0001104659-06-055602 Sample Contracts

NOTE AND WARRANT PURCHASE
Note and Warrant Purchase Agreement • August 16th, 2006 • Communication Intelligence Corp • Computer peripheral equipment, nec • California

This NOTE AND WARRANT PURCHASE AGREEMENT dated as of August 10, 2006 (this “Agreement”) by and between Communication Intelligence Corporation, a Delaware corporation (the “Company”), and each of the purchasers of the promissory notes of the Company whose names are set forth on Exhibit A attached hereto (each a “Purchaser” and collectively, the “Purchasers”).

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • August 16th, 2006 • Communication Intelligence Corp • Computer peripheral equipment, nec • California

This Registration Rights Agreement (this “Agreement”) is made and entered into as of August 10, 2006, by and among Communication Intelligence Corporation, a Delaware corporation (the “Company”), and the purchasers listed on Schedule I hereto (the “Purchasers”).

Contract
Communication Intelligence Corp • August 16th, 2006 • Computer peripheral equipment, nec • California

THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) OR ANY STATE SECURITIES LAWS AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS REGISTERED UNDER THE SECURITIES ACT AND UNDER APPLICABLE STATE SECURITIES LAWS OR COMMUNICATION INTELLIGENCE CORPORATION SHALL HAVE RECEIVED AN OPINION OF COUNSEL THAT REGISTRATION OF SUCH SECURITIES UNDER THE SECURITIES ACT AND UNDER THE PROVISIONS OF APPLICABLE STATE SECURITIES LAWS IS NOT REQUIRED.

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