0000922423-06-000812 Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • May 30th, 2006 • Ivoice, Inc /De • Services-computer integrated systems design • New Jersey

THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of May 25, 2006, by and among IVOICE, INC., a New Jersey corporation (the “Company”), and the Buyers listed on Schedule I attached hereto (individually, a “Buyer” or collectively “Buyers”).

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INVESTOR REGISTRATION RIGHTS AGREEMENT
Investor Registration Rights Agreement • May 30th, 2006 • Ivoice, Inc /De • Services-computer integrated systems design • New Jersey

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of May 25, 2006, by and among IVOICE, INC., a New Jersey corporation (the “Company”), and the undersigned investors listed on Schedule I attached hereto (each, an “Investor” and collectively, the “Investors”).

AMENDED AND RESTATED SECURITY AGREEMENT
Amended and Restated Security Agreement • May 30th, 2006 • Ivoice, Inc /De • Services-computer integrated systems design • New Jersey

THIS AMENDED AND RESTATED SECURITY AGREEMENT (the “Agreement”), is entered into and made effective as of May 25, 2006, by and between IVOICE, INC., a New Jersey corporation (the “Company”), and the BUYER(S) listed on Schedule I attached to the Securities Purchase Agreement dated the date hereof (the “Secured Party”).

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