SUBSCRIPTION AGREEMENT
----------------------
Attn: President
XxxxxxXxXxxxx.xxx, Inc.
0000-000 Xxxxxxx Xxxxxx
Xxxxxxxxx, XX X0X 0X0
(000) 000-0000
RE: COMMON SHARES OF XXXXXXXXXXXXX.XXX, INC.
A NEVADA CORPORATION (THE "COMPANY")
Dear Sir:
A. SUBSCRIPTION.
The undersigned hereby subscribes for _______________ shares of the Company's
Common Stock, par value US$0.0001 per share (the "Shares") at a purchase price
of US$0.10 per share, according to the terms set forth herein. I further
acknowledge and agree that the Company may, in its sole discretion, allocate
shares among subscribers in the event of an over subscription for the Shares.
The undersigned hereby acknowledges and agrees that, except as may be
specifically provided herein, the undersigned is not entitled to withdraw,
terminate or revoke his subscription.
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 and that I have received a copy of
the Company's Prospectus dated _______________ (the "Prospectus"). This
Subscription Agreement is not binding on the Company until accepted by the
Company. The Company reserves the right to accept or reject, in whole or in
part and at its sole discretion, any Subscription Agreement.
2. Residency Declaration. The undersigned represents and warrants that he is
a resident of __________.
3. Indemnification and Arbitration. The undersigned recognizes that the
offer of the Shares in the Company was based upon his representations and
warranties contained above and hereby agrees to indemnify the Company and to
hold it harmless against any and all liabilities, costs, or expenses (including
reasonable attorneys' fees) arising by reason of, or in connection with, any
misrepresentation or any breach of such warranties by the undersigned. Further,
in the event that any dispute where to arise in connection with this Agreement
or with the undersigned's investment in the Company, the undersigned agrees,
prior to seeking any other relief at law or equity, to submit the matter to
binding arbitration in accordance with the rules of the National Association of
Securities Dealers at a place to be designated by the Company.
C. MISCELLANEOUS.
1. This Agreement shall be governed by and construed in accordance with the
laws of the State of Nevada.
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: $___________ USD
(PLEASE MAKE CHECK PAYABLE TO XXXXXXXXXXXXX.XXX, INC.)
IN WITNESS WHEREOF, the undersigned has executed this Agreement this ___ day of
_______, 2003.
__________________________________
Signature(s)
__________________________________
Print Name
Print Name(s) in which Shares
Are to be Registered: _________________________________
Address of Subscriber: _________________________________
_________________________________
Social Security or
Taxpayer Identification Number: _________________________________
Telephone Number with Area Code: _________________________________
ACCEPTANCE
The foregoing subscription is hereby accepted and receipt of payment is hereby
acknowledged with respect to the Shares subscribed for above.
Dated: ___________________
XXXXXXXXXXXXX.XXX, INC.
By:
Xxxx Xxxx
President