REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 9th, 2014 • inContact, Inc. • Services-prepackaged software • Delaware
This Registration Rights Agreement (this “Agreement”), is made and entered into as of May 6, 2014, by and among inContact, Inc., a Delaware corporation (the “Company”), and the persons identified on Schedule A hereto (collectively, the “CCI Stockholders” and each individually, a “CCI Stockholder”).
NON-SOLICITATION AGREEMENTNon-Solicitation Agreement • July 9th, 2014 • inContact, Inc. • Services-prepackaged software • Delaware
This Non-Solicitation Agreement (this “Agreement”) is being executed and delivered as of May 6, 2014, by Edison Venture Fund VII, LP (“Stockholder”) in favor and for the benefit of inContact, Inc., a Delaware corporation (together with any of its affiliates and subsidiaries, the “Purchaser”).
RESTRICTED STOCK UNIT AGREEMENT INCONTACT, INC.Restricted Stock Unit Agreement • July 9th, 2014 • inContact, Inc. • Services-prepackaged software • Utah
This RESTRICTED STOCK UNIT AGREEMENT (this “Agreement”) is made and entered into effective , 2014 (the “Grant Date”) by and between inContact, Inc., a Delaware corporation (the “Company”) and the person whose name is listed as the “Grantee” on the signature page of this Agreement.
REPURCHASE AGREEMENTRepurchase Agreement • July 9th, 2014 • inContact, Inc. • Services-prepackaged software • Delaware
This REPURCHASE AGREEMENT (this “Agreement”) is made as of the 6th day of May 2014, between inContact, Inc., a Delaware corporation (the “Company”) and (the “Holder”). Capitalized terms used herein shall have the meaning ascribed thereto in Section 11 of this Agreement.
LOCK UP AGREEMENTLock-Up Agreement • July 9th, 2014 • inContact, Inc. • Services-prepackaged software
The undersigned and inContact, Inc. (the “Company”) are parties to an Agreement and Plan of Merger dated as of May 6, 2014 (the “Merger Agreement”), pursuant to which the undersigned acquired a total of shares (the “Shares”) of the Company’s common stock, $0.0001 par value per share (the “Common Stock”). The undersigned delivers this Lock-Up Agreement and agrees to be bound by the terms hereof as part of the consideration exchanged by the parties in the transactions contemplated by the Merger Agreement. Further, the undersigned recognizes that it is in the best financial interests of the Company and of the undersigned, as a shareholder of the Company, that the Company Common Stock received by the undersigned pursuant to the Merger Agreement be subject to certain restrictions and hereby agrees as follows:
AGREEMENT AND PLAN OF MERGER among: INCONTACT, INC. a Delaware corporation; INCC ACQUISITION, INC. a Delaware corporation; CALLCOPY, INC. a Delaware corporation; THE STOCKHOLDERS OF CALLCOPY, INC.; AND JEFFREY M. CANTER AS THE STOCKHOLDERS’ AGENT...Merger Agreement • July 9th, 2014 • inContact, Inc. • Services-prepackaged software • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of May 6, 2014, by and among: inContact, Inc., a Delaware corporation (the “Purchaser”); INCC Acquisition, Inc., a Delaware corporation and wholly-owned subsidiary of the Purchaser (the “Survivor”); CallCopy, Inc., a Delaware corporation (the “Company”); the individuals and entities set forth on Schedule A (the “Stockholders”); and Jeffrey M. Canter, as the Stockholders’ Agent (as defined in Section 7.1). Capitalized terms used in this Agreement are defined or referenced in Exhibit A.
LOCK UP AGREEMENTLock-Up Agreement • July 9th, 2014 • inContact, Inc. • Services-prepackaged software
Edison Venture Fund VII, LP (“Edison Ventures”) and inContact, Inc. (the “Company”) are parties to an Agreement and Plan of Merger dated as of May 6, 2014 (the “Merger Agreement”), pursuant to which Edison Ventures acquired a total of 1,724,646 shares (the “Shares”) of the Company’s common stock, $0.0001 par value per share (the “Common Stock”). Edison Ventures delivers this Lock-Up Agreement and agrees to be bound by the terms hereof as part of the consideration exchanged by the parties in the transactions contemplated by the Merger Agreement. Further, Edison Ventures recognizes that it is in the best financial interests of the Company and of Edison Ventures, as a shareholder of the Company, that the Company Common Stock received by Edison Ventures pursuant to the Merger Agreement be subject to certain restrictions and hereby agrees as follows:
NON-COMPETITION AND NON-SOLICITATION AGREEMENTNon-Competition and Non-Solicitation Agreement • July 9th, 2014 • inContact, Inc. • Services-prepackaged software • Delaware
This Non-Competition and Non-Solicitation Agreement (this “Agreement”) is being executed and delivered as of May , 2014, by (“Stockholder”) in favor and for the benefit of inContact, Inc., a Delaware corporation (together with any of its affiliates and subsidiaries, the “Purchaser”).
