1 Exhibit No. 10(i)(c)(i) CAUTION: THIS FORM IS ONLY FOR USE BY RESIDENTS OF CA, CT, DE, IN, IA, KS, KY, ME, MD, MA, MI, MN, MS, MO, NV, NH, OK, OR, PA, SC, WV AND WI. RESIDENTS OF AK, DC, HI, ID, MT, NE, NM, ND, RI, SD, TN, UT, VT, WA, AND WY ARE NOT PERMITTED TO PURCHASE SHARES IN THIS OFFERING. RESIDENTS OF ALL OTHER STATES MUST USE A DIFFERENT FORM. INSTRUCTIONS TO SOPHISTICATED INVESTOR SUBSCRIPTION AGREEMENT FOR FANZ ENTERPRISES, INC. Persons interested in purchasing shares of Common Stock, $.01 par value per share, ("Shares") of FanZ Enterprises, Inc. (the "Company") must : 1. FULLY complete and sign the attached Subscription Agreement (the "Agreement"); PLEASE COMPETE THE ENTIRE FORM. INCOMPLETE FORMS WILL BE RETURNED TO YOU. 2. Include a check made payable to "FIRSTAR BANK, N.A., ESCROW ACCOUNT FOR FANZ ENTERPRISES, INC." (Please note the minimum amount of $250.00.) 3. Send the completed and signed AGREEMENT AND CHECK to: FanZ Enterprises, Inc. 5419 Cayman Drive Carmel, IN 46033 If and when accepted by the Company, the Agreement shall constitute a subscription for Shares of the Company. THE MINIMUM INVESTMENT IS $250.00 (25 SHARES). The Company reserves the right to reject in its entirety any subscription that is tendered or to allocate to any prospective purchaser a smaller number of Shares than the prospective purchaser has subscribed to purchase. In such event, the Company will return to you the Agreement, your payment (or a pro rata portion of your payment, if subscription is rejected only in part), with interest if your check or funds are deposited in the escrow account. A copy of the accepted Agreement will be returned to you as your receipt, and a stock certificate will be issued to you shortly thereafter. PLEASE COMPLETE AND RETURN THE ATTACHED PAGES WITH YOUR CHECK NOTE: Before completing the attached subscription agreement, you should carefully and completely read the Company's Prospectus. In making your investment decision, you should rely only on the information in the Company's Prospectus and not on any other information. 2 SOPHISTICATED INVESTOR SUBSCRIPTION AGREEMENT FOR FANZ ENTERPRISES, INC. I/we hereby irrevocably tender this Agreement for the purchase of _________ Shares (25 SHARES MINIMUM) at $10.00 per Share. With this Agreement, I/we tender payment in the amount of $_______ ($10.00 per Share; $250.00 MINIMUM INVESTMENT) for the Shares subscribed. In connection with this investment in the Company, I/we represent and warrant as follows: a. Prior to tendering payment for the Shares, I/we received the Company's Prospectus dated __________________________________ 2001. b. I am/we are bona fide resident(s) of ___________________________________, ________________________________. (State) (Country) c. I/we HAVE / DO NOT HAVE (please circle one) either (i) an annual gross income of $65,000 or more and a minimum net worth of $65,000 (excluding the value of automobiles, homes and home furnishings) OR (ii) a minimum net worth of $150,000 (excluding the value of automobiles, homes and home furnishings).(1) Representations (MUST initial all categories): ____ (A) I meet AT LEAST one of the economic standards set forth in Paragraph (c) above. ____ (B) I am purchasing the shares for my own account. ____ (C) I have received a copy of the Company's Prospectus. ____ (D) I understand that the shares being purchased are not liquid. Form/Type of Ownership for Shares Being Purchased ( MUST check one): ___ Individual ___ Minor with adult custodian ___ Tenants-in-Common ___ Existing Partnership under the Uniform Gift ___ Joint Tenants ___ Corporation To Minors Act ___ Trust For the person(s) who will be registered shareholder(s) (MUST FULLY COMPLETE): Name of shareholder as you would like it to appear on stock certificate: Name of shareholder as you would like it to appear on stock certificate:_______________________________ Name(s): __________________________________ Telephone:_______________________ Street Address:____________________________ Social Security or Taxpayer ID No.:_________________ City:______________ State: ______ Zip:_____ Date of Birth:___________________ Signature:_________________________________ Date:____________________________ - -------- (1) The state securities agencies of CA, CT, DE, IN, IA, KS, KY, ME, MD, MA, MI, MN, MS, MO, NV, NH, OK, OR, PA, SC, WV, WI. have restricted the sale of these securities to only residents of these states who meet the sophistication requirements of the North American Securities Administrators Association. If you do not meet the income / net worth requirements in section (c) above, you may not purchase Shares at this time. 3 - -------------------------------------------------------------------------------- ACCEPTED BY: FANZ ENTERPRISES, INC. By:________________________________ Title:____________________ Date:____________ Method of Payment: ________________________ Item No.: ____________________ - --------------------------------------------------------------------------------