0001078782-12-000292 Sample Contracts

SOFTECH, INC. and REGISTRAR AND TRANSFER COMPANY, as Rights Agent RIGHTS AGREEMENT Dated as of February 3, 2012
Rights Agreement • February 3rd, 2012 • Softech Inc • Services-computer integrated systems design • New Jersey

Rights Agreement, dated as of February 3, 2012 (“Agreement”), between SofTech, Inc., a Massachusetts corporation (the “Company”), and Registrar and Transfer Company, as Rights Agent (the “Rights Agent”).

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SofTech Adopts Rights Agreement Designed to Preserve Use of NOLs
Adopts Rights Agreement • February 3rd, 2012 • Softech Inc • Services-computer integrated systems design

LOWELL, Mass. – February 3, 2012 – SofTech, Inc. (OTCQB: SOFT), a proven provider of Product Lifecycle Management (PLM) solutions today announced that its Board of Directors has adopted a rights agreement (the “Rights Agreement”) designed to preserve the value of its federal net operating loss carryforwards (“NOLs”) from unintended limitation under Section 382 of the Internal Revenue Code (“Section 382”).

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