Common use of PRIVATE PLACEMENT SUBSCRIPTION AGREEMENT Clause in Contracts

PRIVATE PLACEMENT SUBSCRIPTION AGREEMENT. The undersigned (the “Subscriber”) hereby irrevocably subscribes for and agrees to purchase from Sustinere Holdings, Inc. (the “Issuer”) that number of common shares of the Issuer (each, a “Share”) as is set out below at a price of USD $____ per Share. The Subscriber agrees to be bound by the terms and conditions set forth in the attached “Terms and Conditions of Subscription for Shares”. ____________ Shares of the Issuer US$_____ per Share for a total purchase price of U.S.$ The Subscriber or the Beneficial Purchaser owns, directly or indirectly, the following securities of the Issuer: _____________ Shares ____________________ Warrants [Check if applicable] The Subscriber or the Beneficial Purchaser is [ ] an insider of the Issuer. The Subscriber directs the Issuer to issue, register and deliver the certificates representing the Shares as follows: Name to appear on certificate Name and account reference, if applicable Account reference if applicable Contact name Address Address Telephone Number EXECUTED by the Subscriber this ____ day of ___________, 2018. By executing this Subscription Agreement, the Subscriber certifies that the Subscriber and any beneficial purchaser for whom the Subscriber is acting are resident in the jurisdiction shown as the “Address of Subscriber” or “Address of Beneficial Purchaser”, respectively. EXECUTION BY SUBSCRIBER: DETAILS OF BENEFICIAL PURCHASER X (IF NOT THE SAME AS SUBSCRIBER) Signature of individual (if Subscriber is an individual) X Authorized signatory (if Subscriber is not an individual) Name of Beneficial Purchaser (please print) Name of Subscriber (please print) Address of Beneficial Purchaser (residence) Name of authorized signatory (please print) Telephone Number of Beneficial Purchaser Address of Subscriber E-mail address of Beneficial Purchaser Telephone Number of Subscriber Accepted this ___ day of ____________, 2018 SUSTINERE HOLDINGS, INC. E-mail address of Subscriber Per: Social Security/Tax I.D. No. of Subscriber Authorized Signatory By signing this acceptance, the Issuer agrees to be bound by the Terms on pages 3 to 4, the General Provisions on pages 6 to 13, and the other schedules and appendices incorporated by reference.

Appears in 2 contracts

Samples: Sustinere Holdings, Inc., Sustinere Holdings, Inc.

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PRIVATE PLACEMENT SUBSCRIPTION AGREEMENT. The undersigned (the “Subscriber”) hereby irrevocably subscribes for and agrees to purchase from Sustinere Holdings, Torino Power Solutions Inc. (the “Issuer”) that number of units of the Issuer (each, a “Unit”) set out below at a price of $0.075 per Unit. Each Unit is comprised of one common shares share in the capital of the Issuer (each, a “Share”) as is set out below and one common share purchase warrant (each whole warrant, a “Warrant”). Each Warrant will entitle the holder thereof to acquire one Share (each, a “Warrant Share”) at a price of USD $____ 0.15 per ShareWarrant Share until 5:00 CWP2692.1 Page 2 (Address, including postal or zip code) Register the Shares and Warrants as set forth below: (Name to Appear on Share and Warrant Certificate) (Account Reference, if applicable) (Email Address) (Telephone Number) X (Signature of Authorized Signatory – if the Subscriber is not an Individual) (Name and Title of Authorized Signatory – if the Subscriber is not an Individual) (SIN, SSN, or other Tax Identification Number required if U.S. Subscriber only) (Subscriber’s Address, including postal or zip code) (Name of Subscriber) Account Reference (if applicable): X (Signature of Subscriber – if the Subscriber is an Individual) Subscriber Information Units to be Purchased X $0.075 (Number of Units) Total Subscription Amount in $CAD Deliver the Shares and Warrants as set forth below: (Attention - Name) (Account Reference, if applicable) (Street Address, including postal or zip code – no PO Boxes permitted) (Telephone Number) (SIN, SSN, or other Tax Identification Number of Disclosed Principal) Please complete if purchasing as agent or trustee for a principal (beneficial purchaser) (a “Disclosed Principal”) and not purchasing as trustee or agent for accounts fully managed by it. (Name of Disclosed Principal) (Address of Disclosed Principal) (Account Reference, if applicable) p.m. (Vancouver time) on the date of expiration of the Warrant, which is 24 months following the Closing Date (as defined herein). The Subscriber agrees to be bound by the terms and conditions set forth in the attached “Terms and Conditions of Subscription for SharesUnits”. ____________ Shares Number and kind of securities of the Issuer US$_____ per Share for a total purchase price of U.S.$ The Subscriber or the Beneficial Purchaser ownsheld, directly or indirectly, or over which control or direction is exercised by, the following securities Subscriber, if any (i.e., shares, warrants, options): 1. State whether the Subscriber is an Insider of the Issuer: _____________ Shares ____________________ Warrants [Check if applicable] The Subscriber or the Beneficial Purchaser is [ ] an insider of the IssuerYes No 2. The Subscriber directs the Issuer to issue, register and deliver the certificates representing the Shares as follows: Name to appear on certificate Name and account reference, if applicable Account reference if applicable Contact name Address Address Telephone Number EXECUTED by the Subscriber this ____ day of ___________, 2018. By executing this Subscription Agreement, the Subscriber certifies that the Subscriber and any beneficial purchaser for whom State whether the Subscriber is acting are resident in a member of the jurisdiction shown as Pro Group: Yes No 3. State whether the “Address of Subscriber” or “Address of Beneficial Purchaser”, respectively. EXECUTION BY SUBSCRIBER: DETAILS OF BENEFICIAL PURCHASER X (IF NOT THE SAME AS SUBSCRIBER) Signature of individual Subscriber has a current Form 4C on file with the Canadian Securities Exchange (if Subscriber is an individual) X Authorized signatory (if Subscriber is not an individual): Yes No 4. State whether the Subscriber is a registrant: Yes No Acceptance: The Issuer hereby accepts the Subscription (as defined herein) Name on the terms and conditions contained in this private placement subscription agreement (this “Agreement”) as of Beneficial Purchaser , 2017 (please print) Name of Subscriber (please print) Address of Beneficial Purchaser (residence) Name of authorized signatory (please print) Telephone Number of Beneficial Purchaser Address of Subscriber E-mail address of Beneficial Purchaser Telephone Number of Subscriber Accepted this ___ day of ____________, 2018 SUSTINERE HOLDINGS, INCthe “Closing Date”). E-mail address of Subscriber Per: Social Security/Tax I.D. No. of Subscriber Authorized Signatory By signing this acceptance, of the Issuer agrees to be bound by the Terms on pages 3 to 4, the General Provisions on pages 6 to 13, and the other schedules and appendices incorporated by reference.TERMS AND CONDITIONS OF SUBSCRIPTION FOR UNITS

Appears in 1 contract

Samples: Torino Power

PRIVATE PLACEMENT SUBSCRIPTION AGREEMENT. The undersigned (the “Subscriber”) hereby irrevocably subscribes for and agrees to purchase from Sustinere Holdings, TO: WOLVERINE EXPLORATION Inc. (the “Issuer”) that number ), of common shares of 0000 Xxxxxxx Xxxx, Xxxxxxx, XX V2J 6V5. Subject and pursuant to the Issuer (each, a “Share”) as is terms set out below at a price of USD $____ per Share. The Subscriber agrees to be bound by the terms and conditions set forth in the Terms on pages 3 to 4 of this Subscription Agreement, the General Provisions on pages 7 to 12 of this Subscription Agreement and the other schedules and appendices attached “Terms which are hereby incorporated by reference, the Purchaser hereby irrevocably subscribes for, and Conditions of Subscription for Shares”. ____________ on Closing will purchase from the Issuer, the following securities at the following price: Shares of the Issuer US$_____ 0.05 per Share Unit for a total purchase price of U.S.$ The Subscriber or the Beneficial Purchaser owns, directly or indirectly, the following securities of the Issuer: _____________ Shares _US$___________________ Warrants The Purchaser owns, directly or indirectly, the following securities of the Issuer: [Check if applicable] The Subscriber or the Beneficial Purchaser is [ ] an insider affiliate of the Issuer. Issuer or [ ] a member of the professional group The Subscriber Purchaser directs the Issuer to issue, register and deliver the certificates representing the Shares as follows: Name to appear on certificate Name and account reference, if applicable Account reference if applicable Contact name Address Address Telephone Number EXECUTED by the Subscriber Purchaser this ____ day of ___________, 2018. By executing this Subscription Agreement, the Subscriber certifies that the Subscriber and any beneficial purchaser for whom the Subscriber is acting are resident in the jurisdiction shown as the “Address of Subscriber” or “Address of Beneficial Purchaser”, respectively. EXECUTION BY SUBSCRIBER: DETAILS OF BENEFICIAL PURCHASER X (IF NOT THE SAME AS SUBSCRIBER) Signature of individual (if Subscriber is an individual) X Authorized signatory (if Subscriber is not an individual) Name of Beneficial Purchaser (please print) Name of Subscriber (please print) Address of Beneficial Purchaser (residence) Name of authorized signatory (please print) Telephone Number of Beneficial Purchaser Address of Subscriber E-mail address of Beneficial Purchaser Telephone Number of Subscriber Accepted this ___ day of ____________________, 2018 SUSTINERE HOLDINGS2010. By executing this Subscription Agreement, the Purchaser certifies that the Purchaser and any beneficial purchaser for whom the Purchaser is acting is resident in the jurisdiction shown as the “Address of Purchaser”. WITNESS: EXECUTION BY PURCHASER: X Signature of Witness Signature of individual (if Purchaser is an individual) X Name of Witness Authorized signatory (if Purchaser is not an individual) Address of Witness Name of Purchaser (please print) Name of authorized signatory (please print) Accepted this __________________, 2010 Address of Purchaser (residence) WOLVERINE EXPLORATION INC. Per: *Telephone Number Authorized Signatory *E-mail address of Subscriber Per: *Social Security/Tax I.D. Insurance No./Gov ID No. of Subscriber Authorized Signatory .: *Required from all Purchasers By signing this acceptance, the Issuer agrees to be bound by the Terms on pages 3 to 44 of this Subscription Agreement, the General Provisions on pages 6 to 13, 11 of this Subscription Agreement and the other schedules and appendices incorporated by reference. If funds are delivered to the Company’s lawyers, they are authorized to release the funds to the Issuer without further authorization from the Purchaser. TERMS Reference date of this Subscription Agreement ____________________, 2010 (the “Agreement Date”) The Offering The Issuer WOLVERINE EXPLORATION INC. (the “Company or Issuer”) Offering The offering consists of shares of common stock (“Shares”). Purchased Securities The “Securities or Purchased Securities” under this Subscription Agreement are the Shares. Total Amount This offering is not subject to any minimum or maximum offering.

Appears in 1 contract

Samples: Wolverine Exploration Inc.

PRIVATE PLACEMENT SUBSCRIPTION AGREEMENT. The undersigned (the “Subscriber”) hereby irrevocably subscribes for and agrees to purchase from Sustinere Holdings, Inc. Epic Stores Corp. (the “Issuer”) that number of units of the Issuer (each, a “Unit”) set out below at a price of US$0.20 per Unit. Each Unit is comprised of one share of common shares stock in the capital of the Issuer (each, a “Share”) as is set out below and one transferable common share purchase warrant (each, a “Warrant”). Each Warrant will entitle the holder thereof to acquire one Share (each, a “Warrant Share”) at a price of USD $____ US$0.30 per ShareWarrant Share until 5:00 p.m. (Pacific Standard Time) on the date of expiration of the Warrant, which will be two years following the Closing Date (as defined herein). The Subscriber agrees to be bound by the terms and conditions set forth in the attached “Terms and Conditions of Subscription for SharesUnits. Subscriber Information Turnstone Capital Inc. Units to be Purchased 1,250,000 (Name of Subscriber) (Number of Units) Account Reference (if applicable): _______________ X _______________ (Signature of Subscriber – if the Subscriber is an Individual) Total Subscription Price: $250,000.00 (the “Subscription Amount”, plus wire fees if applicable) X _______________ (Signature of Authorized Signatory – if the Subscriber is not an Individual) Xxxxx Xxxxxxxx, Director (Name and Title of Authorized Signatory – if the Subscriber is not an Individual) _______________ (SIN, SSN, or other Tax Identification Number of the Subscriber) 00 Xxxxx Xxxxxxx, Stoney Ground, PO Box 193 (Subscriber’s Address, including postal or zip code) Stoney Ground The Valley, British Anguilla _______________ (Telephone Number) _______________ (Email Address) Please complete if purchasing as agent or trustee for a principal (beneficial purchaser) (a “Disclosed Principal”) and not purchasing as trustee or agent for accounts fully managed by it. _______________ Shares (Name of the Issuer US$Disclosed Principal) _______________ per Share for a total purchase price (Address of U.S.$ The Subscriber Disclosed Principal) _______________ (Account Reference, if applicable) _______________ (SIN, SSN, or other Tax Identification Number of Disclosed Principal) Register the Beneficial Purchaser owns, directly or indirectly, the following securities of the IssuerUnits as set forth below: _______________ (Name to Appear on Certificates Representing Shares or Warrants) _______________ (Account Reference, if applicable) _______________ (Address, including postal or zip code) Deliver the Units as set forth below: _______________ (Attention - Name) _______________ (Account Reference, if applicable) _______________ (Street Address, including postal or zip code – no PO Boxes permitted) _______________ (Telephone Number) Number and kind of securities of the Issuer held, directly or indirectly, or over which control or direction is exercised by, the Subscriber, if any (i.e., shares, warrants, options): _______________ ____________________ Warrants [Check if applicable] The Subscriber or the Beneficial Purchaser is [ ] an insider of the Issuer. The Subscriber directs the Issuer to issue, register and deliver the certificates representing the Shares as follows: Name to appear on certificate Name and account reference, if applicable Account reference if applicable Contact name Address Address Telephone Number EXECUTED by the Subscriber this ____ day of ___________, 2018. By executing this Subscription Agreement, the Subscriber certifies that the Subscriber and any beneficial purchaser for whom the Subscriber is acting are resident in the jurisdiction shown as the “Address of Subscriber” or “Address of Beneficial Purchaser”, respectively. EXECUTION BY SUBSCRIBER: DETAILS OF BENEFICIAL PURCHASER X (IF NOT THE SAME AS SUBSCRIBER) Signature of individual (if Subscriber is an individual) X Authorized signatory (if Subscriber is not an individual) Name of Beneficial Purchaser (please print) Name of Subscriber (please print) Address of Beneficial Purchaser (residence) Name of authorized signatory (please print) Telephone Number of Beneficial Purchaser Address of Subscriber E-mail address of Beneficial Purchaser Telephone Number of Subscriber Accepted this ___ day of ____________, 2018 SUSTINERE HOLDINGS, INC. E-mail address of Subscriber Per: Social Security/Tax I.D. No. of Subscriber Authorized Signatory By signing this acceptance, the Issuer agrees to be bound by the Terms on pages 3 to 4, the General Provisions on pages 6 to 13, and the other schedules and appendices incorporated by reference.

Appears in 1 contract

Samples: Private Placement Subscription Agreement (Epic Stores Corp.)

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PRIVATE PLACEMENT SUBSCRIPTION AGREEMENT. The undersigned TO: Arkanova Energy Corporation (the “Issuer”), of 000 Xxxx Xxxxx Xxxx, Xxxxx 000, Xxxxxx, XX 00000. Subject and pursuant to the terms set out in the Terms on page 3, the General Provisions on pages 5 to 12, and the other schedules and appendices attached which are hereby incorporated by reference, the undersigned subscriber (“Subscriber”) hereby irrevocably subscribes for for, and agrees to on Closing will purchase from Sustinere Holdingsthe Issuer, Inc. (the “Issuer”) that number of common shares following securities at the following price: 2,000,000_ Common Shares of the Issuer (each, a “Share”) as is set out below at a price of USD $____ per Share. The Subscriber agrees to be bound by the terms and conditions set forth in the attached “Terms and Conditions of Subscription for Shares”. ____________ Shares of the Issuer US$_____ 0.10 per Share for a total purchase price of U.S.$ US$200,000 The Subscriber or the Beneficial Purchaser owns, directly or indirectly, the following securities of the Issuer: _____________ Shares ____________________ Warrants [Check if applicable] The Subscriber or the Beneficial Purchaser is [ ] an insider of the Issuer. The Subscriber directs the Issuer to issue, register and deliver the certificates representing the Shares as follows: Xxxxxx Xxxxxxx Name to appear on certificate Name and account reference, if applicable Account reference if applicable Contact name Address Address Telephone Number EXECUTED by the Subscriber this ____ day of _______________, 20182012. By executing this Subscription Agreement, the Subscriber certifies that the Subscriber and any beneficial purchaser for whom the Subscriber is acting are resident in the jurisdiction shown as the “Address of Subscriber” or “Address of Beneficial Purchaser”, respectively. EXECUTION BY SUBSCRIBER: DETAILS OF BENEFICIAL PURCHASER X (IF NOT THE SAME AS SUBSCRIBER) Signature of individual (if Subscriber is an individual) X Authorized signatory (if Subscriber is not an individual) Name of Beneficial Purchaser (please print) Xxxxxx Xxxxxxx Name of Subscriber (please print) Address of Beneficial Purchaser (residence) Name of authorized signatory (please print) Telephone Number of Beneficial Purchaser Address of Subscriber E-mail address of Beneficial Purchaser Telephone Number of Subscriber Accepted this ___ day of ______________, 2018 SUSTINERE HOLDINGS, INC. 2012 ARKANOVA ENERGY CORPORATION E-mail address of Subscriber Per: Social Security/Tax I.D. No. of Subscriber Authorized Signatory By signing this acceptance, the Issuer agrees to be bound by the Terms on pages 3 to 4, the General Provisions on pages 6 5 to 1312, and the other schedules and appendices incorporated by reference. If funds are delivered to the Issuer’s lawyers, they are authorized to immediately release the funds to the Issuer.

Appears in 1 contract

Samples: Arkanova Energy Corp.

PRIVATE PLACEMENT SUBSCRIPTION AGREEMENT. The undersigned (the “Subscriber”) hereby irrevocably subscribes for and agrees to purchase from Sustinere Holdings, Inc. NaturalShrimp Incorporated (the “Issuer”) that number of common shares a 6% Unsecured Convertible Note of the Issuer (each, a the ShareNote”) as is in the principal amount set out below at a price below. The form of USD $____ per Share. the Note is attached to this Subscription Agreement as Exhibit C. The Subscriber agrees to be bound by the terms and conditions set forth in the attached “Terms and Conditions of Subscription for SharesSecurities”. Subscriber Information Dragon Acquisitions LLC Note to be Purchased Principal Amount of Note: $ ____________ Shares of the Issuer US$Account Reference (if applicable): ________ per Share for a total purchase price X___________________________________(Signature of U.S.$ The Subscriber or – if the Beneficial Purchaser owns, directly or indirectly, the following securities of the IssuerSubscriber is an Individual) Aggregate Subscription Price: __$ ___________ Shares (the “Subscription Amount”, plus wire fees if applicable) (Signature of Authorized Signatory – if the Subscriber is not an Individual) (Name and Title of Authorized Signatory – if the Subscriber is not an Individual) (SSN or other Tax Identification Number of the Subscriber) 6000 Xxxx Xxxxxx, #0, Xxxxxxxxxx, XX 00000 (Subscriber’s Address, including postal or zip code) (000) 000-0000 (Telephone Number) (Email Address) Please complete if purchasing as agent or trustee for a principal (beneficial purchaser) (a “Disclosed Principal”) and not purchasing as trustee or agent for accounts fully managed by it. (Name of Disclosed Principal) (Address of Disclosed Principal) (Account Reference, if applicable) (SSN or other Tax Identification Number of Disclosed Principal) Register the Note as set forth below: Dragon Acquisitions LLC (Name to Appear on Note Certificate) (Account Reference, if applicable) (Address, including postal or zip code) Deliver the Note as set forth below: (Attention - Name) (Account Reference, if applicable) (Street Address, including postal or zip code – no PO Boxes permitted) (Telephone Number) Number and kind of securities of the Issuer already held, directly or indirectly, or over which control or direction is exercised by, the Subscriber, if any (i.e., shares, warrants, options): ____________________ Warrants [Check if applicable] The Subscriber or the Beneficial Purchaser is [ ] an insider of the Issuer. The Subscriber directs the Issuer to issue, register and deliver the certificates representing the Shares as follows: Name to appear on certificate Name and account reference, if applicable Account reference if applicable Contact name Address Address Telephone Number EXECUTED by the Subscriber this ____ day of ___________, 2018. By executing this Subscription Agreement, the Subscriber certifies that the Subscriber and any beneficial purchaser for whom the Subscriber is acting are resident in the jurisdiction shown as the “Address of Subscriber” or “Address of Beneficial Purchaser”, respectively. EXECUTION BY SUBSCRIBER: DETAILS OF BENEFICIAL PURCHASER X (IF NOT THE SAME AS SUBSCRIBER) Signature of individual (if Subscriber is an individual) X Authorized signatory (if Subscriber is not an individual) Name of Beneficial Purchaser (please print) Name of Subscriber (please print) Address of Beneficial Purchaser (residence) Name of authorized signatory (please print) Telephone Number of Beneficial Purchaser Address of Subscriber E-mail address of Beneficial Purchaser Telephone Number of Subscriber Accepted this ___ day of ____________, 2018 SUSTINERE HOLDINGS, INC. E-mail address of Subscriber Per: Social Security/Tax I.D. No. of Subscriber Authorized Signatory By signing this acceptance, the Issuer agrees to be bound by the Terms on pages 3 to 4, the General Provisions on pages 6 to 13, and the other schedules and appendices incorporated by reference._____

Appears in 1 contract

Samples: Naturalshrimp Incorporated (NaturalShrimp Inc)

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