0001144204-13-046994 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • August 20th, 2013 • Transwitch Corp /De • Semiconductors & related devices • New York

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 16, 2013, is by and among TranSwitch Corporation, a Delaware corporation with headquarters located at 3 Enterprise Drive, Shelton, Connecticut 06484 (the “Company”), and the undersigned Investor (the “Investor”).

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AMENDMENT TO RIGHTS AGREEMENT
Rights Agreement • August 20th, 2013 • Transwitch Corp /De • Semiconductors & related devices • Delaware

AMENDMENT TO RIGHTS AGREEMENT, dated August 16, 2013 (this “Amendment”), by and between TranSwitch Corporation, a Delaware corporation (the “Company”), and Computershare Trust Company, N.A. (the “Rights Agent”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • August 20th, 2013 • Transwitch Corp /De • Semiconductors & related devices • New York

This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of August 16, 2013, is by and among TranSwitch Corporation, a Delaware corporation with headquarters located at 3 Enterprise Drive, Shelton, Connecticut 06484 (the “Company”), and the investor listed on the Schedule of Buyers attached hereto (the “Buyer”).

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