Filed by Automated Filing Services Inc. (604) 609-0244 - Papertradex (US) Inc. - Exhibit 10.12






EXHIBIT 10.12

THE SECURITIES OFFERED HEREBY HAVE NOT BEEN REGISTERED UNDER
THE SECURITIES ACT OF 1933 (THE "ACT"), AND ARE BEING OFFERED AND SOLD IN
RELIANCE UPON EXEMPTIONS FROM THE REGISTRATION REQUIREMENTS OF THE ACT. SUCH
SECURITIES MAY NOT BE REOFFERED FOR SALE OR RESOLD OR OTHERWISE TRANSFERRED
UNLESS THEY ARE REGISTERED UNDER THE APPLICABLE PROVISIONS OF THE ACT OR ARE
EXEMPT FROM SUCH REGISTRATION. THESE SECURITIES HAVE NOT BEEN APPROVED OR
DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION (THE "COMMISSION") OR BY
ANY STATE SECURITIES ADMINISTRATION OR REGULATORY AUTHORITY.

SUBSCRIPTION AGREEMENT

CENSOX TECHNOLOGIES INC

SUBSCRIPTION AGREEMENT (the “Subscription Agreement”)
made effective as of the 25th of May, 2005 between CENSOX TECHNOLOGIES INC.
a Nevada corporation (the "Company") and the undersigned subscriber
(the "Subscriber").

WHEREAS:

A.      The Company has approved the
offering of up to 500,000 shares of the Company’s common shares, no par value at
a price of $0.001 per share to founders of the Company (the “Offering”).

B.      The Subscriber is a founder of
the Company and desires to acquire the number of common shares of the Company as
set forth on the execution page of this Agreement (the "Shares") on the terms
and subject to the conditions of this Subscription Agreement.

C.      The Company desires to accept
the Subscriber’s subscription for the Shares.

NOW, THEREFORE, for and in consideration of the premises
and the mutual covenants hereinafter set forth, the parties hereto do hereby
agree as follows:

	1. 	SUBSCRIPTION FOR SHARES



1.1      Subject to the terms and
conditions hereinafter set forth, the Subscriber hereby subscribes for and
agrees to purchase the Shares from the Company at a price equal to $0.001 US per
Share and the Company agrees to sell the Shares to the Subscriber

1.2      The purchase price is payable
by the Subscriber to the Company contemporaneously with the execution and
delivery of this Subscription Agreement.

1.3      The certificates representing
the Shares sold pursuant to this Offering will be “restricted shares”, as
contemplated under United States Securities Act of 1933, and will be
endorsed with the following legend:

	 	
      “THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE
      NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 (THE
      "ACT"), AND HAVE BEEN ISSUED IN RELIANCE UPON EXEMPTIONS FROM THE
      REGISTRATION REQUIREMENTS OF THE ACT. SUCH SECURITIES MAY
      NOT BE REOFFERED FOR SALE OR RESOLD OR OTHERWISE
      TRANSFERRED UNLESS THEY ARE REGISTERED UNDER THE
      APPLICABLE PROVISIONS OF THE ACT OR ARE EXEMPT FROM SUCH
      REGISTRATION.”
	 


1.4      The Subscriber hereby
authorizes and directs the Company to deliver the securities to be issued to
such Subscriber pursuant to this Subscription Agreement to the Subscriber’s
address indicated herein.





	2. 	REPRESENTATIONS AND WARRANTIES BY
      SUBSCRIBER 



	2.1 	The Subscriber hereby severally represents and
      warrants to the Company as follows: 



	 	(a) 	
      the Subscriber recognizes that the purchase of Shares
      involves a high degree of risk in that the Company has only recently
      commenced its proposed business and will require substantial funds in
      addition to the proceeds of this subscription;

	 	 	 
	 	(b) 	
      an investment in the Company is highly speculative and
      only investors who can afford the loss of their entire investment should
      consider investing in the Company and the Shares;

	 	 	 
	 	(c) 	
      the Subscriber has such knowledge and experience in
      finance, securities, investments, including investment in non-listed and
      non registered securities, and other business matters so as to be able to
      evaluate the merits and risks of an investment in the Company’s common
      stock and to otherwise protect its interests in connection with this
      transaction;

	 	 	 
	 	(d) 	
      the Subscriber has been afforded access to information
      about the Company and the Company’s financial condition, results of
      operations, business, properties, management and prospects sufficient it
      to evaluate its investment in the Shares. The Subscriber further
      represents that it has had an opportunity to ask questions and receive
      answers from the directors and officers of the Company regarding the terms
      and conditions of the Offering and the business, properties, prospects and
      financial condition of the Company, each as is necessary to evaluate the
      merits and risks of investing in the Shares. The Subscriber believes it
      has received all the information it considers necessary or appropriate for
      deciding whether to purchase the Shares. The Subscriber has had full
      opportunity to discuss this information with the Subscriber’s legal and
      financial advisers prior to execution of this Agreement.

	 	 	 
	 	(e) 	
      the Subscriber acknowledges that no market for the Shares
      presently exists and none may develop in the future and accordingly the
      Subscriber may not be able to liquidate its investment;

	 	 	 
	 	(f) 	
      the Subscriber hereby acknowledges that this offering of
      Shares by the Company has not been reviewed by the United States
      Securities and Exchange Commission ("SEC") and that, if the Subscriber is
      a resident of the United States, the Shares are being issued by the
      Company pursuant to an exemption from registration provided by Section
      4(2) to the United States Securities Act;

	 	 	 
	 	(g) 	
      the Subscriber is acquiring the Shares as principal for
      the Subscriber's own benefit;

	 	 	 
	 	(h) 	
      the Subscriber is not aware of any advertisement of the
      Shares;

	 	 	 
	 	(i) 	
      the Subscriber is acquiring the Shares subscribed to
      hereunder as an investment for Subscriber's own account, not as a nominee
      or agent, and not with a view toward the resale or distribution of any
      part thereof, and Subscriber has no present intention of selling, granting
      any participation in, or otherwise distributing the same;

	 	 	 
	 	(j) 	
      the Subscriber does not have any contract, undertaking,
      agreement or arrangement with any person to sell, transfer or grant
      participation to such person, or to any third person, with respect to any
      of the Shares sold hereby;

	 	 	 
	 	(k) 	
      the Subscriber has full power and authority to enter into
      this Agreement which constitutes a valid and legally binding obligation,
      enforceable in accordance with its terms.




	3. 	
      REPRESENTATIONS BY THE COMPANY

	 	 
	3.1 	
      The Company represents and warrants to the Subscriber
      that:



2





	 	(a) 	
      the Company is a corporation duly organized, existing and
      in good standing under the laws of the State of Nevada and has the
      corporate power to conduct the business which it conducts and proposes to
      conduct;

	 	 	 
	 	(b) 	
      upon issue, the Shares will be duly and validly issued,
      fully paid and non-assessable common shares in the capital of the
      Company.




	4. 	MISCELLANEOUS 


4.1      Notwithstanding the place
where this Subscription Agreement may be executed by any of the parties hereto,
the parties expressly agree that all the terms and provisions hereof shall be
construed in accordance with and governed by the laws of the State of
Nevada.

4.2      The parties agree to execute
and deliver all such further documents, agreements and instruments and take such
other and further action as may be necessary or appropriate to carry out the
purposes and intent of this Subscription Agreement.

IN WITNESS WHEREOF, this Subscription Agreement is
executed as of the day and year first written above.

	Number of Shares Subscribed For: 	500,000 Shares 
	  	  
	SUBSCRIBER: 	  
	Signature of Subscriber: 	/s/ Timothy Cocker 
	Name of Subscriber: 	Timothy Cocker 
	Address of Subscriber: 	7816 Uplands Way Suite A, 
	  	Citrus Heights, CA 95610 
	  	  
	  	  
	ACCEPTED BY: 	  
	CENSOX TECHNOLOGIES INC. 	  
	Signature of Authorized Signatory: 	/s/ Timothy Cocker 
	Name of Authorized Signatory: 	Timothy Cocker 
	Position of Authorized Signatory: 	Director 
	Date of Acceptance: 	 
    


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