Subscription Agreement

Company Letterhead

{{company_name}}

{{company_address}}

Phone: {{phone}}

Email: {{email}}

Website: {{website}}

SUBSCRIPTION AGREEMENT

This Subscription Agreement (the “Agreement”) is made and entered into this {{day}} day of {{month}}, {{year}} (the “Effective Date”), by and between:

1. {{company_name}}, a company duly incorporated under the laws of {{country}}, with registration number {{company_registration_number}} and having its registered office at {{company_address}} (hereinafter referred to as the “Company”); and

2. {{investor_name}}, an individual/entity with identification/registration number {{investor_id_number}}, residing at/registered office at {{investor_address}} (hereinafter referred to as the “Subscriber”).

The Company and the Subscriber are hereinafter collectively referred to as the “Parties” and individually as a “Party”.

1. AGREEMENT TO SUBSCRIBE AND ALLOT

1.1. Subject to the terms and conditions of this Agreement, the Subscriber hereby irrevocably offers to subscribe for {{number_of_shares}} ordinary shares (the “Subscription Shares”) in the capital of the Company at a subscription price of {{currency}} {{price_per_share}} per share, amounting to a total subscription price of {{currency}} {{total_subscription_price}} (the “Subscription Price”).

1.2. The Company hereby agrees to allot and issue the Subscription Shares to the Subscriber upon receipt of the Subscription Price in accordance with the terms of this Agreement.

2. PAYMENT OF SUBSCRIPTION PRICE

2.1. The Subscriber shall pay the Subscription Price of {{currency}} {{total_subscription_price}} to the Company on or before {{payment_due_date}}.

2.2. Payment shall be made by way of {{payment_method}} to the Company’s bank account, details of which are as follows: Bank Name: {{bank_name}}, Account Name: {{account_name}}, Account Number: {{account_number}}, Branch Code: {{branch_code}}.

3. REPRESENTATIONS AND WARRANTIES OF THE COMPANY

The Company represents and warrants to the Subscriber that:

3.1. It is a duly incorporated and validly existing company under the laws of {{country}} and has the corporate power and authority to enter into and perform its obligations under this Agreement.

3.2. The Subscription Shares, when issued, will be fully paid and non-assessable.

3.3. There are no pending or threatened actions, suits, or proceedings against the Company which could materially adversely affect its business or financial condition.

4. REPRESENTATIONS AND WARRANTIES OF THE SUBSCRIBER

The Subscriber represents and warrants to the Company that:

4.1. It has the full power and authority to enter into and perform its obligations under this Agreement.

4.2. It understands the speculative nature of the investment in the Company and is able to bear the economic risk of such investment.

4.3. It has had the opportunity to ask questions of and receive answers from the Company concerning the terms and conditions of this investment and has received all information it considers necessary or appropriate for deciding whether to acquire the Subscription Shares.

5. GOVERNING LAW AND JURISDICTION

5.1. This Agreement shall be governed by and construed in accordance with the laws of {{country}}.

5.2. The Parties irrevocably submit to the exclusive jurisdiction of the courts of {{country}} for the purpose of settling any dispute arising out of or in connection with this Agreement.

6. CONFIDENTIALITY

6.1. Each Party undertakes to keep confidential all information concerning the business and affairs of the other Party which it obtains as a result of the negotiation and execution of this Agreement.

6.2. This clause shall not apply to information that is publicly available or required to be disclosed by law.

7. ENTIRE AGREEMENT

7.1. This Agreement constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior agreements, understandings, and negotiations, whether written or oral, between the Parties.

8. AMENDMENTS

8.1. No amendment, modification, or waiver of any provision of this Agreement shall be effective unless in writing and signed by all the Parties.

Signature Block

IN WITNESS WHEREOF, the Parties have executed this Subscription Agreement on the Effective Date.

FOR THE COMPANY:

_____________________________

Name: {{company_signatory_name}}

Title: {{company_signatory_title}}

FOR THE SUBSCRIBER:

_____________________________

Name: {{subscriber_signatory_name}}

Title: {{subscriber_signatory_title}} (if applicable)