0001193125-16-702176 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • September 7th, 2016 • Smith Micro Software Inc • Services-prepackaged software

This Registration Rights Agreement (this “Agreement”) is made and entered into as of September 6, 2016, by and among Smith Micro Software, Inc., a Delaware corporation (the “Company”), and the purchasers signatory hereto (each, a “Purchaser” and collectively, the “Purchasers”). This Agreement is made pursuant to the Note and Warrant Purchase Agreement, dated as of the date hereof, by and among the Company and the Purchasers (the “Purchase Agreement”).

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SMITH MICRO SOFTWARE, INC. NOTE AND WARRANT PURCHASE AGREEMENT
Note and Warrant Purchase Agreement • September 7th, 2016 • Smith Micro Software Inc • Services-prepackaged software • New York

This Note and Warrant Purchase Agreement (this “Agreement”), dated as of September 2, 2016, is made by and among Smith Micro Software, Inc., a Delaware corporation (the “Company”), and the persons and entities listed on the schedule of investors attached hereto as Schedule I. The investors listed on Schedule I are referred to collectively herein as “Investors” and individually as an “Investor”.

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