0000897101-04-001022 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • May 25th, 2004 • Insignia Systems Inc/Mn • Miscellaneous manufacturing industries • New York

This Registration Rights Agreement (the “Agreement”) is made and entered into as of this ___ day of ____________, 2004 by and among Insignia Systems, Inc., a Minnesota corporation (the “Company”), and the “Investors” named in that certain Purchase Agreement by and among the Company and the Investors (the “Purchase Agreement”). The parties hereby agree as follows:

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VOTING AGREEMENT
Voting Agreement • May 25th, 2004 • Insignia Systems Inc/Mn • Miscellaneous manufacturing industries • Minnesota

VOTING AGREEMENT, dated as of May 20, 2004 (the “Agreement”), between Insignia Systems, Inc., a Minnesota corporation (the “Company”), and W. Robert Ramsdell (the “Stockholder”).

PURCHASE AGREEMENT
Purchase Agreement • May 25th, 2004 • Insignia Systems Inc/Mn • Miscellaneous manufacturing industries • New York

THIS PURCHASE AGREEMENT (“Agreement”) is made as of the 20th day of May, 2004 by and among Insignia Systems, Inc., a Minnesota corporation (the “Company”), and the Investors set forth on the signature pages affixed hereto (each an “Investor” and collectively the “Investors”).

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