__________

(OR)

(AND, IF APPLICABLE)

                    The Company is offering (collectively, the "Offering"), on a private placement basis, common shares of the Company (each a "Share") to eligible investors (each such an investor who subscribes to this Offering by this document is hereinafter referred to as the "Subscriber") at a subscription price of U.S. $0.05 per Share. The within private placement Offering of Shares by the Company is not subject to any minimum subscription. The Company offers, and the Subscriber accepts, the Shares on the terms and conditions as set forth in this subscription agreement (the "Agreement").

1.1                  Subscription for Shares.   Based upon the hereinafter terms, conditions, representations, warranties and covenants given by each party to the other, the Subscriber hereto hereby irrevocably subscribes for and agrees to purchase _______________ Shares of the Company, at a subscription price of U.S. $0.05 per Share, for aggregate consideration of U.S. $_______________ (the "Subscription Price").

1.2                  Acceptance of subscription.   The Company, upon acceptance by its Board of Directors (the "Board") of all or part of this subscription Agreement, agrees to issue the accepted number of Shares, as fully paid and non-assessable, and as consideration for the Subscriber's subscription, and to refund any excess subscription monies of the Subscription Price of any non-accepted portion of this subscription Agreement by the Board.

1.3                  Other financings   This Shares issuable by the Company under this Offering will not restrict or prevent the Company from obtaining any other financing nor from issuing additional securities or rights during the period of the Offering.

1.4                  Subscriber's eligibility for subscription.   The Subscriber acknowledges and warrants (and has made diligent inquiries to so determine or has the sophistication and knowledge to know the Subscriber's status without concern of error), on which the Company relies, that the Subscriber is purchasing the Shares on a private basis and without infraction of or impedance by the Subscriber's domicile laws due to one or more of the following:

1. the Subscriber is an eligible and exempt investor under the laws of the Subscriber's domicile by either being a person who complies with exemptions from prospectus requirements or is otherwise exempt by virtue of the Subscriber's wealth, income and investment knowledge or capacity; or

2. the Subscriber is subscribing for a value in Shares constituting an exempt investment under the laws of the Subscriber's domicile; or

3. the Subscriber's domicile laws do not restrict investment; and

4. where the Subscriber has completed the appropriate portions of this Agreement and its related Appendices and the completion of the same, whether signed or not, constitute a true and accurate statement by the Subscriber.

1.5                  Risks of subscription.   The Subscriber acknowledges that no party independent of the Company has made or will make any opinion or representations on the merits or risks of an investment in any of the Shares unless sought out by the Subscriber; which the Subscriber is encouraged to do. The Subscriber is aware that this investment is a speculative and risky investment, the Subscriber warrants that it could tolerate the full loss of the investment without significant or material impact on the Subscriber's financial condition and the Subscriber waives all claim or liability of the Company for any loss in value of this investment.

2.1                  Method of subscription.   It is hereby acknowledged and agreed by the parties hereto that any subscription for Shares shall be made by the Subscriber:

Bank Name:	Bank of Montreal;
Bank Address:	595 Burrard Street, Vancouver, British Columbia, Canada;
Transit Number:	00040;
Bank Number:	001;
Account Name:	Lang Michener LLP Client's U.S. Trust Account

Reason:	Re: Jackson Ventures, Inc.; File #57826-0001; Seed Capital proceeds;
Account Number:	4692-529;
Swift Code:	BOFMCAM2; and
*        If coming from the U.S. or Overseas:

Intermediary Bank:	Wachovia Bank, N.A.;
Swift Code:	PNBPUS3NNYC; and
Fedwire ABA#:	026005092.

*Note:

Unless instructed otherwise by the Company, the Company's Counsel must deposit all trust funds (including the Subscription Price received) in an account that is insured by the Canadian Deposit Insurance Corporation or the Credit Union Deposit Insurance Corporation of British Columbia or guaranteed under the Community Financial Services Act (Canada). All U.S. dollar accounts in Canada are not insured.

                  In this regard, and should the Subscriber's subscription and/or Subscription Price payment be submitted to the Company's Counsel, in trust or otherwise (as above in respect to the wire transfer), then the Subscriber agrees that the Company's Counsel shall have no accountability to the Subscriber whatsoever and acknowledges that the Company's Counsel is merely a recipient for the Company and has no obligation of any nature to the Subscriber. Under no circumstances shall the Company's Counsel be considered to be giving legal or other advice or services to the Subscriber and no communication between the Subscriber and the Company's Counsel shall be considered advice (at the most only administrative subscription assistance on behalf of the Company) but the Subscriber shall rely solely and exclusively on the Subscriber's own judgment and the advice of the Subscriber's own counsel.

2.2                  Acceptance of subscription or return of Subscription Price by the Company.   The Subscriber acknowledges that the Company will be accepting subscriptions for Shares on a first come, first serve, basis. As a consequence the Company, upon acceptance by its Board of all or part of this subscription Agreement (the "Acceptance"), hereby agrees to issue the accepted number of Shares, as fully paid and non-assessable, and as consideration for the Subscriber's subscription, and to refund any excess subscription monies of the Subscription Price of any non-accepted portion of this subscription Agreement by the Board. In this regard the Subscriber acknowledges that, although Shares may be issued to other subscribers concurrently with the Company's Acceptance of all or part of this subscription Agreement, there may be other sales of Shares by the Company, some or all of which may close before or after the Acceptance herein. The Subscriber further acknowledges that there is a risk that insufficient funds may be raised by the Company upon the Company's Acceptance of all or part of this subscription Agreement to fund the Company's objectives and that further closings may not take place after Acceptance herein.

2.3                  Use of funds before and after Acceptance.   The Subscriber acknowledges and agrees that the Subscription Price monies shall be advanced immediately to the Company's general funds to reserve the Subscriber's subscription, shall not be held in trust, the Company may employ such funds for its business purposes immediately and prior to Acceptance and such funds shall not be considered a loan and shall not bear interest but shall constitute solely a reservation of subscription and advance of funds therefore. The Subscriber shall not demand return of its Subscription Price monies unless the Shares have not been issued for a period in excess of 90 calendar days from the date of this subscription and such demand may be fulfilled by Acceptance and delivery of subscribed Shares or return of funds at the Company's sole and absolute discretion. The Subscriber acknowledges that the funds to be raised from all Shares are to be employed for the business of the Company in accordance with management's determination as to the best use of the same for the Company's business plans. Notwithstanding any disclosure document or offering memorandum or prospectus provided concurrent with this subscription, the Company reserves the right at any time to alter its business plans in accordance with management's appreciation of the market for the goods and services of the Company and the best use of the Company's funds to advance its business, whether present or future.

Home        Intelligence        Services        Subscriptions        News        About Us

Contact Us       Terms of Use       Resend Documents       Shopping Cart

Copyright © 2008 The Consus Group LLC