0001104659-04-008522 Sample Contracts

SECURITIES PURCHASE AGREEMENT Dated as of March 25, 2004 among INTRUSION INC. and THE PURCHASERS LISTED ON EXHIBIT A
Securities Purchase Agreement • March 26th, 2004 • Intrusion Inc • Computer communications equipment • Delaware

This SECURITIES PURCHASE AGREEMENT this (“Agreement”), dated as of March 25, 2004, by and among Intrusion Inc., a Delaware corporation (the “Company”), and the entities listed on Exhibit A hereto (each a “Purchaser” and collectively, the “Purchasers”), for the purchase and sale to the Purchasers of shares of the Company’s 5% Convertible Preferred Stock, par value $0.01 per share (the “Preferred Stock”), and warrants to purchase shares of the Company’s common stock, par value $0.01 per share (the “Common Stock”).

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • March 26th, 2004 • Intrusion Inc • Computer communications equipment • Delaware
LOCK-UP AGREEMENT
Lock-Up Agreement • March 26th, 2004 • Intrusion Inc • Computer communications equipment • Texas

Lock-Up Agreement (this “Agreement”) is entered into as of February , 2004, by and between Intrusion Inc., a Delaware corporation (the “Company”), and the stockholder of the Company named on the signature page hereof (the “Stockholder”).

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