0001354488-14-001527 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • March 31st, 2014 • Cicero Inc • Services-computer programming services • Delaware

This Registration Rights Agreement (this “Agreement”) is made and entered into as of March 20, 2013 by and among Cicero Inc., a corporation organized and existing under the laws of the State of Delaware (the “Company”), the purchaser whose signature appears on the signature pages of this Agreement under the caption “Purchaser” and any additional purchasers of Common Shares and Warrants (each as defined below) that become parties to this Agreement in accordance with Section 8(m) hereof (collectively, the “Purchasers”).

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ADDENDUM NO. 1 TO EMPLOYMENT AGREEMENT
Employment Agreement • March 31st, 2014 • Cicero Inc • Services-computer programming services • North Carolina

This Addendum No. 1 to Employment Agreement (the “Addendum”) is made and entered into this 03 day of July, 2013, by and between CICERO INC, a Delaware corporation (the “Company”), and ANTONY CASTAGNO, a resident of the State of Georgia (the “Employee”).

PROMISSORY NOTE
Cicero Inc • March 31st, 2014 • Services-computer programming services • North Carolina

FOR VALUE RECEIVED, CICERO INC., a Delaware corporation, with address of 8000 Regency Parkway, Suite 542, Cary, North Carolina 27518 (hereafter, the “Maker”) promises to pay to the order of Antony Castagno, (hereafter the “Lender”), (Insert Address), or at such place as the Lender may designate and notify the Maker, without grace except as expressly provided herein, in lawful money of the United States of America, which shall at the time of payment be legal tender in payment of all debts and dues, public and private, (Enter Amount) ($).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • March 31st, 2014 • Cicero Inc • Services-computer programming services • Delaware

THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of _______________, 2012, by and among Cicero Inc., a Delaware corporation with headquarters located at 8000 Regency Parkway, Cary, NC 27518 (the “Company”), and the investor whose name appears on the signature page hereto (the “Purchaser”).

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