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INVESTOR AGREEMENT

This INVESTOR AGREEMENT (the “Agreement”) is made this ____ day

of____________, 20___ by and among WED 3, INC., a North Carolina corporation (the “Sponsor”) and ______________________________, a/an _____________________________________(the “Investor”).

RECITALS:

WHEREAS, Sponsor provides a forum where entrepreneurs that seek to obtain

financing (each, a “Capital Seeker” and, collectively, “Capital Seekers”) and potential investors, such as the Investor, might make initial contact with each other; and

WHEREAS, Investor and Sponsor agree that the terms and conditions outlined

herein will govern the terms by which Investor will participate in investment-related activities and events involving Capital Seekers that are organized by Sponsor.

NOW, THEREFORE, in consideration of the mutual covenants and agreements

hereinafter contained, and for good and otherwise valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:

1. Subject to the terms and conditions outlined herein, including without

limitation, payment of Investor Dues (as defined below), Sponsor will, from time to time, organize and host one or more pre-scheduled meetings at local venues in Charlotte, North Carolina, or elsewhere, at which Sponsor will introduce to Investor one or more Capital Seekers (each, an “Event” and, collectively, the “Events”). At the Events, it is anticipated that Capital Seekers will make one or more business or investment presentations to Investor and other potential investors attending the Events.

2. Investor hereby agrees and acknowledges that Sponsor shall not endorse, recommend, induce, or otherwise promote any prospective equity or other investment by Investor in any Capital Seeker or in any investment proposed by any Capital Seeker. Investor agrees that Sponsor is only providing access for Investor to prospective Capital Seekers, and acknowledges that Sponsor (i) will have little to no knowledge of the Capital Seekers or their respective businesses, (ii) has no duty, and will not assume any duty, to secure any investment for Investor in any Capital Seeker or in any investment proposed by any Capital Seeker and (iii) has no duty, and will not assume any duty, to engage in or otherwise conduct any negotiations with any Capital Seeker on behalf of Investor, or to engage in or otherwise conduct any due diligence examination of any Capital Seeker or of any investment proposed by any Capital Seeker. Sponsor strongly advises Investor, and Investor hereby acknowledges such advice, to retain Investor’s own professional business, tax, legal, and accounting advisors in deciding whether to make an equity or other investment in a prospective Capital Seeker or in any investment proposed by any Capital Seeker. In making any such decision, Investor agrees to rely solely on

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such advisors and on Investor’s own due diligence investigation of a prospective Capital Seeker or of any investment proposed by any Capital Seeker.

3. As a condition to Sponsor permitting Investor to attend Events and introducing Investor to prospective Capital Seekers, Investor hereby covenants and agrees as follows: (i) Investor shall pay annual participation dues in an amount to be requested by Sponsor (the “Investor Dues”). Sponsor shall bill Investor Dues to Investor on an annual basis and Investor agrees to promptly pay such Investor Dues within 30 days of the date Investor receives a written invoice from Sponsor for Investor Dues; (ii) Investor shall, within fifteen (15) days after the date hereof and on an annual basis after the date hereof at the request of Sponsor, submit to Sponsor a signed and completed investor questionnaire in the form of Exhibit A hereto or in such other form as Sponsor shall from time to time prescribe (the “Investor Questionnaire”); and (iii) Investor shall comply fully in all regards with any rules or other requirements imposed by Sponsor on Investor’s attendance at and involvement in Events.

4. Investor hereby represents and warrants to Sponsor as follows:

(a) Investor qualifies, and at each Event attended by Investor will be qualified, under at least one of the following categories of “accredited investor”, as such term is defined under Rule 501 of Regulation D of the Securities Act of 1933, as amended;

(1) An organization described in Section 501(c)(3) of the Internal Revenue Code, corporation, Massachusetts or similar business trust, or partnership, not formed for the specific purpose of acquiring any securities offered by Capital Seekers, with total assets in excess of $5,000,000;

(2) A natural person whose individual net worth, or joint net worth

with that person’s spouse, at the time of purchase exceeds $1,000,000;

(3) A natural person who had an individual income in excess of

$200,000 in each of the two most recent years or joint income with that person=s spouse in excess of $300,000 in each of those years and has a reasonable expectation of reaching the same income level in the current year;

(4) A trust with total assets in excess of $5,000,000, not formed for the

specific purpose of acquiring any securities offered by Capital Seekers, whose purchase is directed by a sophisticated person as described in Rule 506(b)(2)(ii) under the Securities Act of 1933; or

(5) An entity in which all of the equity owners are “accredited

investors.”

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(b) Investor has substantial experience in evaluating and investing in companies or investments similar to the Capital Seekers or the proposed investments sought by them, so that Investor is capable of evaluating the merits and risks of such investments. Investor, by reason of its business, financial and investment experience, has the capacity to protect its own interests in connection with the potential investments in Capital Seekers.

(c) Investor fully understands and acknowledges that such investments are likely to be highly speculative and highly illiquid, that Investor could sustain a complete loss of any such investments, and that Investor will have to bear the economic risks of such investments for an indefinite period of time.

5. Either party hereto may terminate this Agreement upon at least ten (10) days prior written notice. Termination of this Agreement shall relieve the parties of any further liabilities or obligations hereunder, except for liabilities or obligations accrued prior to such termination.

6. (a) Sponsor and Investor hereby agree that Sponsor shall have no liability whatsoever under this Agreement, or otherwise, for any loss of capital or investments made by Investor in any Capital Seeker or in any investment proposed by any Capital Seeker, and Investor hereby unconditionally waives any and all rights it may now or in the future have against Sponsor and its successors, and their respective officers, directors, agents, attorneys, employees, and affiliates from and against any and all claims, liabilities, demands, causes of action, attorneys’ fees, damages, or obligations of every kind and nature, whether known or unknown, arising at any time out of or based upon (i) any actions or omissions of Sponsor under this Agreement, or otherwise, and (ii) any losses or damages incurred by Investor as a result of, or in connection with, Investor’s involvement in or attendance at any Events, subsequent meetings or negotiations with any Capital Seeker, or as a result of or in connection with any investment made by Investor in any Capital Seeker or in any investment proposed by any Capital Seeker.

(b) Investor agrees to indemnify, defend and hold harmless Sponsor from and against any and all claims, liabilities, demands, causes of action, attorneys’ fees, damages, or obligations of every kind and nature, whether they are known or now unknown, including, but not limited to, amounts paid in satisfaction of judgments, in compromise as fines and penalties and expenses incurred by Sponsor in connection with the defense or disposition of any action, suit or other proceeding, or any claim, whether civil or criminal, before any court or administrative or legislative body, related to or arising at any time out of or based upon (i) any actions or omissions of Investor under this Agreement or otherwise, (ii) any involvement by Investor in or attendance by Investor at any Events, subsequent meetings, discussions or negotiations with any Capital Seekers, or any investment made by Investor in any Capital Seeker or in any investment proposed by any Capital Seeker or (iii) any breach by Investor of any representations, warranties, conditions or covenants hereunder.

7. This Agreement shall be binding on and shall inure to the benefit of the parties hereto and their respective heirs, administrators, successors, and assigns. This

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Agreement shall be governed by the substantive laws of the State of North Carolina, without regard to the principles of the conflict of laws or the choice of laws. This Agreement constitutes the entire understanding of the parties hereto with respect to the subject matter hereof and supersedes all prior agreements between the parties hereto (whether written or oral) and is intended as a final expression of their mutual understanding. This Agreement shall not be modified or amended except in writing signed by the each of the parties hereto and specifically referring to this Agreement. This Agreement may be executed in any number of counterpart signature pages (including facsimile counterpart signature pages), each of which shall be deemed an original, and all of which, when taken together, shall constitute one and the same instrument.

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[Signature page follows]

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[Signature page to Investor Agreement]

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as of the year and date first written above.

INVESTOR (If an Individual): _________________________________________, individually

Name (print): ______________________________

INVESTOR (If an Entity): _________________________________________

By: ______________________________________

Name (print): ______________________________

Title: _____________________________________

SPONSOR: WED 3, Inc., a North Carolina

corporation

By: ______________________________________

Name (print): ___________________________

Title: __________________________________