0001102624-14-001833 Sample Contracts

PRIVATE PLACEMENT SUBSCRIPTION FOR NON U.S. SUBSCRIBERS URBAN BARNS FOODS INC. OTC.QB URBF PRIVATE PLACEMENT INSTRUCTIONS TO SUBSCRIBER:
Subscription Agreement • November 7th, 2014 • Dundee Agricultural Corp • Agricultural production-crops • Ontario

EXECUTED by the Subscriber this _______ day of September, 2013. By executing this Subscription Agreement, the Subscriber certifies that the Subscriber and any beneficial purchaser for whom the Subscriber is acting, is resident in the jurisdiction shown as the "Subscriber’s Address". The Subscriber Address will be accepted by the Company as a representative as to the address of residency for the Subscriber. In addition to this face page, the Subscriber must also complete pages 7-9 of this Subscription Agreement and Exhibit A attached hereto, if applicable.

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Exhibit 1 • November 7th, 2014 • Dundee Agricultural Corp • Agricultural production-crops

In accordance with Rule 13d—1(k)(1) under the Securities Exchange Act of 1934, as amended, each of the undersigned agrees to the joint filing of a Statement on Schedule 13D (including amendments thereto) with respect to the Class A Common Stock, par value $0.001 per share, of Urban Barns Foods Inc., a Nevada corporation, and further agrees that this joint filing agreement be included as an exhibit to such filing. As contemplated by Rule 13d-1(k)(1)(ii), none of the undersigned shall be responsible for the completeness or accuracy of the information concerning the other persons making the joint filing, unless the undersigned knows or has reason to believe that such information is inaccurate.

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