REGULATION S COMMON STOCK
CORPORATION OR OTHER
This Regulation S Common Stock Subscription
Agreement (this “ Agreement ”) is executed in
reliance upon the transaction exemption afforded by Regulation S
(“ Regulation S ”) promulgated by the United
States Securities and Exchange Commission (the “ SEC
”) under the Securities Act of 1933, as amended
(“ 1933 Act ”).
The shares of Common Stock (as hereinafter
defined) subscribed to hereby have not been registered under the
1933 Act and may not be offered or sold in the United States or to
U.S. persons (as hereinafter defined) unless the Common Stock is
registered under the 1933 Act, or an exemption from the
registration requirements of the 1933 Act is
available. Hedging transactions in the Common Stock may
not be conducted except in compliance with the 1933 Act (including,
but not limited to, Regulation S).
This Agreement has been executed by the
undersigned (“ Subscriber ”), a non-U.S. person
(as hereinafter defined), in connection with the purchase of common
stock (the “ Common Stock ”), of UEG-Green
Energy Solutions/Alberta, Inc. (the “ Issuer
The Subscriber hereby represents and warrants
to, and agrees with, the Issuer as follows:
Agreement to Subscribe: Purchase Price .
Subscription . The Subscriber hereby agrees to
purchase _____________ shares of Common Stock of the Issuer
(the “ Shares ”) at the Purchase Price of
US one cent ($0.01) per share (the “Purchase
Price”) of Common Stock and the Issuer hereby agrees to sell
the Shares to the Subscriber at the Purchase Price.
Closing; Payment . &nbs