LANTIS
      LASER INC.

    (a
      Nevada corporation)

     

    SUBSCRIPTION
      APPLICATION AND AGREEMENT


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    
      

    

    LANTIS
      LASER INC.

    SUBSCRIPTION
      INSTRUCTIONS

    
      

    

     

    
      	
              1.

            	
              Please
                complete, date and sign this Subscription Application and Agreement.
                By
                doing so, the Subscriber applies to purchase 5% Convertible Notes
                (“Convertible Notes”) in Lantis Laser Inc. (the
                “Company”).

            


    

     

    
      	
              2. 

            	
              Please
                keep a copy of all completed and signed documents for your
                records.

            


    

     

    
      	
              3.

            	
              Please
                send the original of your completed, dated and signed Subscription
                Application and Agreement to: Garden
                State Securities, Inc., 1540 Route 138, Suite. 303, Wall Township,
                NJ
                07719, Att’n: Mr. Vincent Bruno.

            


    

     

    
      	4.	
              The
                Subscriber shall make payment to purchase $____________________ face
                value
                of the Convertible Notes as follows (check applicable box and complete
                section):

            


    

    


    
      	 	o	
              (a)
                by enclosing a check, payable to “J.P. Morgan Chase Bank, N.A. as Escrow
                Agent for Lantis Laser Inc.” (the “Escrow Account”) in the amount of
                $__________. 

            


    

    


    
      	 	
               ̈

            	
              (b)
                by enclosing written authorization to transfer $ _____________
                by
                wire from Subscriber’s Garden State Securities, Inc. account, or by wiring
                $______________ from
                the Subscriber’s bank or brokerage account to:
                Lantis
                Laser Inc.,
                c/o J.P.
                Morgan Chase Bank, N.A.,
                ABA No. 021
                000 021,
                Account No.
                304 888 281 (Lantis Laser/Garden State Securities),
                Attn: Eric
                Kempen.

            


    

     

    
      	
              5.

            	
              If
                your subscription is accepted, an officer of the Company will countersign
                your Subscription Application and Agreement to confirm your admission
                to
                the Company and will send you a copy of the fully-executed signature
                page.
                Your payment will be returned promptly if your subscription is not
                accepted.

            


    

     

    CONFIDENTIALITY:
      Information furnished in your Subscription Application and Agreement will be
      kept strictly confidential, except that the Placement Agent may present the
      information to such regulatory bodies or other parties as may be appropriate
      to
      establish the availability of exemptions from certain securities law
      registration requirements or the compliance of the Company with applicable
      securities laws.

     

    QUESTIONS:
      Please
      contact Mr. Vincent Bruno of the Placement Agent,
      at
      (732) 280-6886, or by fax to (732) 280-6889.


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

      
        

      

    

    LANTIS
      LASER INC.

    SUBSCRIPTION
      APPLICATION AND AGREEMENT 

    
      
        

      

    

     

    
      
        	 
	
                Please
                  provide information as to the individual or entity who will be
                  the legal
                  owner of the Convertible Notes (“Subscriber”).

              
	 
	
                If
                  you have any doubt as to the meaning or implication of any of the
                  terminology or the significance of any of the questions, please
                  contact
                  Mr. Vincent Bruno of the Placement Agent,
                  at (732) 280-6886, or by fax to (732) 280-6889.

              
	 
	
                If
                  the answer to any question is “None” or “Not Applicable,” please so
                  state.

              


      
 

      
        

      

    

    I.
      SUBSCRIBER INFORMATION

    
      
        

      

    

     

    GENERAL
      INFORMATION

     

    Full
      Legal Name of Subscriber:
      __________________________________________________________

        

    Subscriber’s
      SOCIAL
      SECURITY NO.
      or, if
      an entity, TAXPAYER
      I.D. NO.: 
      _________________

     

    Please
      complete ONE
      of the following subsections

     

    
      	a)	
              Individual
                (please check one):       ̈
                Individual;
                 ̈
                Joint
                Tenants / Tenants in Common;   ̈
                IRA. 

            


    

     

    After
      completing, please proceed to question d)

     

    
      	
              Address:

            	  
	 	
              Phone:  

            	 
	 	 	
              Fax:  

            	 
	 	 	
              Email: 

            	 


    

    


    
      	
              Joint
                Subscriber (if applicable)

            


    

    
       

      
        	
                Address:

              	  
	 	
                Phone:  

              	 
	 	 	
                Fax:  

              	 
	 	 	
                Email: 

              	 


      

       

    

    
      	
              Joint
                subscriber is spouse:  o
Yes   o
No

            


    


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    


    
      	b)	
              Entity
                (please check one): o Corporation;  o Company;  o Limited
                Liability Company; 

              
                o Investment
                  Trust or Business Trust;  o Public
                  Foundation; 

                o Private
                  Foundation;  o Endowment; 

                o Other
                  (specify) ________________________________________

              

            


    

    


    After
      completing, please proceed to question d)

    


    
      	
              Contact Person:

            	 



    

    
      
         

        
          	
                  Address:

                	  
	 	
                  Phone:  

                	 
	 	 	
                  Fax:  

                	 
	 	 	
                  Email: 

                	 


        

         

      

    

    
      	
              Jurisdiction of Organization:

            	 

	
              Principal Place of Business:

            	 



    

     

    
      	c)	
              Benefit
                Plans
                /
                Trust
                (please check one):     o
                Employee Benefit
                Plan or Trust;

                              
                 o Revocable Trust;  o Irrevocable
                Trust;

              
                                
                    ̈ Other
                  (specify) ______________________________________

              

            


    

     

    After
      completing, please proceed to question d)

     

    
      	
              Trustee:   

            	 


    

    
      	
              Trust Address:  

            	 	 	
              Phone:  

            	     
	 	 	Fax:	 
	 	 	Email:	 


    

    


    
      	d)	
              All
                Subscribers should check the applicable box or boxes below to indicate
                the
                nature of their pre-existing business relationship with the Company
                or the
                Placement Agent, or any individual that is employed by or associated
                with
                either of those companies. 

            


    

    


    
      	
              o    BROKERAGE
                ACCOUNT WITH GARDEN STATE SECURITIES, INC.

            
	
              o    MADE
                PRIOR
                INVESTMENT THROUGH GARDEN STATE SECURITIES, INC.

            
	
              o    PERSONAL
                RELATIONSHIP WITH OR ACQUAINTANCE OF EMPLOYEE OR ASSOCIATE OF LANTIS
                LASER
                INC. OR GARDEN STATE SECURITIES, INC.

            
	
              o    SHAREHOLDER
                IN LANTIS LASER INC.

            
	
              o    EMPLOYEE
                OF
                LANTIS LASER INC. OR GARDEN STATE SECURITIES, INC.

            
	
              o    OTHER
                (PLEASE DESCRIBE)
                _____________________________________________________.

            


    


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    
       

      
        

      

    

    II.
      FINANCIAL QUALIFICATIONS 
      
        

      

    

     

    a) Each
      Subscriber must be an “Accredited Investor” within the meaning of the U.S.
      Securities Act of 1933, as amended (the “Securities
      Act”).
      Please
      check all boxes below that describe Subscriber.

    

      INDIVIDUALS

       

      
        	
                 ̈

              	
                INDIVIDUAL
                  WITH $1 MILLION NET WORTH.
                  A
                  natural person whose individual net worth, or joint net worth with
                  his or
                  her spouse, exceeds
                  $1 million.

              


      

       

      
        	
                 ̈

              	
                SPECIFIED
                  INCOME.
                  A
                  natural person who (i) in each of the preceding two years had
                  individual income in excess of $200,000 or had joint income with
                  his or
                  her spouse in excess of $300,000 and
                  (ii) HAS
                  a
                  reasonable expectation of reaching that minimum income level in
                  the
                  current year.

              


      

       

      
        	
                 ̈

              	
                IRA
                  OR SIMILAR BENEFIT PLAN.
                  An IRA, Keogh or similar benefit plan that covers only a natural
                  person
                  who (i) has an individual net worth, or joint net worth with his or
                  her spouse, of at least $1 million or
                  (ii) would qualify under the category of “Specified Income,”
                  above.

              


      

       

      ENTITIES

       

      
        	
                 ̈

              	
                CORPORATION
                  OR COMPANY.
                  A
                  corporation, company, or similar entity that (i) has at least
                  $5 million of assets and
                  (ii) was not formed for the specific purpose of acquiring Convertible
                  Notes.

              


      

      
        	 	 


        	
                 ̈

              	
                NON-PROFIT
                  ENTITY.
                  An
                  organization described in Section 501(c)(3) of the Internal Revenue
                  Code,
                  as amended, with total assets in excess of $5 million (including
                  endowment, annuity and life income funds), as shown by the organization’s
                  most recent audited financial statements.

              


        	 	 


      

      
        	
                 ̈

              	
                ENTITY
                  OWNED ENTIRELY BY ACCREDITED INVESTORS.
                  A
                  corporation, company, or similar entity each
                  of
                  whose equity owners is either a natural person whose individual
                  net worth,
                  or joint net worth with his or her spouse, exceeds $1 million or an
                  entity each of whose equity owners meets this
                  test.

              


      


      
        
          
          

        

        
          
          

          
            

          

        

        
          
          

        

      

      


      
        	
                 ̈

              	
                OTHER
                  ENTITY INVESTOR (check
                  one).
                  Any of the following entities that has a net worth of at least
                  $1
                  million:

              


      

      
        	
                 ̈

              	
                a
                  bank, as defined in Section 3(a)(2) of the Securities Act (whether
                  acting
                  for its own account or in a fiduciary
                  capacity);

              


      

      
        	
                 ̈

              	
                a
                  savings and loan association or similar institution, as defined
                  in Section
                  3(a)(5)(A) of the Securities Act (whether acting for its own account
                  or in
                  a fiduciary capacity);

              


      

      
        	
              	
                 ̈

              	
                a
                  broker-dealer registered under the Exchange
                  Act;

              


      

      
        	
              	
                 ̈

              	
                an
                  insurance company, as defined in Section 2(13) of the Securities
                  Act;

              


      

      
        	
              	
                 ̈

              	
                an
                  investment company registered under the Investment Company Act
                  of
                  1940;

              


      

      
        	
                 ̈

              	
                a
                  “business development company,” as defined in Section 2(a)(48) of the
                  Investment Company Act;

              


      

      
        	
                 ̈

              	
                a
                  small business investment company licensed under Section 301(c)
                  or (d) of
                  the Small Business Investment Act of 1958, as amended; or

              


      

      
        	
                 ̈

              	
                a
                  “private business development company” as defined in Section 202(a)(22) of
                  the Advisers Act.

              


      

       

      SELF-DIRECTED
        AND OTHER BENEFIT PLANS

       

      
        	
                 ̈

              	
                PARTICIPANT-DIRECTED
                  EMPLOYEE BENEFIT PLAN ACCOUNT.
                  A
                  participant-directed employee benefit plan (e.g.,
                  many 401(k) plans), investing at the direction of and for the account
                  of a
                  participant who (i) has an individual net worth, or joint net worth
                  with his or her spouse, of at least $1.5 million or
                  (ii) would qualify under the category of “Specified Income,”
                  above. 

              


        	 	 


      

      
        	
                 ̈

              	
                OTHER
                  ERISA PLAN.
                  An
                  employee benefit plan within the meaning of Title I of the Employee
                  Retirement Income Security Act of 1974, as amended (“ERISA”),
                  (other
                  than
                  a
                  participant-directed plan) or a plan established and maintained
                  by a
                  state, its political subdivisions, or any agency or instrumentality
                  of a
                  state or its political subdivisions, for the benefit of its employees,
                  if
                  such plan (i) has a net worth of at least $1 million and
                  (ii)(A) has total assets of at least $5 million or
                  (B) if an ERISA plan (i.e.,
                  not a government plan), the decision to purchase Convertible Notes
                  is
                  being made by a bank, registered investment adviser, savings and
                  loan
                  association or insurance company.

              


      

       

      TRUSTS

       

      
        	
                 ̈

              	
                REVOCABLE
                  TRUST.
                  A
                  trust that is revocable by its grantors and each
                  of
                  whose grantors is a natural person whose individual net worth, or
                  joint net worth with his or her spouse, exceeds $1
                  million.

              


      

       

      
        	
                 ̈

              	
                IRREVOCABLE
                  TRUST.
                  A
                  trust (other
                  than
                  an
                  employee benefit plan) that (i) is not revocable by its grantor(s),
                  and
                  (ii) has at least $5 million of assets, and
                  (iii) was not formed to acquire Convertible Notes, and
                  (iv) is directed by a person who has sufficient knowledge and
                  experience in financial and business matters to be capable of evaluating
                  the merits and risks of an investment in the
                  Company.

              


      

    


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    


    b)
       Please
      list all educational institutions you have attended (at or above college level),
      and indicate the dates
      attended
      and the degree(s), if any, obtained from each.

    


    
      	
              From

            	 	
              To

            	 	
              Institution

            	 	
              Degree

            
	 	 	 	 	 
	 	 	 	 	 	 	 
	 	 	 	 	 	 	 


    

    


    c)
       Indicate
      your principal business experience or other occupations during the last five
      years (please also indicate if you are self-employed). Please list your present,
      or most recent, position first and the others in reverse chronological order.
      (If retired, please provide such information for the five years prior to
      retirement.)

    


    
      	
              From

            	 	
              To

            	 	
              Name
                and Address (City 
                and
                  State) of Employer

              

            	 	
              Position

            
	 	 	 	 	
               

            	 	 
	 	 	 	 	 	 	 
	 	 	 	 	 	 	 


    

    


    d)
       Indicate
      by check mark which of the following categories best describes the extent of
      your prior experience in the areas of investment listed below:

     

    
      	 	
              Substantial

            	 	
              Some

            	 	
              No

            
	 	
              Experience

            	 	
              Experience

            	 	
              Experience

            
	 	 	 	 	 	 
	
              Marketable
                securities

            	
              o

            	 	
              
                o

              

            	 	
              o

            
	 	 	 	 	 	 
	
              Securities
                for which

            	 	 	 	 	 
	
              no
                public market exists

            	
              
                o

              

            	 	
              
                o

              

            	 	
              
                o

              

            


    

    


    For
      those
      investments for which you indicated “substantial experience” or “some
      experience”, please answer the following additional questions by checking the
      appropriate box: Do you make your own investment decisions with respect to
      such
      investments?

     

    
      	o
              Always	o
              Frequently	o
              Usually	o
              Rarely


    

     

    e)
       Please
      provide in the space below any additional information which would indicate
      that
      you have sufficient knowledge and experience in financial and business matters
      so that you are capable of evaluating the merits and risks of investing in
      restricted securities of a private enterprise such as the Company.

     

    
      	  
	 	 	 	 
	 	 	 	 	 	 	 
	 	 	 	 	 	 	 


    

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    


    f)
       Do
      you
      have adequate means of providing for your current needs and personal
      contingencies and have no need for scheduled distributions or liquidity in
      this
      investment?

    


    
      	
              Yes

            	
              No

            
	
              
                 ̈

              

            	
              
                 ̈

              

            


    

    


    g)
       Are
      you
      aware that the proposed subscription for Convertible Notes will involve
      non-marketable, non-transferable securities requiring your capital investment
      to
      be maintained for an indefinite period of time?

    
      


      
        	
                Yes

              	
                No

              
	
                
                   ̈

                

              	
                
                   ̈

                

              


      

       

        
          

        

      

    

    III.
      TERMS AND CONDITIONS 
      
        

      

    

     

    
      
        	 
	
                The
                  following provisions are the terms and conditions on which the
                  Subscriber
                  subscribes for the purchase of Convertible Notes. By signing the
                  signature
                  page to this Subscription Application and Agreement, Subscriber
                  accepts
                  these terms and conditions
                  herein.

              


      

    

     

    1.Application
      to Subscribe for Convertible Notes.
      The
      undersigned (“Subscriber”)
      hereby
      offers to purchase Convertible Notes in the
      Company in
      the
      amount set forth on the signature page to this Subscription Application and
      Agreement and to be bound by the terms and conditions stated herein. Subscriber
      agrees that (a) the Placement Agent may reject Subscriber’s offer to
      purchase Convertible Notes for any reason; and (b) as of the date
      designated by the Placement Agent when (if at all) the Placement Agent accepts
      this Subscription Application and Agreement and Subscriber’s subscription funds
      on behalf of the Company, Subscriber shall become obligated under the terms
      and
      conditions of this document.

     

    2.Taxpayer
      Identification Number; No Backup Withholding.
      Under
      penalty of perjury, Subscriber certifies (i) that the taxpayer
      identification number being supplied herewith by Subscriber is Subscriber’s
      correct taxpayer identification number, and (ii) that Subscriber is not
      subject to backup withholding under Section 3406(a)(1)(c) of the Internal
      Revenue Code.1 

     

    3.Transfer
      Restrictions.
      Subscriber understands that Subscriber must hold the Convertible Notes for
      an
      indefinite period of time, that no market is ever likely to develop for the
      Convertible Notes, and that transfers of Convertible Notes are subject to
      restrictions under the Securities Act. Subscriber further understands that
      the
      shares into which the Convertible Notes can be converted shall also remain
      subject to substantial restrictions on transfer unless and until the Company
      is
      successful in getting such shares registered for sale in accordance with the
      applicable provisions of the Securities Act. Subscriber agrees that
      (1) Subscriber will not attempt to transfer any Convertible Notes in
      violation of the transfer restrictions; and (2) the Company may note the
      transfer restrictions in its records and on any certificate representing the
      Convertible Notes and may refuse to recognize any transfer which violates the
      transfer restrictions, or any proposed transfer for which the Company has not
      received an acceptable opinion of counsel stating that the proposed transfer
      will not violate the transfer restrictions.

     

    4.Representations
      and Warranties of Subscriber.
      Subscriber hereby acknowledges, represents, warrants and agrees with the Company
      and the Placement Agent as follows:

     

    
      

    

    1If
      Subscriber cannot make this representation, please contact the Placement
      Agent.


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    A. Subscriber
      has received and read this Subscription Application and Agreement, the Company’s
      Confidential Private Placement Memorandum dated March 6, 2007 (the
“Memorandum”), and confirms that all documents, records and books pertaining to
      the investment in the Company that were requested by Subscriber have been made
      available or delivered to Subscriber.

     

    B. Subscriber
      has had an opportunity to ask questions of and receive answers from a
      representative of the Placement Agent or the Company concerning the terms and
      conditions of this Subscription Application and Agreement, and the business
      of
      the Company.

     

    C. Subscriber
      acknowledges and understands that the Convertible Notes (and the common stock
      purchase warrants associated therewith) have not been registered under the
      Securities Act, and are being offered and sold under the exemption from
      registration provided for in Section 4(2) and/or under Regulation D of the
      Securities Act, and that this transaction has not been reviewed by, passed
      on,
      or submitted to, any Federal or state agency or self-regulatory organization
      and
      that Subscriber is acquiring Convertible Notes solely upon the information
      provided in the Memorandum and the exhibits thereto.

     

    D. The
      Convertible Notes for which Subscriber hereby subscribes are being acquired
      solely for his, her or its account, for investment, and are not being purchased
      with a view to or for the resale, distribution, subdivision or fractionalization
      thereof. Subscriber has sufficient knowledge and experience in financial and
      business matters to enable Subscriber to evaluate the merits and risks of an
      investment in the Convertible Notes, and has not relied on the Placement Agent
      or anyone acting on its behalf for tax or economic advice in making the decision
      to subscribe for the Convertible Notes. Subscriber has been advised to consult
      with Subscriber’s own attorney regarding legal matters concerning the Company
      and to consult with Subscriber’s own tax advisor regarding the tax consequences
      of participating in the Company.

     

    E. Subscriber
      acknowledges and is aware of the following: (i) the Company was formed in 2004
      (upon taking control of an inactive public company and changing its name to
      Lantis Laser Inc.) to exploit the applications of new and patented advanced
      technologies in the dental field, and has limited financial and operating
      history; (ii) the Company’s current and proposed future business activities are
      highly speculative in nature and this investment is subject to the risks, among
      others, as are described under the caption “Certain Risk Factors” in the
      Memorandum; (iii) there are substantial restrictions on the transferability
      of
      the Convertible Notes (and, unless and until registered in accordance with
      the
      requirements of the Securities Act, on the transferability of company common
      stock into which the Convertible Notes can be converted); (iv) the Convertible
      Notes will not be, and Subscribers will have no rights to require that the
      Convertible Notes be, registered under the Securities Act and there will be
      no
      public market for the Convertible Notes; (v) it may not be possible for
      Subscriber to liquidate his, her or its investment in the Company; and (vi)
      the
      tax effects which may be expected by Subscriber are not susceptible to precise
      prediction and future legislation, future rulings of the Internal Revenue
      Service and court decisions may have an adverse effect on one or more of the
      tax
      consequences elected by the Company.

     

    F. Neither
      the Placement Agent nor anyone on its behalf has made any representations
      (whether written or oral) to Subscriber (i) regarding the future performance
      of
      the Company, or (ii) that the past performance or experience on the part of
      the
      Company or any of its affiliates may be relied upon in any way to predict or
      indicate the investment results to be achieved by the Company.

     

    G. Subscriber
      acknowledges that neither the Placement Agent nor any other person acting on
      its
      behalf has offered to sell Convertible Notes to Subscriber by means of any
      form
      of general solicitation or general advertising.


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    


    I.  USA
      Patriot Act Representations.

    


    Subscribers
      are directed to review the OFAC website at www.treas.gov.ofac
      before
      making the following representations.

     

       The
      subscriber represents that the amounts contributed by it to the Company were
      not
      and are not directly or indirectly derived from activities that may contravene
      federal, state or international laws and regulations, including anti-money
      laundering laws and regulations.

    


    Federal
      regulations and executive Orders administered by the U.S. Treasury Department’s
      Office of Foreign Assets Control (“OFAC”) prohibit, among other things, the
      engagement in transaction with, and the provision of services to, certain
      foreign countries, territories, entities and individuals. The lists of OFAC
      prohibited countries, territories, persons and entities can be found at the
      OFAC
      website. In addition, the programs administered by OFAC prohibit dealing with
      individuals or entities in certain countries regardless of whether such
      individuals or entities appear on the OFAC lists.

    


    The
      subscriber hereby represents that, to the best of his, her or its knowledge,
      neither of:

    

      
        	 	
                1.

              	
                the
                  subscriber;

              
	 	
                2.

              	
                any
                  person controlling or controlled by the subscriber;

              
	 	
                3.

              	
                if
                  the subscriber is a privately held entity, any person having
                  a beneficial interest in the subscriber; or

              
	 	
                4.

              	
                any
                  person for whom the subscriber is acting as agent or
                  nominee connection with this
                  investment.

              


      



    is
      a
      country, territory, individual, or entity named on the OFAC list, nor is a
      person or entity prohibited under the OFAC programs.

    


    If
      an
      existing subscriber cannot make these representations, the Company may require
      the withdrawal of its Convertible Notes. The subscriber agrees promptly to
      notify the Placement Agent should the subscriber become aware of any change
      in
      the information set forth in the representations. The subscriber is advised
      that, by law, the Company may be required to disclose the identity of the
      subscriber to OFAC. 

    


    NOTE:
      ALL SUBSCRIBERS MUST PROVIDE A CURRENT VALID DRIVER’S LICENSE OR PASSPORT AT THE
      TIME THEY SUBMIT THEIR SIGNED SUBSCRIPTION AGREEMENT.

     

    5.Indemnification.
      Subscriber agrees to indemnify and hold harmless the Company and the Placement
      Agent, and each of their employees, agents, and attorneys, from and against
      any
      and all loss, liability, claims, damage, and expense (including any expense
      reasonably incurred in investigating, preparing or defending against any
      litigation commenced or threatened or any claim whatsoever) related to any
      false
      representation or warranty or any breach of agreement by Subscriber contained
      herein or in any other document furnished by the Subscriber to the Company
      or
      the Placement Agent in connection with the purchase of Convertible
      Notes.

     

    6.Application
      Binding on Subscriber’s Successors.
      The
      representations, warranties and agreements in this Subscription Application
      and
      Agreement shall be binding on Subscriber’s successors, assigns, heirs and legal
      representatives and shall inure to the benefit of the respective successors
      and
      assigns of the Company and the Placement Agent.

     

    7.Arbitration.
      Any
      controversy between Subscriber and the Company or the Placement Agent involving
      the Company, or this Subscription Application and Agreement, will be submitted
      to arbitration on the request of any party to any such controversy in Monmouth
      County, New Jersey. The arbitration will comply with and be governed by the
      provisions of the commercial arbitration rules of the American Arbitration
      Association and no party to any such controversy shall be entitled to any
      punitive damages. Judgment may be entered upon any award granted in any such
      arbitration in any court of competent jurisdiction in
      the
      county and state in which the Placement Agent maintains its principal office
      at
      the
      time the award is rendered. By signing this Subscription Application and
      Agreement, Subscriber agrees to waive his, her or its right to seek remedies
      in
      court, including any right to a jury trial; provided,
      however,
      that
      nothing in this paragraph will constitute a waiver of any right any party to
      this Subscription Application and Agreement may have to choose a judicial forum
      to the extent such a waiver would violate applicable law.


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    8.
      Governing Law.
      This
      Subscription Application and Agreement shall be governed by the laws of the
      State of New
      Jersey as
      such
      laws are applied to agreements that are made in New
      Jersey by
      New
      Jersey residents
      and that are to be performed wholly within New
      Jersey,
      excluding the conflict-of-laws rules of New
      Jersey.

     

    SUBSCRIPTION
      AMOUNT:
      Subscriber hereby agrees to invest the following amount in Convertible Notes
      in
      Lantis Laser Inc.:

     

    $________________________________

     

    Subscriber
      represents and warrants that the information provided above is true and correct
      in all material respects. By signing below, Subscriber agrees to purchase the
      Company’s Convertible Notes under the terms and conditions of this Subscription
      Application and Agreement.
      Subscriber has received and read this Subscription Application and Agreement.
      Each person signing below represents and warrants that he, she or it has all
      requisite power and authority to execute this Subscription Application and
      Agreement.

     

    SIGNATURE

     

    
      	
              SIGNATURE
                FOR INDIVIDUAL, IRA OR SELF- DIRECTED PLAN
                SUBSCRIBER:

            	 	SIGNATURE
              FOR COMPANY, CORPORATION, TRUST OR OTHER ENTITY
              SUBSCRIBER:
	 	 	 
	
              (Signature) 

            	 	
               (Signature)

            
	 	 	 
	
              (Print
                Name)

            	 	
               (Print
                Name)

            
	 	 	 
	
              (Signature
                of Joint Subscriber, if any)

            	 	
               (Print
                Title of Person Signing)

            
	 	 	 	 
	 	 	Date:  	
               

            
	
              (Print
                Name of Joint Subscriber, if any)

            	 	 	 

     

    Date:
      ______________________________

    

      
        	 


      

       

    

    ACCEPTED:

     

    LANTIS
      LASER INC.

    


    
      	
              BY: 

            	
               

            
	 	
              
                Stan Baron, Chairman and Chief Executive Officer

              

            


    


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    


    ADDITIONAL
      REPRESENTATION WITH RESPECT TO

    INVESTMENT
      BY AN IRA OR SELF-DIRECTED PENSION PLAN

    


    (Please
      complete this only if you are an IRA or Self-Directed Pension Plan
      investor)

    


    If
      the
      Subscriber is an IRA or self-directed pension plan, the individual who
      established the IRA or the individual who directed the pension plan’s
      investments in the Company, as the case may be, the “Fiduciary”: (i) has
      directed the custodian or trustee of the Subscriber to execute this Agreement
      on
      the signature line set forth on the previous page, and (ii) has signed below
      to
      indicate that he or she has reviewed, directed and certifies to the accuracy
      of
      the representations and warranties made by the Subscriber herein.

    


    
      	
               

            
	
              Name

            
	
               

            
	
              Signature

            


    

    


    
      	
              Name
                and Address of Custodian

            
	
              and
                Contact Individual:

            
	 
	
               

            
	 
	
               

            
	 
	
               

            
	 
	
              Account
                or other Reference Number:

            
	 
	
               

            
	 
	
              Custodian’s
                Tax I.D. Number: