0001010412-07-000157 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • July 3rd, 2007 • Wizzard Software Corp /Co • Services-prepackaged software

This Registration Rights Agreement (this “Agreement”) is made and entered into as of June 29, 2007, between Wizzard Software Corporation, a Colorado corporation (the “Company”) and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).

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COMMON STOCK PURCHASE WARRANT WIZZARD SOFTWARE CORPORATION
Wizzard Software Corp /Co • July 3rd, 2007 • Services-prepackaged software

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Enable Opportunity Partners LP (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 hereof (the “Initial Exercise Date”) and on or prior to the close of business on the 5 year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Wizzard Software Corporation, a Colorado corporation (the “Company”), up to 121,951 shares (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).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • July 3rd, 2007 • Wizzard Software Corp /Co • Services-prepackaged software • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of June 29, 2007, between Wizzard Software Corporation., a Colorado 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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