SUBSCRIPTION AGREEMENT
THIS SUBSCRIPTION AGREEMENT (the "Agreement") is made as of November
15, 2000, by and between Interactive Portal, Inc., an Indiana corporation (the
"Company"), and Interactive Intelligence, Inc., an Indiana corporation (the
"Subscriber").
WHEREAS, the Company desires to issue and sell to the Subscriber, and
the Subscriber desires to purchase and accept from the Company, 50,000 of the
Common Shares of the Company (the "Subscription Shares") from time to time prior
to June 29, 2001.
WHEREAS, as consideration for the Subscription Shares, the Subscriber
desires to pay to the Company $9.50 per share, for an aggregate amount of
$475,000.00.
NOW, THEREFORE, in consideration of the mutual covenants set forth
herein, the parties hereto agree as follows:
1. The Subscriber hereby agrees to purchase and accept from the Company
all of the Subscription Shares, at the time or times so requested by the
Company, on or before June 29, 2001. The Company shall notify the Subscriber, in
writing, at such time or times that it desires the Subscriber to purchase some
or all of the Subscription Shares (each, a "Notification"), and each
Notification shall specify the exact number of Common Shares that the Subscriber
shall purchase at such time. Within five (5) business days following the receipt
of each Notification, the Subscriber shall pay to the Company an amount equal to
(a) the number of Common Shares specified in such Notification, multiplied by
(b) $9.50. Upon receipt by the Company of such amount, the Company shall issue
to the Subscriber the number of Common Shares specified in that Notification.
2. The Company may issue any number of Notifications to the Subscriber
at such time or times that it desires, on or before June 29, 2001. However, the
aggregate number of Common Shares specified in all Notifications provided to the
Subscriber pursuant to this Agreement on or before June 29, 2001, shall not
exceed the number of Subscription Shares as defined in this Agreement. In the
event that, prior to June 29, 2001, the Subscriber has not purchased all of the
Subscription Shares, then on June 29, 2001, the Subscriber shall pay to the
Company an amount equal to (a) the number of Subscription Shares not previously
purchased, multiplied by (b) $9.50, and, upon receipt of such amount, the
Company shall issue to the Subscriber that number of Subscription Shares not
previously purchased. No Notification is required for the purchase and issuance
described in the preceding sentence.
3. The Subscriber represents and warrants to the Company that it will
acquire the Subscription Shares for investment only for its own account and not
with a view to the distribution or resale thereof.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as
of the date first written above.
INTERACTIVE INTELLIGENCE, INC.
By: /S/ XXXXXXX X. XXXXXX
-------------------------------
Xxxxxxx X. Xxxxxx
Chief Financial Officer
INTERACTIVE PORTAL, INC.
By: /S/ XXXXXX X. XXXXX
-------------------------------
Xxxxxx X. Xxxxx, M.D.
President
-2-
IP Subscription Agreement Ex 10-30.doc
