SUBSCRIPTION AGREEMENT
November ___, 1998
World House Entertainment, Inc.
2831 Dogwood Place
Nashville, Tennessee 37204
Ladies and Gentlemen:
The undersigned hereby applies to World House Entertainment, Inc., a Nevada
corporation (the "Corporation") to purchase ____________ shares (the "Shares")
of the Corporation's common stock, par value $.001 per share (the "Common
Stock") at a purchase price of $2.50 per share, or an aggregate purchase price
of $__________, such purchase price and Shares to be delivered upon the
execution and delivery hereof.
1. Representations and Warranties of the Undersigned.
The undersigned hereby represents and warrants to the Corporation as
follows:
a. The undersigned has received and read and understands this
Subscription Agreement as well as the Corporation's Prospectus dated
_____________ (the "Prospectus"). The undersigned's domicile is in the
State of _______________, and the undersigned or its signatory is over
18 years of age.
b. No representations or warranties have been made to the undersigned by
the Corporation or any agent of the Corporation, other than as set
forth herein or in the Prospectus.
c. The undersigned has full power and authority to make the
representations referred to in this Subscription Agreement, to execute
and deliver this Agreement and to purchase the Shares.
d. The undersigned's authorization, execution, delivery, and performance
of this Agreement do not conflict with any other agreement or
arrangement to which the undersigned is a party or by which the
undersigned is bound.
e. The undersigned is aware of the Corporation's business affairs and
financial condition, including the fact that the Corporation has only
a limited financial and operating history and the undersigned has
acquired sufficient information about the Corporation to reach an
informed and knowledgeable decision to acquire an interest in the
Corporation.
f. The undersigned acknowledges that this Subscription Agreement may be
accepted or rejected, in whole or in part, by the Corporation in its
sole discretion, and that the subscription proceeds will be returned
to the undersigned upon any such rejection.
g. The undersigned hereby agrees to indemnify and hold harmless the
Corporation and each director, officer or employee thereof from and
against any and all loss, damage or liability due to or arising out of
a breach of any of the foregoing representations and warranties of the
undersigned.
2. Survival of Agreements, Representations and Warranties, Etc.
All agreements, representations and warranties contained herein or made in
writing by or on behalf of the Corporation in connection with the transactions
contemplated by this Subscription Agreement shall survive the execution and
delivery of this Subscription Agreement, any investigation at any time made by
the undersigned or on the undersigned's behalf, and the sale and purchase of the
Shares and payment therefor.
3. Miscellaneous.
This Subscription Agreement may be executed in any number of
counterparts, each of which shall be an original but all of which taken
together shall constitute one agreement. Neither this Subscription Agreement
nor any term hereof may be changed, waived, discharged or terminated orally,
but only with the written consent of the undersigned and the Corporation.
This Subscription Agreement shall be governed by and construed under the laws
of the State of Nevada (without giving effect to any conflict of laws
provisions). This Subscription Agreement sets forth the entire agreement of
the parties with respect to the subject matter hereof.
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THE INDIVIDUAL INVESTOR SIGNATURE PAGE
FOR WORLD HOUSE ENTERTAINMENT, INC. SUBSCRIPTION AGREEMENT
Date:_________________, 1998
Number of Shares Subscribed for:________ Amount of Subscription: $ ________
_________________________________________ __________________________________
Name of Individual Social Security No.
_________________________________________ __________________________________
Street Address Date of Birth
_________________________________________ ______________ __________________
City State Zip Code Home Phone Business Phone
Manner in which Shares are to be held (check one):
/ / Individual Ownership / / Community Property
/ / Tenants-in-Common / / Separate Property
/ / Joint Tenant with Right of Survivorship / / Other (please specify) ___
______________________________
Signature
Accepted this ___ day of __________, 199__.
WORLD HOUSE ENTERTAINMENT, INC.
By: ___________________________
THE ENTITY SIGNATURE PAGE
FOR WORLD HOUSE ENTERTAINMENT, INC. SUBSCRIPTION AGREEMENT
Date:_______________, 1998
Number of Shares Subscribed for:________ Amount of Subscription: $ ________
_________________________________________ __________________________________
Name of Corporation or Entity Federal Tax Identification No.
_________________________________________ __________________________________
Address State of Incorporation or Formation
_________________________________________ ______________ __________________
City State Zip Code Phone Fax
Manner in which Shares are to be held (check one):
/ / Partnership / / Limited Liability Company
/ / Corporation / / Limited Liability Partnership
/ / Trust / / Other (please specify) __________
___________________________________
Signature
___________________________________
Title
Accepted this ___ day of __________, 199__.
WORLD HOUSE ENTERTAINMENT, INC.
By: ________________________________