LUCAS PUBLICATIONS, INC. Subscription Agreement
EXHIBIT
99(a): Subscription
Agreement
XXXXX
PUBLICATIONS, INC.
Subscription
Agreement
1.
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Investment:
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The
undersigned (“Buyer”) subscribes for ______ Shares of Common Stock of Xxxxx Publications,
Inc. at $0.01 per share.
Total
subscription price ($0.01 times number of Shares): =
$________________.
PLEASE MAKE CHECKS PAYABLE
TO: Law Offices of Xxxxxx X. Xxxxxxx,
f/b/x Xxxxx Publications, Inc.
2.
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Investor
information:
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Name
(type or print)
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SSN/EIN/Taxpayer
I.D.
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E-Mail
address:
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Address
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Joint
Name (type or print)
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SSN/EIN/Taxpayer
I.D
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E-Mail
address:
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Address
(If different from above)
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Mailing
Address (if different from above):
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Street
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City/State
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Zip
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Business
Phone:
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( )
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Home
Phone:
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( )
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3.
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Type
of ownership:
(You must check one box)
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Individual
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Custodian
for
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[ ] |
Tenants
in Common
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[ ] |
Uniform
Gifts to Minors Act of the State of: __________
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[ ] |
Joint
Tenants with rights of Survivorship
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Corporation
(Inc., LLC, LP) – Please List all officers,
directors, partners, managers, etc.:
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[ ] |
Partnership
(Limited Partnerships use “Corporation”)
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[ ] |
Trust
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[ ] |
Community
Property
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Other
(please explain)
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4.
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Further
Representations, Warrants and Covenants. Buyer hereby
represents warrants, covenants and agrees as
follows:
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(a)
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Buyer
is at least eighteen (18) years of age with an address as set forth in
this Subscription Agreement.
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(b)
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Except
as set forth in the Prospectus and the exhibits thereto, no
representations or warranties, oral or otherwise, have been made to Buyer
by the Company or any other person, whether or not associated with the
Company or this offering. In entering into this transaction,
Buyer is not relying upon any information, other than that contained in
the Prospectus and the exhibits thereto and the results of any independent
investigation conducted by Buyer at Buyer’s sole discretion and
judgment.
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(c)
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Buyer
understands that his or her investment in the Shares is speculative and
involves a high degree of risk, and is not recommended for any person who
cannot afford a total loss of the investment. Buyer is able to
bear the economic risks of an investment in the Offering and at the
present time can afford a complete loss
of such investment.
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(d)
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Buyer
is under no legal disability nor is Buyer subject to any order, which
would prevent or interfere with Buyer’s execution, delivery and
performance of this Subscription Agreement or his or her purchase of the
Shares. The Shares are being purchased solely for Buyer’s own
account and not for the account of others and for investment purposes
only, and are not being purchased with a view to or for the transfer,
assignment, resale or distribution thereof, in whole or
part. Buyer has no present plans to enter into any contract,
undertaking, agreement or arrangement with respect to the transfer,
assignment, resale or distribution of any of the
Shares.
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(e)
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Buyer
has been furnished with the Prospectus. Buyer has assessed the
merit of this offering on his or her own or otherwise consulted
exclusively with his or her attorney, accountant, or such other
professional advisors with respect to any investment in the Shares as
Buyer deems necessary or advisable, and Buyer acknowledges that all
documents, records and books pertaining to an investment in the Shares
have been made available for Buyer’s inspection and analysis, and for
inspection and analysis by such attorney, accountant and/or other
professional advisors, and Buyer understands that the books and records of
the Company will be made available to Buyer and his or her professional
advisors upon reasonable notice for inspection during reasonable business
hours at the Company’s principal place of business. Buyer
acknowledges that he or she and/or his or her professional advisors have
had the opportunity to obtain any additional information requested in
order to verify the accuracy of the contents of the Prospectus, and to ask
questions and/or receive answers from the officers of the Company
concerning the terms and conditions of this offering, the Prospectus and
any additional information requested which Buyer and/or his or her
professional advisors deemed necessary to evaluate the prudence of this
investment and all such questions have been answered to the full
satisfaction of Buyer, none of which answers are in any way inconsistent
with the Prospectus.
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5.
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Indemnification
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(a)
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Buyer
acknowledges an understanding of the meaning of the legal consequences of
Buyer’s representations and warranties contained in this Subscription
Agreement and the effect of his or her signature and execution of this
Agreement, and Buyer hereby agrees to indemnify and hold the Company and
each of its officers and/or directors, representatives, agents or
employees, harmless from and against any and all losses, damages, expenses
or liabilities due to, or arising out of, a breach of any representation,
warranty or agreement of or by Buyer contained in this Subscription
Agreement.
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6.
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Acceptance of
Subscription.
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(a)
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It
is understood that this subscription is not binding upon the Company until
accepted by the Company, and that the Company has the right to accept or
reject this subscription, in whole or in part, in its sole and complete
discretion. If this subscription is rejected in whole, the
Company shall return to Buyer, without interest, the Payment tendered by
Buyer, in which case the Company and Buyer shall have no further
obligation to each other hereunder. In the event of a partial
rejection of this subscription, Buyer’s Payment will be returned to Buyer,
without interest, whereupon Buyer agrees to deliver a new payment in the
amount of the purchase price for the number of Shares to be purchased
hereunder following a partial rejection of this
subscription.
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7.
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Governing
Law.
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(a)
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This
Subscription Agreement shall be governed and construed in all respects in
accordance with the laws of the State of Delaware without giving effect to
any conflict of laws or choice of law
rules.
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IN
WITNESS WHEREOF, this Subscription Agreement has been executed and delivered by
the Buyer and by the Company on the respective dates set forth
below.
INVESTOR
SUBSCRIPTION ACCEPTED AS OF
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day
of
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,
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Signature
of Buyer
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Xxxxx
Publications, Inc.
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Printed
Name
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________________________
___________________________
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Date
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By:
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President
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Deliver
completed subscription agreements and checks to:
Law
Offices of Xxxxxx X. Xxxxxxx, Esq.
0000
Xxxxxxxx Xxxxxxxxx, Xxxxx 000
Xxxxxxxx,
Xxxxxxxxxx 00000