SWEAT EQUITY AGREEMENT THIS AGREEMENT made effective as of the _____ day of ______________, _______. BETWEEN: [NAME OF INVESTOR] (the “Investor”) - and [NAME OF COMPANY] (the “Company”) - and [NAMES OF SHAREHOLDERS] (collectively, the “Shareholders” and individually as a “Shareholder”) WHEREAS: A. The Company is a [corporation / limited company] duly incorporated under the laws of the province of Ontario, doing business or planning to do business as follows: [insert description of business] (the “Business”). B. The Shareholders each own ### [class] [Common / Preferred] Shares of the Company, are the only shareholders of the Company, and are signatories to a Unanimous Shareholders’ Agreement dated [insert date of shareholder agreement] (the “Shareholders’ Agreement”). C. The Investor is in the business of [insert description of investor’s business], and wants to provide certain services to the Company as outlined below in return for an option to acquire shares of the Company as set out in this Agreement. Therefore, and in consideration of the entering into of this Agreement, the sufficiency of which is hereby acknowledged, the Company, the Investor and the Shareholders agree as follows: Services 1. The Investor agrees to perform the following Investor Services with the time frame herein set out, as an independent contractor and not as an employee: [list services to be provided by investor] 2. The Investor agrees to perform the Investor Services on a timely basis as set out in paragraph 1, to the best of his abilities and in accordance with professional quality standards in his industry. 3. If the Investor fails to complete the Investor Services on time and in accordance with the standards set out in paragraph 2, then [set out what will happen in this event, e.g. termination of agreement] Fees and Expenses 4. The Investor agrees that he will not be paid any fees for performance of the Investor Services, and that his full consideration for performance of the Investor Services is the grant of option set out in this Agreement. 5. Notwithstanding paragraph 4, the Company agrees to reimburse the Investor for the following expenses incurred by the Investor in performing the Investor Services: [list types of expenses that investor will be reimbursed for] -2- THIS IS A 6-PAGE DOCUMENT. GET THE FULL FORM AT www.megadox.com/d/4953.