E P T A N C E Sample Clauses

E P T A N C E. The above-mentioned Subscription Agreement in respect of the Shares is hereby accepted by TechCare Corp.

E P T A N C E. The above-mentioned Subscription Agreement is hereby accepted by Reviv3 Procare Company, DATED at_________________________ , the ______ day of________________ , 2022. By: All capitalized terms herein, unless otherwise defined, have the meanings ascribed thereto in the Subscription Agreement. This Questionnaire is for use by each Subscriber who has indicated an interest in purchasing Securities of REVIV3 PROCARE COMPANY (the “Company”). The purpose of this Questionnaire is to assure the Company that each Subscriber will meet the standards imposed by the United States Securities Act of 1933 (the “1933 Act”) and the appropriate exemptions of applicable securities laws. The Company will rely on the information contained in this Questionnaire for the purposes of such determination. Except as provided in the Subscription Agreement, the Securities will not be registered under the 1933 Act in reliance upon the exemption from registration afforded by Regulation D of the 1933 Act. This Questionnaire is not an offer of the Securities or any other securities of the Company in any state other than those specifically authorized by the Company. All information contained in this Questionnaire will be treated as confidential. However, by signing and returning this Questionnaire, each Subscriber agrees that, if necessary, this Questionnaire may be presented to such parties as the Company deems appropriate to establish the availability, under the 1933 Act or applicable state securities law, of exemption from registration in connection with the sale of the Securities hereunder. The Subscriber covenants, represents and warrants to the Company that it satisfies one or more of the categories of “Accredited Investors,” as defined by Rule 501 of Regulation D promulgated under the 1933 Act, as indicated below: (Please initial in the space provided those categories, if any, of an “Accredited Investor” which the Subscriber satisfies.) Category 1 An organization described in Section 501(c)(3) of the United States Internal Revenue Code, a corporation, a Massachusetts or similar business trust, partnership or limited liability company, not formed for the specific purpose of acquiring the Securities, with total assets in excess of US $5,000,000. Category 2 A natural person whose individual net worth, or joint net worth with that person’s spouse or spousal equivalent, on the date of purchase exceeds US $1,000,000 (excluding equity in a personal residence). Category 3 A natural person who ...

E P T A N C E. The above-mentioned Subscription Agreement in respect of the Ordinary Shares is hereby accepted by SUPER X AI TECHNOLOGY LIMITED

E P T A N C E. The above-mentioned Subscription Agreement in respect of the Securities is hereby accepted by DIGITAL YOUTH NETWORK CORP. DATED at Vancouver, BC the 18th day of March, 2005. Per: /s/ ▇▇▇▇▇▇▇ Mol Authorized Signatory D/EPM/509977.1

E P T A N C E. The above-mentioned Subscription in respect of the Shares is hereby accepted by SPORTSPRIZE ENTERTAINMENT INC.

E P T A N C E. The above-mentioned Subscription Agreement in respect of the Shares is hereby accepted by SURGE ENTERPRISES, INC.

E P T A N C E. The above-mentioned Agreement in respect of the Shares is hereby accepted by Zebra Resources Inc. DATED at , the day of , 2006. ZEBRA RESOURCES INC. Per: -------------------------------------------- Authorized Signatory EXHIBIT 1 NI 45-106 ACCREDITED INVESTOR QUESTIONNAIRE All capitalized terms herein, unless otherwise defined, have the meanings ascribed thereto in the Subscription. The purpose of this Questionnaire is to assure the Company that each Subscriber will meet certain requirements of National Instrument 45-106 ("NI 45-106"). The Company will rely on the information contained in this Questionnaire for the purposes of such determination. The Subscriber covenants, represents and warrants to the Company that: 1. the Subscriber has such knowledge and experience in financial and business matters as to be capable of evaluating the merits and risks of the transactions detailed in the Subscription and the Subscriber is able to bear the economic risk of loss arising from such transactions; 2. the Subscriber satisfies one or more of the categories of "accredited investor" (as that term is defined in NI 45-106) indicated below (please check the appropriate box): (a) a Canadian financial institution as defined in National Instrument 14-101, or an authorized foreign bank listed in Schedule III of the BANK ACT (Canada); [ ] (b) the Business Development Bank of Canada incorporated under the BUSINESS DEVELOPMENT BANK ACT (Canada);

E P T A N C E. The above-mentioned Subscription Agreement in respect of the Units is hereby accepted by the Company. DATED at ______________________, the________day of ___________________, 2006. Per: Authorized Signatory “THESE SECURITIES WERE ISSUED IN AN OFFSHORE TRANSACTION TO PERSONS WHO ARE NOT U.S. PERSONS (AS DEFINED HEREIN) PURSUANT TO REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “1933 ACT”). ACCORDINGLY, NONE OF THE SECURITIES TO WHICH THIS CERTIFICATE RELATES HAVE BEEN REGISTERED UNDER THE 1933 ACT, OR ANY U.S. STATE SECURITIES LAWS, AND, UNLESS SO REGISTERED, NONE MAY BE OFFERED OR SOLD IN THE UNITED STATES (AS DEFINED HEREIN) OR, DIRECTLY OR INDIRECTLY, TO U.S. PERSONS (AS DEFINED HEREIN) EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT OR PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE 1933 ACT AND IN EACH CASE ONLY IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. IN ADDITION, HEDGING TRANSACTIONS INVOLVING THE SECURITIES MAY NOT BE CONDUCTED UNLESS IN ACCORDANCE WITH THE 1933 ACT. “UNITED STATES” AND “U.S. PERSON” ARE AS DEFINED BY REGULATION S UNDER THE 1933 ACT.” SHARE PURCHASE WARRANTS TO PURCHASE COMMON SHARES OF RED SKY RESOURCES INC. incorporated in the State of Nevada THIS IS TO CERTIFY THAT __________________________ (the “Holder”) with an address at ______________________________________________________, has the right to purchase, upon and subject to the terms and conditions hereinafter referred to, up to ______________________ fully paid and non-assessable common shares (the “Warrant Shares”) in the capital of Red Sky Resources Inc. (hereinafter called the “Company”) on or before 4:30 p.m. (PACIFIC TIME) on __________________, 2008 (the “Expiry Date”) or such accelerated Expiry Date as provided in accordance with the provisions of section 4.6 of the Warrant Certificate, at a price per Share (the “Exercise Price”) of USD $2.25 on the terms and conditions attached hereto as “Schedule A” (the “Terms and Conditions”).

E P T A N C E. The above-mentioned Subscription Agreement in respect of the Shares is hereby accepted by the Company.