Form of Stock Purchase Agreement
This Agreement sets forth the terms and conditions on which Axcess International Inc., a Delaware
Corporation, of 3208 Commander Drive, Carrollton, Texas, 75006 (the “Company”) will issue and sell to
(the “Purchaser”) shares of Series 2007 Preferred Stock of the Company, par value
$0.01 per share ( the “Preferred”) .
1. Type of Security and Purchase Price . The Purchaser hereby agrees to subscribe for and purchase from
the Company, and the Company hereby agrees to issue and sell to the Purchaser (___) Preferred
Shares. The purchase price shall be Ten Thousand US Dollars ($10,000) per share for a total of
US Dollars ($ ) payable in cash. Preferred shares shall bear no dividends. The
purchase and sale shall be effective as of August 8, 2007 (the “ Effective Date ”).
2. Purchase Dates and Delivery of Shares . The Company closed on the sale during August of 2007.
Upon its receipt of the purchase price, the Company shall issue and sell to the Purchaser the number of Preferred
and Warrants based on paragraph 1 above. On and as of the Effective Date, the Company shall execute and
deliver to the Purchaser stock certificates in proper form representing the Shares.
3. Securities Act Legend; Registration Rights .
3.1 The Shares will not be registered under the Securities Act of 1933, as amended (the “ Securities
Act ”). Prior to registration, certificates representing the Shares shall bear a restrictive legend substantially to the
effect of the following:
THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE
SECURITIES ACT OF 1933, OR APPLICABLE STATE SECURITIES LAWS, OR THE
SECURITIES LAWS OF ANY OTHER JURISDICTION. THEY MAY NOT BE SOLD OR
TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER
THOSE SECURITIES LAWS OR PURSUANT TO AN EX