SUBSCRIPTION AGREEMENT
Exhibit
4.1
The
Board
of Directors
Recycle
Tech, Inc.
0000
Xxxx
00xx
Xxx.
Xxxxx
Xxxxx, Xxxxxxxx 00000
Re: Acquisition
of Securities of Recycle Tech, Inc. a Colorado corporation
(the
"Company")
Gentlemen:
A.
Subscription
The
undersigned hereby subscribes for Common Shares (the "Shares") in the Company
according to the terms set forth herein and the terms of that certain Form
RL
Disclosure Statement dated July 27, 2005.
B.
Subscriber's Representations and Warranties.
The
undersigned hereby represents and warrants as follows:
1.
Warranties. In
connection with your offer of Shares, I represent and warrant that I am over
the
age of 21 years; have had an opportunity to ask questions of the principals
or
representatives of the Company; that I, individually or together with others
on
whom I rely, have such knowledge and experience in financial and business
affairs that I have the capability of evaluating the merits and risks of
my
investment in the Company; that I am financially responsible and able to
meet my
obligations hereunder and acknowledge that this investment is by its nature
speculative; that you have made all disclosure and documents pertaining to
this
investment available to me and, where requested, to my attorney, accountant
and
investment adviser; and that I will not sell my Shares without registration
under the Securities Act of 1933 or exemption therefrom.
2.
Suitability. I
represent that I either have such knowledge and experience in financial and
business matters that I am capable of evaluating the merits and risks of
my
investment in the Company or, together with the purchaser representative,
if
any, named below, have such knowledge and experience in financial and business
matters that we are capable of evaluating the merits and risks of my investment
in the Company; that I relied on my own legal counsel or elected not to rely
on
my counsel despite the Company's recommendation that I rely on my own legal
counsel; and that I am able to bear the economic risk of such investment.
3.
Representations
by the
Company. No representations and warranties, oral or otherwise, have been
made to the undersigned by the Company or any agent, employee or affiliate
of
the Company, or any other person whether or not associated with this Offering
and in entering into this transaction, the undersigned is not relying upon
any
information other than that contained in the results of his own investigation.
4.
Risk. The
undersigned understands that an investment in the Company involves substantial
risks.
5.
Residency
Declaration. The undersigned represents and warrants that he is a legal
resident of the State of Colorado.
6.
Restrictions on
Transferability, and Registration. The undersigned understands that the
Shares which have been offered are being sold pursuant to an exemption from
registration under the Securities Act of 1933, as amended, utilizing Rule
504
thereof and registration under Colorado law utilizing a Form RL Disclosure
Document. The undersigned further understands that any transfers to residents
outside the State of Colorado must be made pursuant to registration or an
exemption from registration in the transferee's state.
7.
Agency
Determination. No federal or state agency has made any determination as
to the fairness of the offering for investment purposes, or any recommendations
or endorsement of the Shares.
C.
Miscellaneous.
1.
This Agreement shall be governed by and construed in accordance with the
laws of
the State of Colorado.
2.
This Agreement contains the entire agreement between the parties with respect
to
the subject matter hereof. The provisions of this Agreement may not be modified
or waived except in writing.
3.
The headings contained in this Agreement are for convenient reference only,
and
they shall not limit or otherwise affect the interpretation of any term or
provision hereof.
D.
Subscription for Shares
Number
of
Shares subscribed for:
Total
Payment enclosed: $ .
(Please
make check payable
to Community Banks of Colorado, Escrow Agent for Recycle Tech, Inc.)
///REMAINDER
OF THE PAGE IS INTENTIONALLY LEFT BLANK///
IN
WITNESS WHEREOF, the undersigned has executed this Agreement this day of
,
2005.
Signature(s)
Name(s)
of Subscriber(s)
Address
Social
Security or Tax I.D. No.
Purchaser
Representative (if any)
Name
and
Address
ACCEPTANCE
The
foregoing subscription is hereby accepted and receipt of payment is hereby
acknowledged with respect to Shares.
Dated:
Recycle
Tech, Inc.
By_______________________________
Authorized
Officer
