Subscription Agreement CETRONE ENERGY COMPANY
Exhibit
99 Subscription Agreement
XXXXXXX
ENERGY COMPANY
|
1.
|
Investment:
|
(a) The
undersigned (“Buyer”) subscribes for Shares of Common Stock of Xxxxxxx Energy
Company at $0.8 per share.
(b) Number
of Shares Purchased ______________: Total
subscription price ($0.8 Times the Number of Shares
Purchased):
= $_______________.
PLEASE MAKE CHECKS PAYABLE
TO: Xxxxxxx Energy
Company
|
2.
|
Investor
information:
|
|
Name
(type or print)
|
SSN/EIN/Taxpayer
I.D.
|
|
|
E-Mail
address
|
Mailing
Address
|
|
|
City,
State and Zip Code
|
||
|
Joint
Name (type or print)
|
SSN/EIN/Taxpayer
I.D.
|
|
|
E-Mail
address: ____________________
|
||
|
Mailing
Address (if different from above):
|
|||
|
Street
|
City/State
|
Zip
|
|
Business
Phone:
|
( )_________________
|
Home
Phone:
|
( )_____________________
|
||
|
3.
|
Type of ownership: (You must check one
box)
|
|
o
|
Individual
|
o
|
Custodian
for
|
|
o
|
Tenants
in Common
|
o
|
Uniform
Gifts to Minors Act of the State of: __________________
|
|
o
|
Joint
Tenants with rights of Survivorship
|
o
|
Corporation
(Inc., LLC, LP) – Please List all officers, directors, partners, managers,
etc.:
|
|
o
|
Partnership
(Limited Partnerships use “Corporation”)
|
||
|
o
|
Trust
|
||
|
o
|
Community
Property
|
o
|
Other
(please explain)
|
|
4.
|
Further Representations, Warrants and
Covenants. Buyer hereby represents warrants, covenants and agrees
as follows:
|
|
(a)
|
Buyer
is at least eighteen (18) years of age with an address as set forth in
this Subscription Agreement.
|
|
|
(b)
|
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.
|
|
|
(c)
|
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.
|
|
|
(d)
|
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.
|
|
(e)
|
Buyer
has (i) adequate means of providing for his or her current financial needs
and possible personal contingencies, and no present need for liquidity of
the investment in the Shares, and (ii) a liquid net worth (that is, net
worth exclusive of a primary residence, the furniture and furnishings
thereof, and automobiles) which is sufficient to enable Buyer to hold the
Shares indefinitely.
|
|
|
(f)
|
If
the Buyer is acting without a Purchaser Representative, Buyer has such
knowledge and experience in financial and business matters that Buyer is
fully capable of evaluating the risks and merits of an investment in the
Offering.
|
|
|
(g)
|
Buyer
has been furnished with the Prospectus.
|
|
|
(h)
|
Buyer
understands that Buyer shall be required to bear all personal expenses
incurred in connection with his or her purchase of the Shares, including
without limitation, any fees which may be payable to any accountants,
attorneys or any other persons consulted by Buyer in connection with his
or her investment in the Offering.
|
|
5.
|
Indemnification
|
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.
|
6.
|
Acceptance
of Subscription.
|
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.
|
7.
|
Governing
Law.
|
This
Subscription Agreement shall be governed and construed in all respects in
accordance with the laws of the State of Nevada without giving effect to any
conflict of laws or choice of law rules.
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.
__________________________________
Signature
of Buyer
__________________________________
Printed
Name
__________________________________
Date
Deliver completed
subscription agreements and checks as follows:
Check Payable to
“Xxxxxxx Energy
Company”
Mail
to: Xxxxxxx Energy
Company
00000
X. Xxxxxxxx Xxxx
Xxx,
XX 00000
==================================================================================
To
be filled out by the Company
Investor
Subscription accepted as of this ________ day of ________________________,
2008.
XXXXXXX
ENERGY COMPANY
By:
___________________________
Xxxxxxx
Xxxxxxx
President
