0001415889-10-000048 Sample Contracts

SERIES A-2 PREFERRED EXCHANGE AGREEMENT
Preferred Exchange Agreement • March 30th, 2010 • Glowpoint Inc • Telephone communications (no radiotelephone) • New York

THIS SERIES A-2 PREFERRED EXCHANGE AGREEMENT (this “Agreement”) is dated as of March 29, 2010, by and among Glowpoint, Inc., a Delaware corporation (the “Company”), and the holders of the Company’s Series A-2 Convertible Preferred Stock set forth on Exhibit A attached hereto (each a “Holder” and collectively the “Holders”).

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SERIES A-2 PREFERRED CONSENT AGREEMENT
2 Preferred Consent Agreement • March 30th, 2010 • Glowpoint Inc • Telephone communications (no radiotelephone) • New York

THIS SERIES A-2 PREFERRED CONSENT AGREEMENT (this “Agreement”) is dated as of March 29, 2010, by and among Glowpoint, Inc., a Delaware corporation (the “Company”), and the holders of the Company’s Series A-2 Convertible Preferred Stock set forth on Exhibit A attached hereto (each a “Holder” and collectively the “Holders”).

SERIES B PREFERRED STOCK PURCHASE AGREEMENT Dated as of March 29, 2010 by and among GLOWPOINT, INC. and THE PURCHASERS LISTED ON EXHIBIT A
Series B Preferred • March 30th, 2010 • Glowpoint Inc • Telephone communications (no radiotelephone) • New York

This SERIES B PREFERRED STOCK PURCHASE AGREEMENT dated as of March 29, 2010 (this “Agreement”) by and among Glowpoint, Inc., a Delaware corporation (the "Company"), and each of the purchasers of the Company’s Series B Convertible Preferred Stock whose names are set forth on Exhibit A attached hereto (each a "Purchaser" and collectively, the "Purchasers").

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