Subscription Agreement
Exhibit
99(b) Subscription Agreement
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1.
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Investment:
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(a)The
undersigned (“Buyer”) subscribes for Shares
of
Common Stock of Rhino Productions, Inc. at $0.10 per share.
(b)Total
subscription price ($0.10 times number of Shares): = $____________.
PLEASE
MAKE CHECKS PAYABLE TO: Rhino Productions,
Inc.
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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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Mailing
Address
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City,
State and Zip Code
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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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o
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Individual
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o
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Custodian
for
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o
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Tenants
in Common
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o
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Uniform
Gifts to Minors Act of the State of: __________________
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o
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Joint
Tenants with rights of Survivorship
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o
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Corporation
(Inc., LLC, LP) – Please
List all
officers, directors, partners, managers, etc.:
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o
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Partnership
(Limited Partnerships use “Corporation”)
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o
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Trust
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o
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Community
Property
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o
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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 (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.
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(f)
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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.
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(g)
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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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(h)
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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.
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5.
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Indemnification
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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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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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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
Investor
Subscription
Accepted
as of this ____ day of ____________, 200(___).
00000
XX
Xxxx Xxxxxxx Xxxxx
Xxxxxxxx,
Xxxxxx 00000
By:
___________________________
President
Deliver
completed
subscription agreements and checks to:
Xxxxxx
X.
Xxxxxxx
President
00000
XX
Xxxx Xxxxxxx Xxxxx
Xxxxxxxx,
Xxxxxx 00000
