTOMATIC STOCK OPTION AGREEMENT RECITALS A. The Board has adopted the Plan pursuant to which eligible non- employee members of the Board will automatically receive special option grants at periodic intervals...
Smith Micro Software Inc • June 26th, 2000 • Services-prepackaged software • California
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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • May 14th, 2024 • Smith Micro Software, Inc. • Services-prepackaged software • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of May 10, 2024, between Smith Micro Software, 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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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • October 3rd, 2024 • Smith Micro Software, Inc. • Services-prepackaged software • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of October 1, 2024, between Smith Micro Software, 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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PREFERRED SHARES RIGHTS AGREEMENT Dated as of October 16, 2015 by and between SMITH MICRO SOFTWARE, INC. and COMPUTERSHARE TRUST COMPANY, N.A., as Rights Agent
Preferred Shares Rights Agreement • October 16th, 2015 • Smith Micro Software Inc • Services-prepackaged software • New York
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PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • May 14th, 2024 • Smith Micro Software, Inc. • Services-prepackaged software • New York
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SECURITY AGREEMENT: BUSINESS ASSETS
Security Agreement • April 5th, 2022 • Smith Micro Software, Inc. • Services-prepackaged software • Pennsylvania
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1 EXHIBIT 10.21 SMITH MICRO SOFTWARE, INC. AMENDED AND RESTATED SOFTWARE LICENSING AND DISTRIBUTION AGREEMENT THIS AMENDED AND RESTATED SOFTWARE LICENSING AND DISTRIBUTION AGREEMENT, including Appendices A, B, and C attached hereto (hereinafter the...
Software Licensing and Distribution Agreement • November 14th, 1996 • Smith Micro Software Inc • Services-prepackaged software • Illinois
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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • August 11th, 2022 • Smith Micro Software, Inc. • Services-prepackaged software • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of August 11, 2022, between Smith Micro Software, Inc., a Delaware corporation (the “Company”), and the purchaser identified on the signature pages hereto (including its successors and assigns, the “Purchaser”).

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COMMON STOCK PURCHASE AGREEMENT
Common Stock Purchase Agreement • August 20th, 2014 • Smith Micro Software Inc • Services-prepackaged software • New York
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CREDIT AGREEMENT
Credit Agreement • April 5th, 2022 • Smith Micro Software, Inc. • Services-prepackaged software • Pennsylvania

THIS CREDIT AGREEMENT (this "Agreement") dated March 31, 2022, is by and between SMITH MICRO SOFTWARE, INC., a Delaware corporation and SMITH MICRO SOFTWARE, LLC, a Delaware limited liability company (each individually, a “Borrower”) and WELLS FARGO BANK, NATIONAL ASSOCIATION ("Bank"). Each reference herein to “Borrower” shall mean each and every party, collectively and individually, defined above as a Borrower.

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Amendment No. 9 to the Master Software License and Distribution Agreement (Contract No. 220-00-0134) between Verizon Corporate Services Group Inc. and Smith Micro Software, Inc.
License and Distribution Agreement • April 28th, 2010 • Smith Micro Software Inc • Services-prepackaged software

This Amendment No. 9 (“Amendment”) amends the Master Software License and Distribution Agreement (“Agreement”) between Verizon Corporate Services Group Inc., a New York corporation (“Verizon”) on behalf of itself and for the benefit of its Affiliates, and Smith Micro Software, Inc. (“SMSI”). This Amendment shall be effective as of October 30, 2009 (the “Effective Date”), unless terminated in accordance with the Agreement (Termination).

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Asset Purchase Agreement by and between Smith Micro Software, Inc., Purchaser and PCTEL, Inc., Seller Dated as of December 10, 2007
Asset Purchase Agreement • December 11th, 2007 • Smith Micro Software Inc • Services-prepackaged software • Delaware

THIS ASSET PURCHASE AGREEMENT (the “Agreement”) is made and entered into this 10th day of December, 2007, by and between Smith Micro Software, Inc., a Delaware corporation (“Purchaser”), and PCTEL, Inc., a Delaware corporation (“Seller”). Certain capitalized terms used in this Agreement are defined on Exhibit A hereto.

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SMITH MICRO SOFTWARE, INC. MANAGEMENT RETENTION AGREEMENT
Management Retention Agreement • January 9th, 2008 • Smith Micro Software Inc • Services-prepackaged software • Illinois

This Management Retention Agreement, as amended and restated on January 4, 2008 (the “Agreement”) is made and entered into by and between Biju Nair (the “Executive”) and Smith Micro Software, Inc., a Delaware corporation (the “Company”).

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SMITH MICRO SOFTWARE, INC. 4,500,000 Shares of Common Stock Underwriting Agreement
Smith Micro Software Inc • December 14th, 2006 • Services-prepackaged software • New York

UBS Securities LLC C.E. Unterberg, Towbin, LLC Needham & Company, LLC Merriman Curhan Ford & Co. ThinkEquity Partners LLC As Representatives of the several Underwriters listed in Schedule 1 hereto

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EXHIBIT E VOTING AGREEMENT
Voting Agreement • August 11th, 2022 • Smith Micro Software, Inc. • Services-prepackaged software • New York

This Voting Agreement (this "Agreement"), dated as of August ___, 2022 between the undersigned stockholder ("Stockholder") of SMITH MICRO SOFTWARE, INC., a Delaware corporation (the "Company"), and the Company.

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SMITH MICRO SOFTWARE, INC. COMMON STOCK, PAR VALUE $0.001 PER SHARE UNDERWRITING AGREEMENT
Underwriting Agreement • March 15th, 2021 • Smith Micro Software, Inc. • Services-prepackaged software • New York
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