THIS SUBSCRIPTION AGREEMENT (the "Agreement") is made on the 13th day of September 2000
1. K/S HIMPP, a limited partnership under Danish law resident at Ny Vestergaardsvej 25, 3500 Vaerlose,
Denmark (the "Partnership"); and
2. SONIC INNOVATIONS, INC., 5330 South 900 East, Suite 240, Salt Lake City, Utah 84117-7261, USA
(the "Limited Partner")
for the subscription for shares in the Partnership.
1.1. In this Agreement the following words and expressions shall have the following meanings unless where the
context explicitly requires otherwise:
The Limited Partner hereby subscribes for the Shares and the Partnership hereby accepts to be bound by the
Limited Partner's subscription for the Shares.
3. PAYMENT FOR THE SHARES
3.1 The total consideration of USD 1,800,000 for the subscription of the Shares in K/S HIMPP shall be paid to
the Partnership no later than 8 days after the date of this Agreement.
4. THE LIMITED PARTNER'S RIGHTS AND OBLIGATIONS
4.1. The Limited Partner hereby accepts and assumes all rights and obligations connected with the subscription
for and holding of the Shares pursuant to the Articles or Danish law in general.
4.2. By his execution of this Agreement the Limited Partner covenants to have full knowledge of and to accept
the terms and conditions of the Articles.
4.3. The Limited Partner hereby in particular covenants to have full knowledge of and to accept the following
provisions of the Articles:
(i) The Partnership's general partner is HIMPP A/S whose liability is joint, direct and unlimited for all the
Partnership's indebtedness and liabilities. The General Partner's issued and outstanding share capital is Danish
Kroner, 1,800,000 after a capital increase in the amount of DKK 200,000 subscribed to by the Limited Partner.
Each Limited Partner's liability for the Partnership's indebtedness and liabilities is personal, direct and pro rata
and limited to the unpaid part (if any) of that Limited Partner's share in the Pa