0001023175-07-000280 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • December 26th, 2007 • Broadcast International Inc • Services-business services, nec • New York

REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of December 21, 2007, by and among Broadcast International, Inc., a Utah corporation, with headquarters located at 7050 Union Park, Ave. #600, Salt Lake city, Utah 84047 (the "Company"), and the undersigned buyers (each, a "Buyer", and collectively, the "Buyers").

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SECURITY AGREEMENT
Security Agreement • December 26th, 2007 • Broadcast International Inc • Services-business services, nec • New York

SECURITY AGREEMENT, dated as of December 21, 2007 (this "Agreement"), made by each of the parties set forth on the signature pages hereto (each a "Grantor" and collectively and together with the Company, the "Grantors"), in favor of Castlerigg Master Investments Ltd., a company organized under the laws of the British Virgin Islands, in its capacity as collateral agent (in such capacity, the "Collateral Agent") to the Secured Parties defined below.

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • December 26th, 2007 • Broadcast International Inc • Services-business services, nec • New York

SECURITIES PURCHASE AGREEMENT (the "Agreement"), dated as of December 21, 2007, by and among Broadcast International, Inc., a Utah corporation, with headquarters located at 7050 Union Park Avenue, #600, Salt Lake City, Utah 84047 (the "Company"), and the investors listed on the Schedule of Buyers attached hereto (individually, a "Buyer" and collectively, the "Buyers").

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