0001415889-13-001578 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • August 13th, 2013 • Glowpoint, Inc. • Telephone communications (no radiotelephone) • New York

This Registration Rights Agreement (this “Agreement”) is made and entered into as of August 9, 2013, by and among Glowpoint, Inc., a Delaware corporation (the “Company”), and GP Investment Holdings, LLC, a Delaware limited liability company (the “Purchaser”).

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SERIES B-1 PREFERRED EXCHANGE AGREEMENT
Preferred Exchange Agreement • August 13th, 2013 • Glowpoint, Inc. • Telephone communications (no radiotelephone) • New York

THIS SERIES B-1 PREFERRED EXCHANGE AGREEMENT (this “Agreement”) is dated as of August 9, 2013 (the “Closing Date”), between Glowpoint, Inc., a Delaware corporation (the “Company”), and GP Investment Holdings, LLC, a Delaware limited liability company (the “Holder”), which holds shares of the Company’s Perpetual Series B-1 Preferred Stock, par value $0.0001 per share (the “Series B-1 Preferred Stock”).

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