Common use of Subscriptions Clause in Contracts

Subscriptions. 2.1 The undersigned, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, a resident of Indonesia (the "Investor"), intending to be legally bound pursuant to the terms and conditions of the Reg S Subscription Agreement, hereby irrevocably subscribes for and agrees to purchase 20,000 Units offered by the Company, at a price of US$0.50 per Unit (the "Unit Offering Purchase Price"), payable by the Investor by wire transfer to the Escrow Account asset forth in Section 2.4 below. 2.2 The undersigned understands that while the Unit Offering commenced on December 30, 2015, the certificates evidencing the Shares and Class A Warrants will not be issued until the Effective Date of the Reverse Split which is defined as the date the Reverse Split is approved by FlNRA. On February 2, 2016, the Company's application for approval of the Reverse Split was filed and the Company reasonably expects that it will be completed by or before the end of February 2016. 2.3 The undersigned further understands that: (i) the Company's Shares, Class A Warrants and Warrant Shares (sometimes referred to collectively, as the "Securities") that are the subject of this Unit Offering are being offered in a transaction pursuant to the exemption provided by Regulation S promulgated by the SEC under the Act ("Reg 5") to non "U.S. Persons" as defined in Rule 902 of Reg S; and (ii) the Unit Offering is only being made to and the Company will only accept subscriptions from "accredited investors" as that term is defined in Rule 501 of Regulation D promulgated by the SEC under the Act. 2.4 The undersigned understands and acknowledges that the Offering Price remitted to the Company in payment for the Units must be received by the Company by wire transfer to the Special Account, as follows: Bank: ▇▇ ▇▇▇▇▇▇ Chase Bank, New York, NY SWIFT: ▇▇▇▇▇▇▇▇ ABA: ▇▇▇▇▇▇▇▇▇ for credit to: KinerjaPay Corp. Account#: 786621503 2.5 Simultaneous with the execution and delivery of this Reg S Subscription Agreement, the undersigned shall deliver to the Company the aforementioned Unit Offering Purchase Price multiplied by the number of Units subscribed for (the "Offering Proceeds") by wire transfer of immediately available funds as set forth above. 2.6 The undersigned understands and agrees that the Company reserves the right, in its sole discretion, to accept or reject the subscription for the Units for any reason whatsoever, at any time prior to acceptance by the Company. 2.7 The undersigned understands and agrees that its subscription for the Units is irrevocable on the part of the undersigned Investor, subject to the right and obligation of the Company to cause the return of the Offering Proceeds in full, without interest or deduction, in the event that: (i) the Minimum Offering is not completed during the Offering Period; and/or (ii) the Company is not granted the License, as more fully-described in Section 5.2 below.

Subscriptions. 2.1 The undersigned, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, a resident Subject to the provisions of Indonesia clauses 4.1 to 4.5 (the "Investor"inclusive), intending the Investors set out below apply for the allotment and issue to be legally bound pursuant them at the Initial Completion or the relevant Subsequent Completion (as applicable) of the following Shares as set out in the table below at the Subscription Price and the Company accepts such applications:3 Investor No. of [Note: insert class of shares] Total subscription monies (£) [Subject to the terms and conditions provisions of clauses 4.1 to 4.5 (inclusive), the Reg S Subscription Agreement, hereby irrevocably subscribes for and agrees to purchase 20,000 Units offered by Equity Securities Holders shall be issued at the Company, Initial Completion with such number of Shares as set out in the table below at a price of US$0.50 £[ ] per Unit share on conversion of the amount owing under the Equity Securities Agreement in accordance with the terms of such Equity Securities Agreement:] Equity Securities Holder No. of [Note: insert class of shares] Principal amount [plus accrued interest] (the "Unit Offering Purchase Price"£) [[Subject to clause 16.3.(c), payable by each] [Each Equity Securities Holder confirms and agrees that it irrevocably waives, releases and relinquishes all rights such Equity Securities Holder may have under the Investor by wire transfer Equity Securities Agreement other than to convert the Escrow Account asset forth amounts owing under such Equity Securities Agreement into (and irrevocably applying the redemption monies in Section 2.4 below. 2.2 The undersigned understands subscribing for) New Shares pursuant to clause 3.2 with effect from Initial Completion, and that while following Initial Completion the Unit Offering commenced on December 30, 2015Company’s obligations under such Equity Securities Agreement shall have been satisfied in full and the Equity Securities Agreement shall be of no further force or effect.]4 [No later than [insert date] (unless the Company and New Shares Majority have agreed in writing to extend such date), the certificates evidencing Company may allot and issue the Additional New Shares and Class A Warrants will not be issued until the Effective Date of the Reverse Split which is defined as the date the Reverse Split is to one or more additional investors that have been approved by FlNRA. On February 2, 2016, the Company's application for approval of the Reverse Split was filed and the Company reasonably expects that it will be completed by or before the end of February 2016. 2.3 The undersigned further understands that: (i) the Company's Shares, Class A Warrants and Warrant Shares (sometimes referred to collectively, as the "Securities") that are the subject of this Unit Offering are being offered in a transaction pursuant to the exemption provided by Regulation S promulgated by the SEC under the Act ("Reg 5") to non "U.S. Persons" as defined in Rule 902 of Reg S; and (ii) the Unit Offering is only being made to and the Company will only accept subscriptions from "accredited investors" as that term is defined in Rule 501 of Regulation D promulgated by the SEC under the Act. 2.4 The undersigned understands and acknowledges that the Offering Price remitted to the Company in payment for the Units must be received by the Company by wire transfer [and the New Shares Majority [where any such person is not an existing shareholder of the Company]] at one or more additional completions where meeting(s) of the Board shall be held (or written resolutions of the Board shall be passed) to approve the allotment and issue of such Additional New Shares subject to receipt of funds, provided that any such additional investor(s) execute a Subscription Adherence Agreement together with an Adherence Agreement to become a party to the Special Account, Shareholders' Agreement as follows: Bank: ▇▇ ▇▇▇▇▇▇ Chase Bank, New York, NY SWIFT: ▇▇▇▇▇▇▇▇ ABA: ▇▇▇▇▇▇▇▇▇ for credit to: KinerjaPay Corp. Account#: 786621503 2.5 Simultaneous with the execution and delivery of this Reg S Subscription Agreement, the undersigned shall deliver an Investor (if not already a party to the Company Shareholders Agreement in that capacity), prior to the aforementioned Unit Offering Purchase Price multiplied issue of such Additional New Shares.] The Investors shall be entitled to direct that the New Shares be issued and registered in the name of any nominee or custodian holding such shares on its behalf as bare nominee and the provisions of clauses 3.1, [3.2], [3.3] and 4 (Completion) shall be interpreted accordingly. No sums subscribed by the number [EIS Investors and the VCT Investor] will be used for the purpose of Units subscribed the acquisition of any shares, business, trade, intangible assets employed for (the "Offering Proceeds") purposes of a trade or goodwill employed for the purposes of a trade by wire transfer of immediately available funds as set forth above. 2.6 The undersigned understands and agrees that the Company reserves the rightand/or any Subsidiary, in its sole discretionor for repaying any loan, to accept borrowing or reject the subscription for the Units for any reason whatsoever, at any time prior to acceptance by the Companyother indebtedness. 2.7 The undersigned understands and agrees that its subscription for the Units is irrevocable on the part of the undersigned Investor, subject to the right and obligation of the Company to cause the return of the Offering Proceeds in full, without interest or deduction, in the event that: (i) the Minimum Offering is not completed during the Offering Period; and/or (ii) the Company is not granted the License, as more fully-described in Section 5.2 below.]

Subscriptions. 2.1 The undersigned, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇Henful Pang, a resident of Indonesia (the "Investor"), intending to be legally bound pursuant to the terms and conditions of the Reg S Subscription Agreement, hereby irrevocably subscribes for and agrees to purchase 20,000 40,000 Units offered by the Company, at a price of US$0.50 per Unit (the "Unit Offering Purchase Price"), payable by the Investor by wire transfer to the Escrow Account asset forth in Section 2.4 below. 2.2 The undersigned understands that while the Unit Offering commenced on December 30, 2015, the certificates evidencing the Shares and Class A Warrants will not be issued until the Effective Date of the Reverse Split which is defined as the date the Reverse Split is approved by FlNRA. On February 2, 2016, the Company's application for approval of the Reverse Split was filed and the Company reasonably expects that it will be completed by or before the end of February 2016. 2.3 The undersigned further understands that: (i) the Company's Shares, Class A Warrants and Warrant Shares (sometimes referred to collectively, as the "Securities") that are the subject of this Unit Offering are being offered in a transaction pursuant to the exemption provided by Regulation S promulgated by the SEC under the Act ("Reg 5") to non "U.S. Persons" as defined in Rule 902 of Reg S; and (ii) the Unit Offering is only being made to and the Company will only accept subscriptions from "accredited investors" as that term is defined in Rule 501 of Regulation D promulgated by the SEC under the Act. 2.4 The undersigned understands and acknowledges that the Offering Price remitted to the Company in payment for the Units must be received by the Company by wire transfer to the Special Account, as follows: Bank: ▇▇ ▇▇▇▇▇▇ Chase ▇▇▇▇▇ Bank, New York, NY SWIFT: ▇▇▇▇▇▇▇▇ ABA: ▇▇▇▇▇▇▇▇▇ for credit to: KinerjaPay Corp. Account#: 786621503 2.5 Simultaneous with the execution and delivery of this Reg S Subscription Agreement, the undersigned shall deliver to the Company the aforementioned Unit Offering Purchase Price multiplied by the number of Units subscribed for (the "Offering Proceeds") by wire transfer of immediately available funds as set forth above. 2.6 The undersigned understands and agrees that the Company reserves the right, in its sole discretion, to accept or reject the subscription for the Units for any reason whatsoever, at any time prior to acceptance by the Company. 2.7 The undersigned understands and agrees that its subscription for the Units is irrevocable on the part of the undersigned Investor, subject to the right and obligation of the Company to cause the return of the Offering Proceeds in full, without interest or deduction, in the event that: (i) the Minimum Offering is not completed during the Offering Period; and/or (ii) the Company is not granted the License, as more fully-described in Section 5.2 below.

Subscriptions. 2.1 The undersigned, ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇Ham and Goh Pie Ham, a resident of Indonesia (the "Investor"), intending to be legally bound pursuant to the terms and conditions of the Reg S Subscription Agreement, hereby irrevocably subscribes for and agrees to purchase 20,000 Units offered by the Company, at a price of US$0.50 per Unit (the "Unit Offering Purchase Price"), payable by the Investor by wire transfer to the Escrow Account asset forth in Section 2.4 below. 2.2 The undersigned understands that while the Unit Offering commenced on December 30, 2015, the certificates evidencing the Shares and Class A Warrants will not be issued until the Effective Date of the Reverse Split which is defined as the date the Reverse Split is approved by FlNRA. On February 2, 2016, the Company's application for approval of the Reverse Split was filed and the Company reasonably expects that it will be completed by or before the end of February 2016. 2.3 The undersigned further understands that: (i) the Company's Shares, Class A Warrants and Warrant Shares (sometimes referred to collectively, as the "Securities") that are the subject of this Unit Offering are being offered in a transaction pursuant to the exemption provided by Regulation S promulgated by the SEC under the Act ("Reg 5") to non "U.S. Persons" as defined in Rule 902 of Reg S; and (ii) the Unit Offering is only being made to and the Company will only accept subscriptions from "accredited investors" as that term is defined in Rule 501 of Regulation D promulgated by the SEC under the Act. 2.4 The undersigned understands and acknowledges that the Offering Price remitted to the Company in payment for the Units must be received by the Company by wire transfer to the Special Account, as follows: Bank: ▇▇ ▇▇▇▇▇▇ Chase Bank, New York, NY SWIFT: ▇▇▇▇▇▇▇▇ ABA: ▇▇▇▇▇▇▇▇▇ for credit to: KinerjaPay Corp. Account#: 786621503 2.5 Simultaneous with the execution and delivery of this Reg S Subscription Agreement, the undersigned shall deliver to the Company the aforementioned Unit Offering Purchase Price multiplied by the number of Units subscribed for (the "Offering Proceeds") by wire transfer of immediately available funds as set forth above. 2.6 The undersigned understands and agrees that the Company reserves the right, in its sole discretion, to accept or reject the subscription for the Units for any reason whatsoever, at any time prior to acceptance by the Company. 2.7 The undersigned understands and agrees that its subscription for the Units is irrevocable on the part of the undersigned Investor, subject to the right and obligation of the Company to cause the return of the Offering Proceeds in full, without interest or deduction, in the event that: (i) the Minimum Offering is not completed during the Offering Period; and/or (ii) the Company is not granted the License, as more fully-described in Section 5.2 below.

Subscriptions. 2.1 The undersigned, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, a resident of Indonesia (the "Investor"), intending to be legally bound pursuant to the terms and conditions of the Reg S Subscription Agreement, hereby irrevocably subscribes for and agrees to purchase 20,000 Units offered by the Company, at a price of US$0.50 per Unit (the "Unit Offering Purchase Price"), payable by the Investor by wire transfer to the Escrow Account asset forth in Section 2.4 below. 2.2 The undersigned understands that while the Unit Offering commenced on December 30, 2015, the certificates evidencing the Shares and Class A Warrants will not be issued until the Effective Date of the Reverse Split which is defined as the date the Reverse Split is approved by FlNRA. On February 2, 2016, the Company's application for approval of the Reverse Split was filed and the Company reasonably expects that it will be completed by or before the end of February 2016. 2.3 The undersigned further understands that: (i) the Company's Shares, Class A Warrants and Warrant Shares (sometimes referred to collectively, as the "Securities") that are the subject of this Unit Offering are being offered in a transaction pursuant to the exemption provided by Regulation S promulgated by the SEC under the Act ("Reg 5") to non "U.S. Persons" as defined in Rule 902 of Reg S; and (ii) the Unit Offering is only being made to and the Company will only accept subscriptions from "accredited investors" as that term is defined in Rule 501 of Regulation D promulgated by the SEC under the Act. 2.4 The undersigned understands and acknowledges that the Offering Price remitted to the Company in payment for the Units must be received by the Company by wire transfer to the Special Account, as follows: Bank: ▇▇ ▇▇▇▇▇▇ Chase Bank, New York, NY SWIFT: ▇▇▇▇▇▇▇▇ ABA: ▇▇▇▇▇▇▇▇▇ for credit to: KinerjaPay Corp. Account#: 786621503 2.5 Simultaneous with the execution and delivery of this Reg S Subscription Agreement, the undersigned shall deliver to the Company the aforementioned Unit Offering Purchase Price multiplied by the number of Units subscribed for (the "Offering Proceeds") by wire transfer of immediately available funds as set forth above. 2.6 The undersigned understands and agrees that the Company reserves the right, in its sole discretion, to accept or reject the subscription for the Units for any reason whatsoever, at any time prior to acceptance by the Company. 2.7 The undersigned understands and agrees that its subscription for the Units is irrevocable on the part of the undersigned Investor, subject to the right and obligation of the Company to cause the return of the Offering Proceeds in full, without interest or deduction, in the event that: (i) the Minimum Offering is not completed during the Offering Period; and/or (ii) the Company is not granted the License, as more fully-described in Section 5.2 below.

Subscriptions. 2.1 The undersigned, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, a resident of Indonesia (the "Investor"), intending to be legally bound pursuant to the terms and conditions of the Reg S Subscription Agreement, hereby irrevocably subscribes for and agrees to purchase 20,000 Units offered by the Company, at a price of US$0.50 per Unit (the "Unit Offering Purchase Price"), payable by the Investor by wire transfer to the Escrow Account asset forth in Section 2.4 below. 2.2 The undersigned understands that while the Unit Offering commenced on December 30, 2015, the certificates evidencing the Shares and Class A Warrants will not be issued until the Effective Date of the Reverse Split which is defined as the date the Reverse Split is approved by FlNRA. On February 2, 2016, the Company's application for approval of the Reverse Split was filed and the Company reasonably expects that it will be completed by or before the end of February 2016. 2.3 The undersigned further understands that: (i) the Company's Shares, Class A Warrants and Warrant Shares (sometimes referred to collectively, as the "Securities") that are the subject of this Unit Offering are being offered in a transaction pursuant to the exemption provided by Regulation S promulgated by the SEC under the Act ("Reg 5") to non "U.S. Persons" as defined in Rule 902 of Reg S; and (ii) the Unit Offering is only being made to and the Company will only accept subscriptions from "accredited investors" as that term is defined in Rule 501 of Regulation D promulgated by the SEC under the Act. 2.4 The undersigned understands and acknowledges that the Offering Price remitted to the Company in payment for the Units must be received by the Company by wire transfer to the Special Account, as follows: Bank: ▇▇ ▇▇▇▇▇▇ Chase Bank, New York, NY SWIFT: ▇▇▇▇▇▇▇▇ ABA: ▇▇▇▇▇▇▇▇▇ for credit to: KinerjaPay Corp. Account#: 786621503 2.5 Simultaneous with the execution and delivery of this Reg S Subscription Agreement, the undersigned shall deliver to the Company the aforementioned Unit Offering Purchase Price multiplied by the number of Units subscribed for (the "Offering Proceeds") by wire transfer of immediately available funds as set forth above. 2.6 The undersigned understands and agrees that the Company reserves the right, in its sole discretion, to accept or reject the subscription for the Units for any reason whatsoever, at any time prior to acceptance by the Company. 2.7 The undersigned understands and agrees that its subscription for the Units is irrevocable on the part of the undersigned Investor, subject to the right and obligation of the Company to cause the return of the Offering Proceeds in full, without interest or deduction, in the event that: (i) the Minimum Offering is not completed during the Offering Period; and/or (ii) the Company is not granted the License, as more fully-described in Section 5.2 below.

Subscriptions. 2.1 The undersigned, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇Syahid Liga Lie, a resident of Indonesia Singapore (the "Investor"), intending to be legally bound pursuant to the terms and conditions of the Reg S Subscription Agreement, hereby irrevocably subscribes for and agrees to purchase 20,000 200,000 Units offered by the Company, at a price of US$0.50 per Unit (the "Unit Offering Purchase Price"), payable by the Investor by wire transfer to the Escrow Account asset forth in Section 2.4 below. 2.2 The undersigned understands that while the Unit Offering commenced on December 30, 2015, the certificates evidencing the Shares and Class A Warrants will not be issued until the Effective Date of the Reverse Split which is defined as the date the Reverse Split is approved by FlNRA. On February 2, 2016, the Company's application for approval of the Reverse Split was filed and the Company reasonably expects that it will be completed by or before the end of February 2016. 2.3 The undersigned further understands that: (i) the Company's Shares, Class A Warrants and Warrant Shares (sometimes referred to collectively, as the "Securities") that are the subject of this Unit Offering are being offered in a transaction pursuant to the exemption provided by Regulation S promulgated by the SEC under the Act ("Reg 5") to non "U.S. Persons" as defined in Rule 902 of Reg S; and (ii) the Unit Offering is only being made to and the Company will only accept subscriptions from "accredited investors" as that term is defined in Rule 501 of Regulation D promulgated by the SEC under the Act. 2.4 The undersigned understands and acknowledges that the Offering Price remitted to the Company in payment for the Units must be received by the Company by wire transfer to the Special Account, as follows: Bank: ▇▇ ▇▇▇▇▇▇ Chase ▇▇▇▇▇ Bank, New York, NY SWIFT: ▇▇▇▇▇▇▇▇ ABA: ▇▇▇▇▇▇▇▇▇ for credit to: KinerjaPay Corp. Account#: 786621503 2.5 Simultaneous with the execution and delivery of this Reg S Subscription Agreement, the undersigned shall deliver to the Company the aforementioned Unit Offering Purchase Price multiplied by the number of Units subscribed for (the "Offering Proceeds") by wire transfer of immediately available funds as set forth above. 2.6 The undersigned understands and agrees that the Company reserves the right, in its sole discretion, to accept or reject the subscription for the Units for any reason whatsoever, at any time prior to acceptance by the Company. 2.7 The undersigned understands and agrees that its subscription for the Units is irrevocable on the part of the undersigned Investor, subject to the right and obligation of the Company to cause the return of the Offering Proceeds in full, without interest or deduction, in the event that: (i) the Minimum Offering is not completed during the Offering Period; and/or (ii) the Company is not granted the License, as more fully-described in Section 5.2 below.

Subscriptions. 2.1 The undersigned, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Korompis, a resident of Indonesia (the "Investor"), intending to be legally bound pursuant to the terms and conditions of the Reg S Subscription Agreement, hereby irrevocably subscribes for and agrees to purchase 20,000 100,000 Units offered by the Company, at a price of US$0.50 per Unit (the "Unit Offering Purchase Price"), payable by the Investor by wire transfer to the Escrow Account asset forth in Section 2.4 below. 2.2 The undersigned understands that while the Unit Offering commenced on December 30, 2015, the certificates evidencing the Shares and Class A Warrants will not be issued until the Effective Date of the Reverse Split which is defined as the date the Reverse Split is approved by FlNRA. On February 2, 2016, the Company's application for approval of the Reverse Split was filed and the Company reasonably expects that it will be completed by or before the end of February 2016. 2.3 The undersigned further understands that: (i) the Company's Shares, Class A Warrants and Warrant Shares (sometimes referred to collectively, as the "Securities") that are the subject of this Unit Offering are being offered in a transaction pursuant to the exemption provided by Regulation S promulgated by the SEC under the Act ("Reg 5") to non "U.S. Persons" as defined in Rule 902 of Reg S; and (ii) the Unit Offering is only being made to and the Company will only accept subscriptions from "accredited investors" as that term is defined in Rule 501 of Regulation D promulgated by the SEC under the Act. 2.4 The undersigned understands and acknowledges that the Offering Price remitted to the Company in payment for the Units must be received by the Company by wire transfer to the Special Account, as follows: Bank: ▇▇ ▇▇▇▇▇▇ Chase Bank, New York, NY SWIFT: ▇▇▇▇▇▇▇▇ ABA: ▇▇▇▇▇▇▇▇▇ for credit to: KinerjaPay Corp. Account#: 786621503 2.5 Simultaneous with the execution and delivery of this Reg S Subscription Agreement, the undersigned shall deliver to the Company the aforementioned Unit Offering Purchase Price multiplied by the number of Units subscribed for (the "Offering Proceeds") by wire transfer of immediately available funds as set forth above. 2.6 The undersigned understands and agrees that the Company reserves the right, in its sole discretion, to accept or reject the subscription for the Units for any reason whatsoever, at any time prior to acceptance by the Company. 2.7 The undersigned understands and agrees that its subscription for the Units is irrevocable on the part of the undersigned Investor, subject to the right and obligation of the Company to cause the return of the Offering Proceeds in full, without interest or deduction, in the event that: (i) the Minimum Offering is not completed during the Offering Period; and/or (ii) the Company is not granted the License, as more fully-described in Section 5.2 below.

Subscriptions. 2.1 The undersigned, ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇, a resident of Indonesia (the "Investor"), intending to be legally bound pursuant to the terms and conditions of the Reg S Subscription Agreement, hereby irrevocably subscribes for and agrees to purchase 20,000 Units offered by the Company, at a price of US$0.50 per Unit (the "Unit Offering Purchase Price"), payable by the Investor by wire transfer to the Escrow Account asset forth in Section 2.4 below. 2.2 The undersigned understands that while the Unit Offering commenced on December 30, 2015, the certificates evidencing the Shares and Class A Warrants will not be issued until the Effective Date of the Reverse Split which is defined as the date the Reverse Split is approved by FlNRA. On February 2, 2016, the Company's application for approval of the Reverse Split was filed and the Company reasonably expects that it will be completed by or before the end of February 2016. 2.3 The undersigned further understands that: (i) the Company's Shares, Class A Warrants and Warrant Shares (sometimes referred to collectively, as the "Securities") that are the subject of this Unit Offering are being offered in a transaction pursuant to the exemption provided by Regulation S promulgated by the SEC under the Act ("Reg 5") to non "U.S. Persons" as defined in Rule 902 of Reg S; and (ii) the Unit Offering is only being made to and the Company will only accept subscriptions from "accredited investors" as that term is defined in Rule 501 of Regulation D promulgated by the SEC under the Act. 2.4 The undersigned understands and acknowledges that the Offering Price remitted to the Company in payment for the Units must be received by the Company by wire transfer to the Special Account, as follows: Bank: ▇▇ ▇▇▇▇▇▇ Chase Bank, New York, NY SWIFT: ▇▇▇▇▇▇▇▇ ABA: ▇▇▇▇▇▇▇▇▇ for credit to: KinerjaPay Corp. Account#: 786621503 2.5 Simultaneous with the execution and delivery of this Reg S Subscription Agreement, the undersigned shall deliver to the Company the aforementioned Unit Offering Purchase Price multiplied by the number of Units subscribed for (the "Offering Proceeds") by wire transfer of immediately available funds as set forth above. 2.6 The undersigned understands and agrees that the Company reserves the right, in its sole discretion, to accept or reject the subscription for the Units for any reason whatsoever, at any time prior to acceptance by the Company. 2.7 The undersigned understands and agrees that its subscription for the Units is irrevocable on the part of the undersigned Investor, subject to the right and obligation of the Company to cause the return of the Offering Proceeds in full, without interest or deduction, in the event that: (i) the Minimum Offering is not completed during the Offering Period; and/or (ii) the Company is not granted the License, as more fully-described in Section 5.2 below.

Subscriptions. 2.1 The undersigned, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇PT. Stareast Management, a resident organized under the laws of Indonesia (the "Investor"), intending to be legally bound pursuant to the terms and conditions of the Reg S Subscription Agreement, hereby irrevocably subscribes for and agrees to purchase 20,000 500,000 Units offered by the Company, at a price of US$0.50 per Unit (the "Unit Offering Purchase Price"), payable by the Investor by wire transfer to the Escrow Account asset forth in Section 2.4 below. 2.2 The undersigned understands that while the Unit Offering commenced on December 30, 2015, the certificates evidencing the Shares and Class A Warrants will not be issued until the Effective Date of the Reverse Split which is defined as the date the Reverse Split is approved by FlNRA. On February 2, 2016, the Company's application for approval of the Reverse Split was filed and the Company reasonably expects that it will be completed by or before the end of February 2016. 2.3 The undersigned further understands that: (i) the Company's Shares, Class A Warrants and Warrant Shares (sometimes referred to collectively, as the "Securities") that are the subject of this Unit Offering are being offered in a transaction pursuant to the exemption provided by Regulation S promulgated by the SEC under the Act ("Reg 5") to non "U.S. Persons" as defined in Rule 902 of Reg S; and (ii) the Unit Offering is only being made to and the Company will only accept subscriptions from "accredited investors" as that term is defined in Rule 501 of Regulation D promulgated by the SEC under the Act. 2.4 The undersigned understands and acknowledges that the Offering Price remitted to the Company in payment for the Units must be received by the Company by wire transfer to the Special Account, as follows: Bank: ▇▇ ▇▇▇▇▇▇ Chase ▇▇▇▇▇ Bank, New York, NY SWIFT: ▇▇▇▇▇▇▇▇ ABA: ▇▇▇▇▇▇▇▇▇ 025000021 for credit to: KinerjaPay Corp. Account#: 786621503 2.5 Simultaneous with the execution and delivery of this Reg S Subscription Agreement, the undersigned shall deliver to the Company the aforementioned Unit Offering Purchase Price multiplied by the number of Units subscribed for (the "Offering Proceeds") by wire transfer of immediately available funds as set forth above. 2.6 The undersigned understands and agrees that the Company reserves the right, in its sole discretion, to accept or reject the subscription for the Units for any reason whatsoever, at any time prior to acceptance by the Company. 2.7 The undersigned understands and agrees that its subscription for the Units is irrevocable on the part of the undersigned Investor, subject to the right and obligation of the Company to cause the return of the Offering Proceeds in full, without interest or deduction, in the event that: (i) the Minimum Offering is not completed during the Offering Period; and/or (ii) the Company is not granted the License, as more fully-described in Section 5.2 below.

Subscriptions. 2.1 The undersigned, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, a resident of Indonesia (the "Investor"), intending to be legally bound pursuant to the terms and conditions of the Reg S Subscription Agreement, hereby irrevocably subscribes for and agrees to purchase 20,000 40,000 Units offered by the Company, at a price of US$0.50 per Unit (the "Unit Offering Purchase Price"), payable by the Investor by wire transfer to the Escrow Account asset forth in Section 2.4 below. 2.2 The undersigned understands that while the Unit Offering commenced on December 30, 2015, the certificates evidencing the Shares and Class A Warrants will not be issued until the Effective Date of the Reverse Split which is defined as the date the Reverse Split is approved by FlNRA. On February 2, 2016, the Company's application for approval of the Reverse Split was filed and the Company reasonably expects that it will be completed by or before the end of February 2016. 2.3 The undersigned further understands that: (i) the Company's Shares, Class A Warrants and Warrant Shares (sometimes referred to collectively, as the "Securities") that are the subject of this Unit Offering are being offered in a transaction pursuant to the exemption provided by Regulation S promulgated by the SEC under the Act ("Reg 5") to non "U.S. Persons" as defined in Rule 902 of Reg S; and (ii) the Unit Offering is only being made to and the Company will only accept subscriptions from "accredited investors" as that term is defined in Rule 501 of Regulation D promulgated by the SEC under the Act. 2.4 The undersigned understands and acknowledges that the Offering Price remitted to the Company in payment for the Units must be received by the Company by wire transfer to the Special Account, as follows: Bank: ▇▇ ▇▇▇▇▇▇ Chase Bank, New York, NY SWIFT: ▇▇▇▇▇▇▇▇ ABA: ▇▇▇▇▇▇▇▇▇ for credit to: KinerjaPay Corp. Account#: 786621503 2.5 Simultaneous with the execution and delivery of this Reg S Subscription Agreement, the undersigned shall deliver to the Company the aforementioned Unit Offering Purchase Price multiplied by the number of Units subscribed for (the "Offering Proceeds") by wire transfer of immediately available funds as set forth above. 2.6 The undersigned understands and agrees that the Company reserves the right, in its sole discretion, to accept or reject the subscription for the Units for any reason whatsoever, at any time prior to acceptance by the Company. 2.7 The undersigned understands and agrees that its subscription for the Units is irrevocable on the part of the undersigned Investor, subject to the right and obligation of the Company to cause the return of the Offering Proceeds in full, without interest or deduction, in the event that: (i) the Minimum Offering is not completed during the Offering Period; and/or (ii) the Company is not granted the License, as more fully-described in Section 5.2 below.

Subscriptions. 2.1 The undersigned, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, a resident of Indonesia (the "Investor"), intending to be legally bound pursuant to the terms and conditions of the Reg S Subscription Agreement, hereby irrevocably subscribes for and agrees to purchase 20,000 Units offered by the Company, at a price of US$0.50 per Unit (the "Unit Offering Purchase Price"), payable by the Investor by wire transfer to the Escrow Account asset forth in Section 2.4 below. 2.2 The undersigned understands that while the Unit Offering commenced on December 30, 2015, the certificates evidencing the Shares and Class A Warrants will not be issued until the Effective Date of the Reverse Split which is defined as the date the Reverse Split is approved by FlNRA. On February 2, 2016, the Company's application for approval of the Reverse Split was filed and the Company reasonably expects that it will be completed by or before the end of February 2016. 2.3 The undersigned further understands that: (i) the Company's Shares, Class A Warrants and Warrant Shares (sometimes referred to collectively, as the "Securities") that are the subject of this Unit Offering are being offered in a transaction pursuant to the exemption provided by Regulation S promulgated by the SEC under the Act ("Reg 5") to non "U.S. Persons" as defined in Rule 902 of Reg S; and (ii) the Unit Offering is only being made to and the Company will only accept subscriptions from "accredited investors" as that term is defined in Rule 501 of Regulation D promulgated by the SEC under the Act. 2.4 The undersigned understands and acknowledges that the Offering Price remitted to the Company in payment for the Units must be received by the Company by wire transfer to the Special Account, as follows: Bank: ▇▇ ▇▇▇▇▇▇ Chase Bank, New York, NY SWIFT: ▇▇▇▇▇▇▇▇ ABA: ▇▇▇▇▇▇▇▇▇ for credit to: KinerjaPay Corp. Account#: 786621503 2.5 Simultaneous with the execution and delivery of this Reg S Subscription Agreement, the undersigned shall deliver to the Company the aforementioned Unit Offering Purchase Price multiplied by the number of Units subscribed for (the "Offering Proceeds") by wire transfer of immediately available funds as set forth above. 2.6 The undersigned understands and agrees that the Company reserves the right, in its sole discretion, to accept or reject the subscription for the Units for any reason whatsoever, at any time prior to acceptance by the Company. 2.7 The undersigned understands and agrees that its subscription for the Units is irrevocable on the part of the undersigned Investor, subject to the right and obligation of the Company to cause the return of the Offering Proceeds in full, without interest or deduction, in the event that: (i) the Minimum Offering is not completed during the Offering Period; and/or (ii) the Company is not granted the License, as more fully-described in Section 5.2 below.

Subscriptions. 2.1 The undersignedPurchaser hereby subscribes US$1,500,525 (the "Closing Subscription Funds") for and agrees to take up 102,600 common shares of the Company at a price of U.S. $14.625 per share. 2.2 On or before 17 February 2000 (the "Closing Date"), the Purchaser shall deliver the Closing Subscription Funds for the Closing Subscription Shares in the form of a solicitor's trust cheque, certified cheque, bank draft, money order or wire transfer payable to "▇▇▇▇▇▇, ▇▇▇▇▇▇ & ▇▇▇▇▇▇▇▇ In Trust" as the solicitors for and on behalf of the Company. Upon receipt of the Closing Subscription Funds, completion of the Acquisition and receipt of written notice from ▇▇. ▇▇▇▇ ▇▇▇▇▇▇▇▇, a resident of Indonesia (▇▇ confirming that the "Investor"), intending to be legally bound pursuant to the terms and conditions of the Reg S Subscription Agreement, hereby irrevocably subscribes for and agrees to purchase 20,000 Units offered by the Company, at a price of US$0.50 per Unit (the "Unit Offering Purchase Price"), payable by the Investor by wire transfer to the Escrow Account asset forth in Section 2.4 below. 2.2 The undersigned understands that while the Unit Offering commenced on December 30, 2015Closing Milestones have been met, the Company will immediately proceed to issue share certificates evidencing representing the Shares and Class A Warrants will not be issued until the Effective Date of the Reverse Split which is defined as the date the Reverse Split is approved by FlNRA. On February 2, 2016, the Company's application for approval of the Reverse Split was filed and the Company reasonably expects that it will be completed by or before the end of February 2016. 2.3 The undersigned further understands that: (i) the Company's Closing Subscription Shares, Class A Warrants and Warrant Shares (sometimes referred to collectively, as the "Securities") that are the subject of this Unit Offering are being offered in a transaction pursuant to the exemption provided by Regulation S promulgated by the SEC under the Act ("Reg 5") to non "U.S. Persons" as defined in Rule 902 of Reg S; and (ii) the Unit Offering is only being made to and the Company will only accept subscriptions from "accredited investors" as be entitled to use the Closing Subscription Funds immediately upon the issuance of those certificates. The Purchaser hereby confirms that term is defined in Rule 501 of Regulation D promulgated by the SEC under the Act. 2.4 The undersigned understands and acknowledges that the Offering Price remitted to upon the Company in payment for the Units must be received by the Company by wire transfer to the Special Accountadvising ▇▇▇▇▇▇, as follows: Bank: ▇▇ ▇▇▇▇▇▇ Chase Bank, New York, NY SWIFT: & ▇▇▇▇▇▇▇▇ ABA: that it is holding such certificates for immediate delivery to the Purchaser, ▇▇▇▇▇▇, ▇▇▇▇▇▇ & ▇▇▇▇▇▇▇▇ is hereby irrevocably authorized and directed to release and deliver the Closing Subscription Funds, together with any accrued interest thereon, to the Company or for use as directed by the Company without prior notice to, consent of or action by the Purchaser and that ▇▇▇▇▇▇, ▇▇▇▇▇▇ & ▇▇▇▇▇▇▇▇ can rely on this irrevocable direction as if it were a party to this Agreement. 2.3 The Purchaser hereby subscribes US$1,500,525 (the "First Post-Closing Subscription Funds") for and agrees to take up 102,600 common shares of the Company (the "First Post-Closing Subscription Shares") at a price of U.S. $14.625 per share. 2.4 On or before the Closing Date, the Purchaser shall deliver the First Post-Closing Subscription Funds for the First Post-Closing Subscription Shares in the form of a solicitor's trust cheque, certified cheque, bank draft, money order or wire transfer payable to "▇▇▇▇▇▇, ▇▇▇▇▇▇ & ▇▇▇▇▇▇▇▇ In Trust" as the solicitors for and on behalf of the Company. Provided that the First Post-Closing Subscription Funds have been so delivered and within 120 days after the Closing Date the Company receives written notice from ▇▇. ▇▇▇▇ MacPherson confirming that the First Post-Closing Milestones have been met, the Company will immediately upon receipt of that notice proceed to issue share certificates representing the First Post-Closing Subscription Shares, and the Company will be entitled to use the First Post-Closing Subscription Funds immediately upon the issuance of those certificates. The Purchaser hereby confirms that upon the Company advising ▇▇▇▇▇▇, ▇▇▇▇▇▇ & ▇▇▇▇▇▇▇▇ that it is holding such certificates for immediate delivery to the Purchaser, ▇▇▇▇▇▇, ▇▇▇▇▇▇ & ▇▇▇▇▇▇▇▇ is hereby irrevocably authorized and directed to release and deliver the First Post-Closing Subscription Funds, together with any accrued interest thereon, to the Company or for use as directed by the Company without prior notice to, consent of or action by the Purchaser and that ▇▇▇▇▇▇, ▇▇▇▇▇▇ & ▇▇▇▇▇▇▇▇ can rely on this irrevocable direction as if it were a party to this Agreement. If within 120 days after the Closing Date the Company does not receive from ▇▇. ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ written notice that the First Post-Closing Milestones have been met, then at the option of the Purchaser the First Post-Closing Subscription Funds shall be returned to the Purchaser and the Purchaser's subscription for credit to: KinerjaPay Corp. Account#: 786621503the First Post-Closing Subscription Shares shall be cancelled. 2.5 Simultaneous with The Purchaser hereby subscribes US$2,000,700 (the execution "Second Post-Closing Subscription Funds") for and delivery agrees to take up 136,800 common shares of this Reg S the Company (the "Second Post-Closing Subscription AgreementShares") at a price of U.S. $14.625 per share. 2.6 Upon issuance of the First Post-Closing Subscription Shares, the undersigned Purchaser shall deliver the Second Post-Closing Subscription Funds for the Second Post-Closing Subscription Shares in the form of a solicitor's trust cheque, certified cheque, bank draft, money order or wire transfer payable to "▇▇▇▇▇▇, ▇▇▇▇▇▇ & ▇▇▇▇▇▇▇▇ In Trust" as the solicitors for and on behalf of the Company. Provided that the Second Post-Closing Subscription Funds have been so delivered and within 120 days after the Closing Date the Company receives written notice from ▇▇. ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ confirming that the Second Post-Closing Milestones have been met, the Company will immediately upon receipt of that notice proceed to issue share certificates representing the Second Post-Closing Subscription Shares, and the Company will be entitled to use the Second Post-Closing Subscription Funds immediately upon the issuance of those certificates. The Purchaser hereby confirms that upon the Company advising ▇▇▇▇▇▇, ▇▇▇▇▇▇ & ▇▇▇▇▇▇▇▇ that it is holding such certificates for immediate delivery to the Purchaser, ▇▇▇▇▇▇, ▇▇▇▇▇▇ & ▇▇▇▇▇▇▇▇ is hereby irrevocably authorized and directed to release and deliver the Second Post-Closing Subscription Funds, together with any accrued interest thereon, to the Company the aforementioned Unit Offering Purchase Price multiplied or for use as directed by the number Company without prior notice to, consent of Units subscribed for (or action by the "Offering Proceeds") by wire transfer of immediately available funds Purchaser and that ▇▇▇▇▇▇, ▇▇▇▇▇▇ & ▇▇▇▇▇▇▇▇ can rely on this irrevocable direction as set forth above. 2.6 The undersigned understands and agrees that if it were a party to this Agreement. If within 120 days after the Closing Date the Company reserves does not receive from ▇▇. ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ written notice that both the rightFirst Post-Closing Milestones and the Second Post-Closing Milestones have been met, in its sole discretion, then at the option of the Purchaser the Second Post-Closing Subscription Funds shall be returned to accept or reject the Purchaser and the Purchaser's subscription for the Units for any reason whatsoever, at any time prior to acceptance by the CompanySecond Post-Closing Subscription Shares shall be cancelled. 2.7 The undersigned understands and agrees that its subscription for the Units is irrevocable on the part of the undersigned Investor, subject to the right and obligation of the Company to cause the return of the Offering Proceeds in full, without interest or deduction, in the event that: (i) the Minimum Offering is not completed during the Offering Period; and/or (ii) the Company is not granted the License, as more fully-described in Section 5.2 below.

Subscriptions. 2.1 The undersigned, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, a resident of Indonesia, with an address located at JI. Bogor No. 16 Medan Indonesia (the "Investor"), intending Investor"),intending to be legally bound pursuant to the terms and conditions of the Reg S Subscription Agreement, hereby irrevocably subscribes for and agrees to purchase 20,000 50,000 Units offered by the Company, at a price of US$0.50 per Unit (the "Unit Offering Purchase Price"), payable by the Investor by wire transfer to the Escrow Account asset forth in Section 2.4 below. 2.2 The undersigned understands that while the Unit Offering commenced on December 30, 2015, the certificates evidencing the Shares and Class A Warrants will not be issued until the Effective Date of the Reverse Split which is defined as the date the Reverse Split is approved by FlNRA. On February 2, 2016, the Company's application for approval of the Reverse Split was filed and the Company reasonably expects that it will be completed by or before the end of February 2016. 2.3 The undersigned further understands that: (i) the Company's Shares, Class A Warrants and Warrant Shares (sometimes referred to collectively, as the "Securities") that are the subject of this Unit Offering are being offered in a transaction pursuant to the exemption provided by Regulation S promulgated by the SEC under the Act ("Reg 5") to non "U.S. Persons" as defined in Rule 902 of Reg S; and (ii) the Unit Offering is only being made to and the Company will only accept subscriptions from "accredited investors" as that term is defined in Rule 501 of Regulation D promulgated by the SEC under the Act. 2.4 The undersigned understands and acknowledges that the Offering Price remitted to the Company in payment for the Units must be received by the Company by wire transfer to the Special Account, as follows: Bank: ▇▇ ▇▇▇▇▇▇ Chase Bank, New York, NY SWIFT: ▇▇▇▇▇▇▇▇ ABA: ▇▇▇▇▇▇▇▇▇ for credit to: KinerjaPay Corp. Account#: 786621503 2.5 Simultaneous with the execution and delivery of this Reg S Subscription Agreement, the undersigned shall deliver to the Company the aforementioned Unit Offering Purchase Price multiplied by the number of Units subscribed for (the "Offering Proceeds") by wire transfer of immediately available funds as set forth above. 2.6 The undersigned understands and agrees that the Company reserves the right, in its sole discretion, to accept or reject the subscription for the Units for any reason whatsoever, at any time prior to acceptance by the Company. 2.7 The undersigned understands and agrees that its subscription for the Units is irrevocable on the part of the undersigned Investor, subject to the right and obligation of the Company to cause the return of the Offering Proceeds in full, without interest or deduction, in the event that: (i) the Minimum Offering is not completed during the Offering Period; and/or (ii) the Company is not granted the License, as more fully-described in Section 5.2 below.

Subscriptions. 2.1 The undersigned, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, a resident Subject to the provisions of Indonesia clauses 4.1 to 4.5 (the "Investor"inclusive), intending the Investors set out below apply for the allotment and issue to be legally bound pursuant them at the Initial Completion or the relevant Subsequent Completion (as applicable) of the following Shares as set out in the table below at the Subscription Price and the Company accepts such applications:3 Investor No. of [Note: insert class of shares] Total subscription monies (£) [Subject to the terms and conditions provisions of clauses 4.1 to 4.5 (inclusive), the Reg S Subscription Agreement, hereby irrevocably subscribes for and agrees to purchase 20,000 Units offered by Equity Securities Holders shall be issued at the Company, Initial Completion with such number of Shares as set out in the table below at a price of US$0.50 £[ ] per Unit share on conversion of the amount owing under the Equity Securities Agreement in accordance with the terms of such Equity Securities Agreement:] Equity Securities Holder No. of [Note: insert class of shares] Principal amount [plus accrued interest] (the "Unit Offering Purchase Price"£) [[Subject to clause 16.3(c), payable by each] [Each Equity Securities Holder confirms and agrees that it irrevocably waives, releases and relinquishes all rights such Equity Securities Holder may have under the Investor by wire transfer Equity Securities Agreement other than to convert the Escrow Account asset forth amounts owing under such Equity Securities Agreement into (and irrevocably applying the redemption monies in Section 2.4 below. 2.2 The undersigned understands subscribing for) New Shares pursuant to clause 3.2 with effect from Initial Completion, and that while following Initial Completion the Unit Offering commenced on December 30, 2015Company’s obligations under such Equity Securities Agreement shall have been satisfied in full and the Equity Securities Agreement shall be of no further force or effect.]4 [No later than [insert date] (unless the Company and New Shares Majority have agreed in writing to extend such date), the certificates evidencing Company may allot and issue the Additional New Shares and Class A Warrants will not be issued until the Effective Date of the Reverse Split which is defined as the date the Reverse Split is to one or more additional investors that have been approved by FlNRA. On February 2, 2016, the Company's application for approval of the Reverse Split was filed and the Company reasonably expects that it will be completed by or before the end of February 2016. 2.3 The undersigned further understands that: (i) the Company's Shares, Class A Warrants and Warrant Shares (sometimes referred to collectively, as the "Securities") that are the subject of this Unit Offering are being offered in a transaction pursuant to the exemption provided by Regulation S promulgated by the SEC under the Act ("Reg 5") to non "U.S. Persons" as defined in Rule 902 of Reg S; and (ii) the Unit Offering is only being made to and the Company will only accept subscriptions from "accredited investors" as that term is defined in Rule 501 of Regulation D promulgated by the SEC under the Act. 2.4 The undersigned understands and acknowledges that the Offering Price remitted to the Company in payment for the Units must be received by the Company by wire transfer [and the New Shares Majority [where any such person is not an existing shareholder of the Company]] at one or more additional completions where meeting(s) of the Board shall be held (or written resolutions of the Board shall be passed) to approve the allotment and issue of such Additional New Shares subject to receipt of funds, provided that any such additional investor(s) execute a Subscription Adherence Agreement together with an Adherence Agreement to become a party to the Special Account, Shareholders' Agreement as follows: Bank: ▇▇ ▇▇▇▇▇▇ Chase Bank, New York, NY SWIFT: ▇▇▇▇▇▇▇▇ ABA: ▇▇▇▇▇▇▇▇▇ for credit to: KinerjaPay Corp. Account#: 786621503 2.5 Simultaneous with the execution and delivery of this Reg S Subscription Agreement, the undersigned shall deliver an Investor (if not already a party to the Company Shareholders Agreement in that capacity), prior to the aforementioned Unit Offering Purchase Price multiplied issue of such Additional New Shares.] The Investors shall be entitled to direct that the New Shares be issued and registered in the name of any nominee or custodian holding such shares on its behalf as bare nominee and the provisions of clauses 3.1, [3.2], [3.3] and 4 (Completion) shall be interpreted accordingly. No sums subscribed by the number [EIS Investors and the VCT Investor] will be used for the purpose of Units subscribed the acquisition of any shares, business, trade, intangible assets employed for (the "Offering Proceeds") purposes of a trade or goodwill employed for the purposes of a trade by wire transfer of immediately available funds as set forth above. 2.6 The undersigned understands and agrees that the Company reserves the rightand/or any Subsidiary, in its sole discretionor for repaying any loan, to accept borrowing or reject the subscription for the Units for any reason whatsoever, at any time prior to acceptance by the Companyother indebtedness. 2.7 The undersigned understands and agrees that its subscription for the Units is irrevocable on the part of the undersigned Investor, subject to the right and obligation of the Company to cause the return of the Offering Proceeds in full, without interest or deduction, in the event that: (i) the Minimum Offering is not completed during the Offering Period; and/or (ii) the Company is not granted the License, as more fully-described in Section 5.2 below.]

Subscriptions. 2.1 The undersigned, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇Yohansha, a resident of Indonesia (the "Investor"), intending to be legally bound pursuant to the terms and conditions of the Reg S Subscription Agreement, hereby irrevocably subscribes for and agrees to purchase 20,000 Units offered by the Company, at a price of US$0.50 per Unit (the "Unit Offering Purchase Price"), payable by the Investor by wire transfer to the Escrow Account asset forth in Section 2.4 below. 2.2 The undersigned understands that while the Unit Offering commenced on December 30, 2015, the certificates evidencing the Shares and Class A Warrants will not be issued until the Effective Date of the Reverse Split which is defined as the date the Reverse Split is approved by FlNRA. On February 2, 2016, the Company's application for approval of the Reverse Split was filed and the Company reasonably expects that it will be completed by or before the end of February 2016. 2.3 The undersigned further understands that: (i) the Company's Shares, Class A Warrants and Warrant Shares (sometimes referred to collectively, as the "Securities") that are the subject of this Unit Offering are being offered in a transaction pursuant to the exemption provided by Regulation S promulgated by the SEC under the Act ("Reg 5") to non "U.S. Persons" as defined in Rule 902 of Reg S; and (ii) the Unit Offering is only being made to and the Company will only accept subscriptions from "accredited investors" as that term is defined in Rule 501 of Regulation D promulgated by the SEC under the Act. 2.4 The undersigned understands and acknowledges that the Offering Price remitted to the Company in payment for the Units must be received by the Company by wire transfer to the Special Account, as follows: Bank: ▇▇ ▇▇▇▇▇▇ Chase Bank, New York, NY SWIFT: ▇▇▇▇▇▇▇▇ ABA: ▇▇▇▇▇▇▇▇▇ for credit to: KinerjaPay Corp. Account#: 786621503 2.5 Simultaneous with the execution and delivery of this Reg S Subscription Agreement, the undersigned shall deliver to the Company the aforementioned Unit Offering Purchase Price multiplied by the number of Units subscribed for (the "Offering Proceeds") by wire transfer of immediately available funds as set forth above. 2.6 The undersigned understands and agrees that the Company reserves the right, in its sole discretion, to accept or reject the subscription for the Units for any reason whatsoever, at any time prior to acceptance by the Company. 2.7 The undersigned understands and agrees that its subscription for the Units is irrevocable on the part of the undersigned Investor, subject to the right and obligation of the Company to cause the return of the Offering Proceeds in full, without interest or deduction, in the event that: (i) the Minimum Offering is not completed during the Offering Period; and/or (ii) the Company is not granted the License, as more fully-described in Section 5.2 below.

Subscriptions. 2.1 The undersigned, ▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇, a resident of Indonesia (the "Investor"), intending to be legally bound pursuant to the terms and conditions of the Reg S Subscription Agreement, hereby irrevocably subscribes for and agrees to purchase 20,000 140,000 Units offered by the Company, at a price of US$0.50 per Unit (the "Unit Offering Purchase Price"), payable by the Investor by wire transfer to the Escrow Account asset forth in Section 2.4 below. 2.2 The undersigned understands that while the Unit Offering commenced on December 30, 2015, the certificates evidencing the Shares and Class A Warrants will not be issued until the Effective Date of the Reverse Split which is defined as the date the Reverse Split is approved by FlNRA. On February 2, 2016, the Company's application for approval of the Reverse Split was filed and the Company reasonably expects that it will be completed by or before the end of February 2016. 2.3 The undersigned further understands that: (i) the Company's Shares, Class A Warrants and Warrant Shares (sometimes referred to collectively, as the "Securities") that are the subject of this Unit Offering are being offered in a transaction pursuant to the exemption provided by Regulation S promulgated by the SEC under the Act ("Reg 5") to non "U.S. Persons" as defined in Rule 902 of Reg S; and (ii) the Unit Offering is only being made to and the Company will only accept subscriptions from "accredited investors" as that term is defined in Rule 501 of Regulation D promulgated by the SEC under the Act. 2.4 The undersigned understands and acknowledges that the Offering Price remitted to the Company in payment for the Units must be received by the Company by wire transfer to the Special Account, as follows: Bank: ▇▇ ▇▇▇▇▇▇ Chase Bank, New York, NY SWIFT: ▇▇▇▇▇▇▇▇ ABA: ▇▇▇▇▇▇▇▇▇ 021400021 for credit to: KinerjaPay Corp. Account#: 786621503 2.5 Simultaneous with the execution and delivery of this Reg S Subscription Agreement, the undersigned shall deliver to the Company the aforementioned Unit Offering Purchase Price multiplied by the number of Units subscribed for (the "Offering Proceeds") by wire transfer of immediately available funds as set forth above. 2.6 The undersigned understands and agrees that the Company reserves the right, in its sole discretion, to accept or reject the subscription for the Units for any reason whatsoever, at any time prior to acceptance by the Company. 2.7 The undersigned understands and agrees that its subscription for the Units is irrevocable on the part of the undersigned Investor, subject to the right and obligation of the Company to cause the return of the Offering Proceeds in full, without interest or deduction, in the event that: (i) the Minimum Offering is not completed during the Offering Period; and/or (ii) the Company is not granted the License, as more fully-described in Section 5.2 below.

Subscriptions. 2.1 The undersigned, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇____________________________, with offices or a resident of Indonesia residence located at ________________________________ (the "Investor"), intending to be legally bound pursuant to the terms and conditions of the Reg S Subscription Agreement, hereby irrevocably subscribes for and agrees to purchase 20,000 Units a Note offered by the Company, at a price Company in the principal amount of US$0.50 per Unit $________________ (the "Unit Offering Purchase Price"“Principal Amount”), payable by . The undersigned Investor hereby agrees to pay the Investor aggregate Principal Amount of $_____________ (the “Note Proceeds”) by wire transfer to the Escrow Account asset Company’s bank account as set forth in Section 2.4 2.3 below. The Company and the Investor are sometimes referred to individually, as a “Party” and collectively, as the “Parties.” 2.2 The undersigned understands that while the Unit Offering commenced on December 30, 2015, the certificates evidencing the Shares and Class A Warrants will not be issued until the Effective Date of the Reverse Split which is defined as the date the Reverse Split is approved by FlNRA. On February 2, 2016, the Company's application for approval of the Reverse Split was filed and the Company reasonably expects that it will be completed by or before the end of February 2016. 2.3 The undersigned further understands that: (i) the Company's Shares, Class A Warrants and Warrant Shares (sometimes referred to collectively, as the "Securities") Notes that are the subject of this Unit Offering are being offered in a transaction pursuant to the exemption provided by Regulation S Reg D promulgated by the SEC under the Act ("Reg 5") to non "U.S. Persons" as defined in Rule 902 of Reg S; and (ii) that the Unit Offering is only being made to to, and the Company will only accept subscriptions from from, "accredited investors" as that term is defined in Rule 501 of Regulation D promulgated by the SEC under the Act. 2.4 2.3 The undersigned understands and acknowledges that the Offering Price Proceed being remitted to the Company in payment for the Units Notes must be received by the Company by wire transfer to the Special Company’s Account, as follows: Bank: ▇▇ ▇▇▇▇▇▇ Chase Bank, New York, NY SWIFT: ▇▇▇▇▇▇▇▇ Bank of America ABA: ▇▇▇▇▇▇▇▇▇ Address: ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇., ▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ for credit to: KinerjaPay Corp. Quantum Computing Inc. Account#: 7866215034350-4394-1694 2.5 Simultaneous with the execution and delivery of this Reg S Subscription Agreement, the undersigned shall deliver to the Company the aforementioned Unit Offering Purchase Price multiplied by the number of Units subscribed for (the "Offering Proceeds") by wire transfer of immediately available funds as set forth above. 2.6 2.4 The undersigned Investor understands and agrees that the Company reserves the right, in its sole discretion, to accept or reject the subscription for the Units Notes for any reason whatsoever, at any time prior to acceptance by the Company. 2.7 2.5 The undersigned Investor further understands and agrees that its subscription for the Units is irrevocable on upon acceptance by the part of the undersigned Investor, subject to the right and obligation of the Company to cause the return of the Offering Proceeds in full, without interest or deduction, in the event that: (i) the Minimum Offering is not completed during the Offering Period; and/or (ii) the Company is not granted the License, as more fully-described in Section 5.2 belowCompany.

Subscriptions. 2.1 (a) The undersignedCompany shall provide the JR Parties with the opportunity to participate in a “Section 3(a)(10)” offering to recoup up to $1,200,000 (the “Specified Amount”) under the JR Short Term Loans. If the claim for such “Section 3(a)(10)” offering is accepted and the JR Parties have recouped some amount of cash up to the Specified Amount in connection therewith, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇in each case prior to the filing of the April/May Form S-1 (as defined below), then the JR Short Term Loans and all amounts due thereunder will be deemed satisfied to the extent of such cash and will be deemed satisfied in full if such amount of cash equals the Specified Amount. If the claim for such “Section 3(a)(10)” offering is not accepted in full and/or the JR Parties have not recouped an amount of cash equal to the Specified Amount in connection therewith, in each case prior to the filing of the April/May Form S-1 for any reason, then the Company hereby agrees to issue, and NACS (the “Subscriber”) hereby subscribes for (for no additional consideration), a resident number of Indonesia shares of the Company’s common stock equal to (on a $1 per share basis) $1,200,000, minus the "Investor"amount of cash recouped by JR in connection with such “Section 3(a)(10)” offering prior to the filing of the April/May Form S-1 (if any), intending to be legally bound pursuant to the terms of this Agreement (the “Specified Securities”) and conditions of the Reg S Subscription Agreement, hereby irrevocably subscribes for JR Short Term Loans and agrees to purchase 20,000 Units offered all amounts due thereunder will be deemed satisfied in full (provided that all such shares shall be covered by the Company’s registration statement on Form S-1, at a price of US$0.50 per Unit which is currently anticipated to be filed with the SEC on or before May 15, 2025 (the "Unit Offering Purchase Price"“April/May Form S-1”)). (b) The Company agrees to issue, and the Subscriber hereby subscribes for (for no additional consideration), payable by 800,000 shares of the Investor by wire transfer to Company’s common stock (together with the Escrow Account asset forth in Section 2.4 below. 2.2 The undersigned understands that while the Unit Offering commenced on December 30, 2015Specified Securities, the certificates evidencing the Shares and Class A Warrants will not be issued until the Effective Date of the Reverse Split which is defined as the date the Reverse Split is approved by FlNRA. On February 2, 2016, the Company's application for approval of the Reverse Split was filed and the Company reasonably expects that it will be completed by or before the end of February 2016. 2.3 The undersigned further understands that: (i) the Company's Shares, Class A Warrants and Warrant Shares (sometimes referred to collectively, as the "“Securities") that are the subject of this Unit Offering are being offered in a transaction pursuant to the exemption provided by Regulation S promulgated by the SEC under the Act ("Reg 5") to non "U.S. Persons" as defined in Rule 902 of Reg S; and (ii) the Unit Offering is only being made to and the Company will only accept subscriptions from "accredited investors" as that term is defined in Rule 501 of Regulation D promulgated by the SEC under the Act. 2.4 The undersigned understands and acknowledges that the Offering Price remitted to the Company in payment for the Units must be received by the Company by wire transfer to the Special Account, as follows: Bank: ▇▇ ▇▇▇▇▇▇ Chase Bank, New York, NY SWIFT: ▇▇▇▇▇▇▇▇ ABA: ▇▇▇▇▇▇▇▇▇ for credit to: KinerjaPay Corp. Account#: 786621503 2.5 Simultaneous with the execution and delivery of this Reg S Subscription Agreement, the undersigned shall deliver to the Company the aforementioned Unit Offering Purchase Price multiplied by the number of Units subscribed for (the "Offering Proceeds") by wire transfer of immediately available funds as set forth above. 2.6 The undersigned understands and agrees that the Company reserves the right, in its sole discretion, to accept or reject the subscription for the Units for any reason whatsoever, at any time prior to acceptance by the Company. 2.7 The undersigned understands and agrees that its subscription for the Units is irrevocable on the part of the undersigned Investor”), subject to the right and obligation terms of this Agreement (provided that all such shares shall be covered by the Company to cause the return of the Offering Proceeds in full, without interest or deduction, in the event that: (i) the Minimum Offering is not completed during the Offering Period; and/or (ii) the Company is not granted the License, as more fully-described in Section 5.2 belowApril/May Form S-1).

Subscriptions. 2.1 The undersigned, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇PT. Stareast Management, a resident organized under the laws of Indonesia (the "Investor"), intending to be legally bound pursuant to the terms and conditions of the Reg S Subscription Agreement, hereby irrevocably subscribes for and agrees to purchase 20,000 140,000 Units offered by the Company, at a price of US$0.50 per Unit (the "Unit Offering Purchase Price"), payable by the Investor by wire transfer to the Escrow Account asset forth in Section 2.4 below. 2.2 The undersigned understands that while the Unit Offering commenced on December 30, 2015, the certificates evidencing the Shares and Class A Warrants will not be issued until the Effective Date of the Reverse Split which is defined as the date the Reverse Split is approved by FlNRA. On February 2, 2016, the Company's application for approval of the Reverse Split was filed and the Company reasonably expects that it will be completed by or before the end of February 2016. 2.3 The undersigned further understands that: (i) the Company's Shares, Class A Warrants and Warrant Shares (sometimes referred to collectively, as the "Securities") that are the subject of this Unit Offering are being offered in a transaction pursuant to the exemption provided by Regulation S promulgated by the SEC under the Act ("Reg 5") to non "U.S. Persons" as defined in Rule 902 of Reg S; and (ii) the Unit Offering is only being made to and the Company will only accept subscriptions from "accredited investors" as that term is defined in Rule 501 of Regulation D promulgated by the SEC under the Act. 2.4 The undersigned understands and acknowledges that the Offering Price remitted to the Company in payment for the Units must be received by the Company by wire transfer to the Special Account, as follows: Bank: ▇▇ ▇▇▇▇▇▇ Chase ▇▇▇▇▇ Bank, New York, NY SWIFT: ▇▇▇▇▇▇▇▇ ABA: ▇▇▇▇▇▇▇▇▇ 021400021 for credit to: KinerjaPay Corp. Account#: 786621503 2.5 Simultaneous with the execution and delivery of this Reg S Subscription Agreement, the undersigned shall deliver to the Company the aforementioned Unit Offering Purchase Price multiplied by the number of Units subscribed for (the "Offering Proceeds") by wire transfer of immediately available funds as set forth above. 2.6 The undersigned understands and agrees that the Company reserves the right, in its sole discretion, to accept or reject the subscription for the Units for any reason whatsoever, at any time prior to acceptance by the Company. 2.7 The undersigned understands and agrees that its subscription for the Units is irrevocable on the part of the undersigned Investor, subject to the right and obligation of the Company to cause the return of the Offering Proceeds in full, without interest or deduction, in the event that: (i) the Minimum Offering is not completed during the Offering Period; and/or (ii) the Company is not granted the License, as more fully-described in Section 5.2 below.

Subscriptions. 2.1 The undersigned, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇Iskandar Tanuseputra, a resident of Indonesia (the "Investor"), intending to be legally bound pursuant to the terms and conditions of the Reg S Subscription Agreement, hereby irrevocably subscribes for and agrees to purchase 20,000 Units offered by the Company, at a price of US$0.50 per Unit (the "Unit Offering Purchase Price"), payable by the Investor by wire transfer to the Escrow Account asset forth in Section 2.4 below. 2.2 The undersigned understands that while the Unit Offering commenced on December 30, 2015, the certificates evidencing the Shares and Class A Warrants will not be issued until the Effective Date of the Reverse Split which is defined as the date the Reverse Split is approved by FlNRA. On February 2, 2016, the Company's application for approval of the Reverse Split was filed and the Company reasonably expects that it will be completed by or before the end of February 2016. 2.3 The undersigned further understands that: (i) the Company's Shares, Class A Warrants and Warrant Shares (sometimes referred to collectively, as the "Securities") that are the subject of this Unit Offering are being offered in a transaction pursuant to the exemption provided by Regulation S promulgated by the SEC under the Act ("Reg 5") to non "U.S. Persons" as defined in Rule 902 of Reg S; and (ii) the Unit Offering is only being made to and the Company will only accept subscriptions from "accredited investors" as that term is defined in Rule 501 of Regulation D promulgated by the SEC under the Act. 2.4 The undersigned understands and acknowledges that the Offering Price remitted to the Company in payment for the Units must be received by the Company by wire transfer to the Special Account, as follows: Bank: ▇▇ ▇▇▇▇▇▇ Chase ▇▇▇▇▇ Bank, New York, NY SWIFT: ▇▇▇▇▇▇▇▇ ABA: ▇▇▇▇▇▇▇▇▇ for credit to: KinerjaPay Corp. Account#: 786621503 2.5 Simultaneous with the execution and delivery of this Reg S Subscription Agreement, the undersigned shall deliver to the Company the aforementioned Unit Offering Purchase Price multiplied by the number of Units subscribed for (the "Offering Proceeds") by wire transfer of immediately available funds as set forth above. 2.6 The undersigned understands and agrees that the Company reserves the right, in its sole discretion, to accept or reject the subscription for the Units for any reason whatsoever, at any time prior to acceptance by the Company. 2.7 The undersigned understands and agrees that its subscription for the Units is irrevocable on the part of the undersigned Investor, subject to the right and obligation of the Company to cause the return of the Offering Proceeds in full, without interest or deduction, in the event that: (i) the Minimum Offering is not completed during the Offering Period; and/or (ii) the Company is not granted the License, as more fully-described in Section 5.2 below.

Subscriptions. 2.1 The undersigned, ▇▇▇▇▇▇ ▇▇▇▇▇▇ Goenawan, a resident of the State of Virginia, with an address located at ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇, a resident of Indonesia ▇▇ ▇▇▇▇▇ (the "Investor"), intending to be legally bound pursuant to the terms and conditions of the Reg S D Subscription Agreement, hereby irrevocably subscribes for and agrees to purchase 20,000 200,000 Units offered by the Company, at a price of US$0.50 per Unit (the "Unit Offering Purchase Price"), payable by the Investor by wire transfer to the Escrow Special Account asset as set forth in Section 2.4 below. 2.2 The undersigned understands that while the Unit Offering commenced on December 30, 2015, the certificates evidencing the Shares and Class A Warrants will not be issued until the Effective Date of the Reverse Split which is defined as the date the Reverse Split is approved by FlNRAFINRA. On February 2, 2016, the Company's application for approval of the Reverse Split was filed and the Company reasonably expects that it will be completed by or before the end of February March 2016. 2.3 The undersigned further understands that: (i) the Company's Shares, Class A Warrants and Warrant Shares (sometimes referred to collectively, as the "Securities") that are the subject of this Unit Offering are being offered in a transaction pursuant to the exemption provided by Regulation S D promulgated by the SEC under the Act ("Reg 5D") only to non "U.S. Persons" as defined in Rule 902 of Reg S; and (ii) the Unit Offering is only being made to persons who are, and the Company will only accept subscriptions from from, "accredited investors" as that term is defined in Rule 501 of Regulation D promulgated by the SEC under the Act. 2.4 The undersigned understands and acknowledges that the Offering Price remitted to the Company in payment for the Units must be received by the Company by wire transfer to the Special Account, as follows: Bank: ▇▇ ▇▇▇▇▇▇ Chase ▇▇▇▇▇ Bank, New York, NY SWIFT: ▇▇▇▇▇▇▇▇ ABA: ▇▇▇▇▇▇▇▇▇ for credit to: KinerjaPay Corp. Account#: 786621503 2.5 Simultaneous with the execution and delivery of this Reg S D Subscription Agreement, the undersigned shall deliver to the Company the aforementioned Unit Offering Purchase Price multiplied by the number of Units subscribed for (the "Offering Proceeds") by wire transfer of immediately available funds as set forth above. 2.6 The undersigned understands and agrees that the Company reserves the right, in its sole discretion, to accept or reject the subscription for the Units for any reason whatsoever, at any time prior to acceptance by the Company. 2.7 The undersigned understands and agrees that its subscription for the Units is irrevocable on the part of the undersigned Investor, subject to the right and obligation of the Company to cause the return of the Offering Proceeds in full, without interest or deduction, in the event that: (i) the Minimum Offering is not completed during the Offering Period; and/or (ii) the Company is not granted the License, as more fully-described in Section 5.2 below.

Subscriptions. 2.1 The undersigned, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇Andy Litansen, a resident of Indonesia Singapore (the "Investor"), intending to be legally bound pursuant to the terms and conditions of the Reg S Subscription Agreement, hereby irrevocably subscribes for and agrees to purchase 20,000 30,000 Units offered by the Company, at a price of US$0.50 per Unit (the "Unit Offering Purchase Price"), payable by the Investor by wire transfer to the Escrow Account asset forth in Section 2.4 below. 2.2 The undersigned understands that while the Unit Offering commenced on December 30, 2015, the certificates evidencing the Shares and Class A Warrants will not be issued until the Effective Date of the Reverse Split which is defined as the date the Reverse Split is approved by FlNRA. On February 2, 2016, the Company's application for approval of the Reverse Split was filed and the Company reasonably expects that it will be completed by or before the end of February 2016. 2.3 The undersigned further understands that: (i) the Company's Shares, Class A Warrants and Warrant Shares (sometimes referred to collectively, as the "Securities") that are the subject of this Unit Offering are being offered in a transaction pursuant to the exemption provided by Regulation S promulgated by the SEC under the Act ("Reg 5") to non "U.S. Persons" as defined in Rule 902 of Reg S; and (ii) the Unit Offering is only being made to and the Company will only accept subscriptions from "accredited investors" as that term is defined in Rule 501 of Regulation D promulgated by the SEC under the Act. 2.4 The undersigned understands and acknowledges that the Offering Price remitted to the Company in payment for the Units must be received by the Company by wire transfer to the Special Account, as follows: Bank: ▇▇ ▇▇▇▇▇▇ Chase ▇▇▇▇▇ Bank, New York, NY SWIFT: ▇▇▇▇▇▇▇▇ ABA: ▇▇▇▇▇▇▇▇▇ for credit to: KinerjaPay Corp. Account#: 786621503 2.5 Simultaneous with the execution and delivery of this Reg S Subscription Agreement, the undersigned shall deliver to the Company the aforementioned Unit Offering Purchase Price multiplied by the number of Units subscribed for (the "Offering Proceeds") by wire transfer of immediately available funds as set forth above. 2.6 The undersigned understands and agrees that the Company reserves the right, in its sole discretion, to accept or reject the subscription for the Units for any reason whatsoever, at any time prior to acceptance by the Company. 2.7 The undersigned understands and agrees that its subscription for the Units is irrevocable on the part of the undersigned Investor, subject to the right and obligation of the Company to cause the return of the Offering Proceeds in full, without interest or deduction, in the event that: (i) the Minimum Offering is not completed during the Offering Period; and/or (ii) the Company is not granted the License, as more fully-described in Section 5.2 below.

Subscriptions. 2.1 The undersigned, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, a resident of Indonesia (the "Investor"), intending to be legally bound pursuant to the terms and conditions of the Reg S Subscription Agreement, hereby irrevocably subscribes for and agrees to purchase 20,000 150,000 Units offered by the Company, at a price of US$0.50 per Unit (the "Unit Offering Purchase Price"), payable by the Investor by wire transfer to the Escrow Account asset forth in Section 2.4 below. 2.2 The undersigned understands that while the Unit Offering commenced on December 30, 2015, the certificates evidencing the Shares and Class A Warrants will not be issued until the Effective Date of the Reverse Split which is defined as the date the Reverse Split is approved by FlNRA. On February 2, 2016, the Company's application for approval of the Reverse Split was filed and the Company reasonably expects that it will be completed by or before the end of February 2016. 2.3 The undersigned further understands that: (i) the Company's Shares, Class A Warrants and Warrant Shares (sometimes referred to collectively, as the "Securities") that are the subject of this Unit Offering are being offered in a transaction pursuant to the exemption provided by Regulation S promulgated by the SEC under the Act ("Reg 5") to non "U.S. Persons" as defined in Rule 902 of Reg S; and (ii) the Unit Offering is only being made to and the Company will only accept subscriptions from "accredited investors" as that term is defined in Rule 501 of Regulation D promulgated by the SEC under the Act. 2.4 The undersigned understands and acknowledges that the Offering Price remitted to the Company in payment for the Units must be received by the Company by wire transfer to the Special Account, as follows: Bank: ▇▇ ▇▇▇▇▇▇ Chase Bank, New York, NY SWIFT: ▇▇▇▇▇▇▇▇ ABA: ▇▇▇▇▇▇▇▇▇ 021500021 for credit to: KinerjaPay Corp. Account#: 786621503 2.5 Simultaneous with the execution and delivery of this Reg S Subscription Agreement, the undersigned shall deliver to the Company the aforementioned Unit Offering Purchase Price multiplied by the number of Units subscribed for (the "Offering Proceeds") by wire transfer of immediately available funds as set forth above. 2.6 The undersigned understands and agrees that the Company reserves the right, in its sole discretion, to accept or reject the subscription for the Units for any reason whatsoever, at any time prior to acceptance by the Company. 2.7 The undersigned understands and agrees that its subscription for the Units is irrevocable on the part of the undersigned Investor, subject to the right and obligation of the Company to cause the return of the Offering Proceeds in full, without interest or deduction, in the event that: (i) the Minimum Offering is not completed during the Offering Period; and/or (ii) the Company is not granted the License, as more fully-described in Section 5.2 below.

Subscriptions. 2.1 The undersigned, ▇▇Stephanus ▇▇▇▇▇ ▇▇▇▇▇▇▇▇, a resident of Indonesia Singapore (the "Investor"), intending to be legally bound pursuant to the terms and conditions of the Reg S Subscription Agreement, hereby irrevocably subscribes for and agrees to purchase 20,000 Units offered by the Company, at a price of US$0.50 per Unit (the "Unit Offering Purchase Price"), payable by the Investor by wire transfer to the Escrow Account asset forth in Section 2.4 below. 2.2 The undersigned understands that while the Unit Offering commenced on December 30, 2015, the certificates evidencing the Shares and Class A Warrants will not be issued until the Effective Date of the Reverse Split which is defined as the date the Reverse Split is approved by FlNRA. On February 2, 2016, the Company's application for approval of the Reverse Split was filed and the Company reasonably expects that it will be completed by or before the end of February 2016. 2.3 The undersigned further understands that: (i) the Company's Shares, Class A Warrants and Warrant Shares (sometimes referred to collectively, as the "Securities") that are the subject of this Unit Offering are being offered in a transaction pursuant to the exemption provided by Regulation S promulgated by the SEC under the Act ("Reg 5") to non "U.S. Persons" as defined in Rule 902 of Reg S; and (ii) the Unit Offering is only being made to and the Company will only accept subscriptions from "accredited investors" as that term is defined in Rule 501 of Regulation D promulgated by the SEC under the Act. 2.4 The undersigned understands and acknowledges that the Offering Price remitted to the Company in payment for the Units must be received by the Company by wire transfer to the Special Account, as follows: Bank: ▇▇ ▇▇▇▇▇▇ Chase Bank, New York, NY SWIFT: ▇▇▇▇▇▇▇▇ ABA: ▇▇▇▇▇▇▇▇▇ for credit to: KinerjaPay Corp. Account#: 786621503 2.5 Simultaneous with the execution and delivery of this Reg S Subscription Agreement, the undersigned shall deliver to the Company the aforementioned Unit Offering Purchase Price multiplied by the number of Units subscribed for (the "Offering Proceeds") by wire transfer of immediately available funds as set forth above. 2.6 The undersigned understands and agrees that the Company reserves the right, in its sole discretion, to accept or reject the subscription for the Units for any reason whatsoever, at any time prior to acceptance by the Company. 2.7 The undersigned understands and agrees that its subscription for the Units is irrevocable on the part of the undersigned Investor, subject to the right and obligation of the Company to cause the return of the Offering Proceeds in full, without interest or deduction, in the event that: (i) the Minimum Offering is not completed during the Offering Period; and/or (ii) the Company is not granted the License, as more fully-described in Section 5.2 below.

Subscriptions. 2.1 (a) The undersigned, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, a resident total number of Indonesia Shares that the Company shall issue following the Establishment Date is one thousand (the "Investor"1,000), intending to of which six hundred (600) shall be legally bound pursuant Class A Ordinary Shares and four hundred (400) shall be Class B Ordinary Shares. (b) Within ten (10) Business Days of the Establishment Date, SKHYSI shall subscribe for six hundred (600) Class A Ordinary Shares (such time, the “SKHYSI Subscription Time”) by signing the relevant applications for Shares and paying to the terms and conditions Company US$600 in cash. Immediately following the SKHYSI Subscription Time, the capitalization of the Reg S Company on a fully diluted basis shall be as follows: Promptly after the SKHYSI Subscription AgreementTime, hereby irrevocably subscribes for and agrees to purchase 20,000 Units offered by SKHYSI shall cause the Company, at a price of US$0.50 per Unit (the "Unit Offering Purchase Price"), payable by the Investor by wire transfer to the Escrow Account asset forth in Section 2.4 below. 2.2 The undersigned understands that while the Unit Offering commenced on December 30maximum extent permitted by all Applicable Law, 2015, the certificates evidencing the Shares and Class A Warrants will not be issued until the Effective Date of the Reverse Split which is defined as the date the Reverse Split is approved by FlNRA. On February 2, 2016, the Company's application for approval of the Reverse Split was filed and the Company reasonably expects that it will be completed by or before the end of February 2016. 2.3 The undersigned further understands that: (i) to deliver to SKHYSI its written acknowledgment of, and agreement to abide by, the Company's Shares, Class A Warrants and Warrant Shares (sometimes referred to collectively, as the "Securities") that are the subject terms of this Unit Offering are being offered in a transaction pursuant to the exemption provided by Regulation S promulgated by the SEC under the Act ("Reg 5") to non "U.S. Persons" as defined in Rule 902 of Reg S; Agreement, and (ii) to issue and deliver to SKHYSI a share certificates representing the Unit Offering is only being made Shares subscribed for pursuant to and this Section 3.2(b), which certificate shall comply with the Company will only accept subscriptions from "accredited investors" as that term is defined in Rule 501 provisions of Regulation D promulgated by the SEC under the ActSection 9.2. 2.4 The undersigned understands (c) Thereafter, within ten (10) Business Days of the amendment of the Company’s articles of association as provided in Section 3.1(d), Cypress shall subscribe for four hundred (400) Class B Ordinary Shares (such time, the “Cypress Subscription Time”) by signing the relevant applications for 587490.10A-PALSR01A - MSW Shares and acknowledges that the Offering Price remitted paying to the Company US$400 in payment cash. Immediately following the Cypress Subscription Time, the capitalization of the Company on a fully diluted basis shall be as follows: Promptly after the Cypress Subscription Time, the Parties shall cause the Company, to the maximum extent permitted by all Applicable Law, (i) to deliver to Cypress its written acknowledgment of, and agreement to abide by, the terms of this Agreement, and (ii) to issue and deliver to Cypress a share certificate representing the Shares subscribed for pursuant to this Section 3.2(c), which certificate shall comply with the provisions of Section 9.2. (d) Each Party shall fully pay the subscription price for the Units must Shares subscribed by it pursuant to this Agreement in US Dollars to an account to be received opened by the Company with a bank in Hong Kong using best efforts to open such account within twenty (20) days of the SKHYSI Subscription Time, unless otherwise directed by wire transfer to resolution of a majority of the Special Account, as follows: Bank: ▇▇ ▇▇▇▇▇▇ Chase Bank, New York, NY SWIFT: ▇▇▇▇▇▇▇▇ ABA: ▇▇▇▇▇▇▇▇▇ for credit to: KinerjaPay Corp. Account#: 786621503 2.5 Simultaneous with Board. The Company shall use all or substantial portion of the execution and delivery of this Reg S Subscription Agreement, the undersigned shall deliver to the Company the aforementioned Unit Offering Purchase Price multiplied subscription monies paid by the number Parties pursuant to this Section 3.2 as initial working capital of Units subscribed for (the "Offering Proceeds") by wire transfer of immediately available funds as set forth above. 2.6 The undersigned understands and agrees that the Company reserves the right, in its sole discretion, to accept or reject the subscription for the Units for any reason whatsoever, at any time prior to acceptance by the Company. 2.7 The undersigned understands and agrees that its subscription for the Units is irrevocable on the part of the undersigned Investor, subject to the right and obligation of the Company to cause the return of the Offering Proceeds in full, without interest or deduction, in the event that: (i) the Minimum Offering is not completed during the Offering Period; and/or (ii) the Company is not granted the License, as more fully-described in Section 5.2 below.