Exhibit 1.1
SUBSCRIPTION AGREEMENT
Tech Laboratories, Inc.
000 Xxxxxxx Xxxxxx
Xxxxx Xxxxxxx, Xxx Xxxxxx 00000
Ladies and Gentlemen:
The undersigned hereby subscribes for and irrevocably agrees to purchase
the number of shares of common stock, par value $.01 per share, ("Shares") set
forth below, of Tech Laboratories, Inc. (the "Company"). The undersigned has
received a copy of the Prospectus dated February ___, 2000, relating to the
offering of Shares prior to delivery of this Subscription Agreement.
Under penalty of perjury, the undersigned certifies that (A) the taxpayer
identification number shown in this Subscription Agreement is correct and (B)
the undersigned is not subject to backup withholding because (i) the undersigned
has not been notified that he, she or it is subject to backup withholding as a
result of a failure to report all interest and dividends or (ii) the Internal
Revenue Service has notified the undersigned that he, she or it is no longer
subject to backup withholding. (If the undersigned has been notified that he,
she or it is subject to backup withholding and the Internal Revenue Service has
not advised the undersigned that backup withholding has been terminated, strike
out item (B).)
The undersigned hereby agrees to be bound by all of the terms and
conditions of the Prospectus and this Subscription Agreement. If the undersigned
is a corporation, partnership, benefit plan or XXX, the undersigned certifies
that it has all requisite authority to acquire the Shares hereby subscribed for
and to enter into this Subscription Agreement. The officer, partner or fiduciary
of the subscribing entity has been duly authorized by all requisite action on
the part of such entity to execute these documents on its behalf; such
authorization has not been revoked and is still in full force and effect.
Prior to the date of acceptance of subscriptions for the minimum offering
amount of ____________ Shares ($_________), subscription funds will be held in
an escrow account as provided in the Prospectus. If the minimum offering amount
is not sold by the Company by the Initial Offering Expiration Date of
___________, 2000, or such later date as the offering is extended by the Company
as provided in the Prospectus, the offering will terminate and all funds held in
the escrow account will be promptly returned to investors, without interest or
deduction.
(This is not an offer of securities in any jurisdiction in which such offer is
not registered or qualified.)
Tech Laboratories, Inc.
Subscription Agreement
Signature Page
Account Registration: Date:________________
______________________________________________________
Name in Which Shares and Warrants should be registered
Check appropriate designation Mailing address and telephone
if joint ownership: and fax numbers for Corporate Records:
__ Joint Tenants with Right __________________________________
of Survivorship __________________________________
__ Tenants in Common Telephone:_________________________
__ Community Property Fax:______________________________
Investment amount: $_________ _______ shares of Common Stock
(Number of Shares times $__ per Share)
_______________________ ___________________________________
Signature of Subscriber Signature of Co-Subscriber (if any)
Print name of individual subscriber Print name of individual co-subscriber and
and name and title of signing officer name and title of signing officer of of
corporation, partnership, other corporation, partnership, other entity,
custodial entity, custodial or trustee subscriber or trustee co-subscriber
__________________________________ _____________________________________
Soc. Sec. or Tax ID# of Subscriber Soc. Sec. or Tax ID# of Co-Subscriber
(PLEASE SEE ATTACHED INSTRUCTIONS ON PAYMENT AND DELIVERY OF FUNDS)
INSTRUCTIONS FOR PAYMENT
PRIOR TO INITIAL CLOSING DATE
Subscribers must deliver Subscription Agreements, together with funds for
the entire amount of Shares subscribed for, to Xxxxxx National Bank. Funds may
be delivered by check payable to "__________________________, Escrow No.
________", sent to the attention of _______________, Xxxxxx National Bank,
_____________________________, _____________, New Jersey ________, or by wire
transfer sent in accordance with the following wire transfer instructions:
Xxxxxx National Bank
Account No.:___________________
ABA/Routing No.:_______________
Escrow No.:____________________
Wire sent from:________________
Name of Subscriber
INSTRUCTIONS FOR PAYMENT
AFTER INITIAL CLOSING DATE
Subscribers must deliver Subscription Agreements, together with funds for
the entire amount of Shares subscribed for, to the Company. Funds may be
delivered by check payable to "Tech Laboratories, Inc.," sent to the attention
of __________________ Chief Financial Officer, Tech Laboratories, Inc., 000
Xxxxxxx Xxxxxx, Xxxxx Xxxxxxx, Xxx Xxxxxx 00000.
