0001104659-03-026146 Sample Contracts

AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT By and Between Segue Software, Inc. and The Investors as defined herein Dated as of October 21, 2003

Registration Rights Agreement • November 13th, 2003 • Segue Software Inc • Services-computer integrated systems design • Delaware

• Contract Type
  Registration Rights Agreement
• Filed
  November 13th, 2003
• Company
  Segue Software Inc
• Industry
  Services-computer integrated systems design
• Jurisdiction
  Delaware

THIS REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is dated as of October 21, 2003, by and among Segue Software, Inc., a Delaware corporation (the “Company”), S-7 Associates, LLC (the “Series B Investor”) and Dr. Howard L. Morgan (the “Additional Investor” and together with the Series B Investor, the “Investors”).

SERIES C PREFERRED STOCK PURCHASE AGREEMENT By and Between Segue Software, Inc. and The Investors as defined herein Dated as of October 21, 2003

Preferred Stock Purchase Agreement • November 13th, 2003 • Segue Software Inc • Services-computer integrated systems design • Delaware

• Contract Type
  Preferred Stock Purchase Agreement
• Filed
  November 13th, 2003
• Company
  Segue Software Inc
• Industry
  Services-computer integrated systems design
• Jurisdiction
  Delaware

THIS SERIES C PREFERRED STOCK PURCHASE AGREEMENT is made as of October 21, 2003, by and among Segue Software, Inc., a Delaware corporation (the “Company”), S-7 Associates, LLC, a New York limited liability company (“S-7”) and Dr. Howard L. Morgan (together with S-7, the “Investors”).