SUBSCRIPTION
      AGREEMENT

    


    This
      Subscription Agreement (this “Agreement”) is being delivered to you in
      connection with your investment in New Design Cabinets, Inc., a Nevada
      corporation (the “Company”) that will change its name to Stratos Renewables
      Corporation, promptly following the closing of the offering described herein.
      The Company is conducting a private placement (the “Private Placement”) of
      common stock, $.001 par value (the “Common Stock”), of up to $10.0 million. Each
      share of Common Stock will be sold for $0.70 per share. Fractional shares of
      Common Stock received by the undersigned will be rounded down. For every two
      (2)
      shares of Common Stock purchased by an investor, the investor will receive
      one
      (1) warrant to purchase one (1) share of Common Stock, at an exercise price
      of
      $.75 per share (the “Warrant”). Fractional Warrants received by the undersigned
      will be rounded down. The Warrants shall have a “cashless” exercise provision
      and shall be exercisable for five (5) years from the closing date of the Private
      Placement. The terms of the Warrants are more fully described in the “Form of
      Warrant” attached hereto as Exhibit
      A.
      

    


    All
      funds
      received in the Private Placement shall be held in escrow by 1st
      Century
      Bank (the “Escrow Agent”) and, upon fulfillment of the other conditions
      precedent set forth herein, shall be released from escrow and delivered to
      the
      Company at which time the securities subscribed for as further described below
      shall be delivered to you.

    


    The
      Company reserves the right to withdraw or cancel the Private Placement and
      to
      accept or reject any subscription in whole or in part, in its sole discretion.
      The closing of the Private Placement is conditioned upon the closing of the
      Share Exchange (as defined below); provided, however, in no way is the closing
      of the Private Placement conditioned upon a minimum amount raised by the Company
      in the Private Placement, or the closing of the Bridge Financing or Series
      A
      Private Placement (as defined below).

    


    The
      securities being subscribed for hereby are highly speculative, involve a high
      degree of risk, and should be purchased only by persons who can afford the
      loss
      of their entire investment.

    


    CAUTIONARY
      STATEMENT

    


    This
      Agreement contains material non-public information within the meaning of
      Regulation FD promulgated by the Securities and Exchange Commission (the “SEC”)
      including the Share Exchange, the Private Placement, the Series A Private
      Placement and the Bridge Financing (as discussed below) (the “Material
      Non-Public Information”). By accepting this Agreement, you hereby agree that you
      will use the Material Non-Public Information only in connection with your
      evaluation of the investment contemplated hereby and not for any other purpose,
      and you will not disclose the Material Non-Public Information to any other
      person without the Company’s prior written consent (which may be withheld in the
      Company’s sole discretion) or except as may be required by law or legal process.
      You also agree that you will direct your representatives not to disclose to
      any
      other person or entity the Material Non-Public Information.

    


    By
      accepting this Agreement, you agree that, until the transactions contemplated
      herein and hereby are consummated and publicly announced, or such earlier date
      as the Share Exchange, the Private Placement, the Series A Private Placement
      and
      the Bridge Financing are terminated (i) neither you nor your representatives
      will trade in the Company’s securities, and (ii) neither your nor your
      representatives will disclose the existence of the proposed transactions to
      any
      third party.

    


    THE
      SHARE
      EXCHANGE

    


    As
      a
      condition to the closing of the Private Placement, the Company will enter into
      a
      Share Exchange Agreement with Stratos del Peru SAC, a company organized under
      the laws of Peru (“Stratos”) and the stockholders of Stratos, to acquire 999
      shares of Stratos in exchange for 45,000,000 shares of Common Stock of the
      Company (the “Share Exchange”). 

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    


    In
      addition, effective as of the closing of the Share Exchange, Kenneth P. Laurent,
      the Company’s Chief Executive Officer, President and sole director, and Todd
      Laurent, the Company’s Secretary and Treasurer, will resign from all of their
      positions with the Company, and the following persons will be appointed as
      the
      Company’s officers and directors:

    


    
      	
              Name

            	 	
              Position

            
	
              Carlos
                Antonio Salas

            	 	
              Chief
                Executive Officer and Director

            
	
              Luis
                Humberto Goyzueta

            	 	
              President
                and Director

            
	
              Jorge
                Eduardo Aza

            	 	
              Chief
                Operating Officer

            
	
              Julio
                Cesar Alonso

            	 	
              Chief
                Financial Officer and Treasurer

            
	
              Gustavo
                Goyzueta

            	 	
              Secretary
                and Director

            
	
              Steven
                Magami

            	 	
              Chairman
                of the Board

            
	
              Luis
                Francisco de las Casas

            	 	
              Director

            


    

     

    Additional
      information concerning the Company’s officers and directors is set forth in the
      Confidential Information Memorandum (the “Memorandum”) provided herewith under
      the section entitled “Management.”

    


    THE
      PRIVATE PLACEMENT

    


    Immediately
      following the Share Exchange, the Company will close the Private Placement.
      Assuming the Private Placement is fully subscribed for, and that all $10.0
      million of Common Stock is purchased by the investors, immediately after the
      closing of the Private Placement, the investors in the Private Placement will
      own in the aggregate approximately 14,285,714 shares of Common Stock and
      7,142,857 shares of Common Stock underlying Warrants.

    


    The
      closing of the Private Placement is conditioned upon the closing of the Share
      Exchange; provided, however, in no way is the closing of the Private Placement
      conditioned upon a minimum amount raised by the Company in the Private
      Placement, or the closing of the Series A Private Placement or the Bridge
      Financing. Subscribers of securities in the Private Placement will not have
      the
      opportunity to vote on the Share Exchange prior to its completion.

    


    The
      full
      terms of the Private Placement are set forth below under the heading entitled
      “Subscription Procedures.”

    


    THE
      SERIES A PRIVATE PLACEMENT

    


    Immediately
      following the closing of the Share Exchange, the Company will also close a
      private placement of Series A preferred stock, $.001 par value (the “Series A
      Preferred Stock”) with a lead investor for $5.0 million (the “Series A Private
      Placement”). Each share of Series A Preferred Stock will be sold for $0.70 per
      share. Fractional shares of Series A Preferred Stock received by the investor
      will be rounded down. For every four (4) shares of Series A Preferred Stock
      purchased by the investor, the investor will receive one (1) warrant to purchase
      one (1) share of Common Stock, at an exercise price of $.75 per share.
      Fractional warrants received by the investor will be rounded down. The warrants
      will have a “cashless” exercise provision and will be exercisable for five (5)
      years from the closing date of the Series A Private Placement.

    


    All
      funds
      received in the Series A Private Placement will be held by the Escrow Agent
      and,
      upon fulfillment of the other conditions precedent set forth in the offering
      documents, will be released from escrow and delivered to the Company, at which
      time the securities subscribed for will be delivered to the
      investor.

     

    The
      completion of the Private Placement is conditioned upon the closing of the
      Share
      Exchange; provided, however, in no way is the closing of the Private Placement
      conditioned upon the closing of the Series A Private Placement. Subscribers
      of
      securities in the Series A Private Placement will not have the opportunity
      to
      vote on the Share Exchange prior to its completion.


    
      
        
        

      

      
        2

        
          

        

      

      
        
        

      

    


    Immediately
      after the closing of the Series A Private Placement, the investor in the Series
      A Private Placement will own in the aggregate approximately 7,142,857 shares
      of
      Series A Preferred Stock and 1,785,714 shares of Common Stock underlying the
      warrant.

    


    The
      holder of the Series A Preferred Stock will be entitled to additional rights,
      preferences and privileges, including, but not limited to, liquidation,
      anti-dilution, conversion, voting and registration rights, as more fully
      described in the Memorandum under the heading “Summary of the Series A Private
      Placement.”

    


    THE
      BRIDGE FINANCING

    


    Immediately
      following the closing of the Share Exchange, the Company will close a bridge
      financing with investors for up to $5.0 million (the “Bridge Financing”). The
      convertible promissory notes to be issued in connection with the Bridge
      Financing will bear interest at 10% per annum. The outstanding principal and
      all
      accrued and unpaid interest will be due and payable on the earlier of (i) three
      (3) months from the closing date of the Bridge Financing (the “Maturity Date”),
      and (ii) the consummation of the Company’s anticipated PIPE financing with
      institutional investors for at least $25.0 million, net of offering expenses
      (the “PIPE”). As consideration for making loans to the Company, the bridge note
      holders will be entitled to a 5% origination fee. In addition, the bridge note
      holders will receive one (1) warrant to purchase (1) share of Common Stock,
      at
      an exercise price of $.75 per share, for every $3.50 invested in the Company
      in
      connection with the Bridge Financing (the “Bridge Warrants”). The Bridge
      Warrants shall have a “cashless” exercise provision and shall be exercisable for
      three (3) years from the closing date of the Bridge Financing.

    


    Upon
      the
      earlier to occur of the Maturity Date or the consummation of the PIPE, the
      bridge note holders will be entitled to repayment (in cash or in Common Stock)
      equal to 25% in excess of the principal and accrued interest then due and
      outstanding under the terms of the notes (the “Repayment Amount”). At such time,
      the bridge note holders will have the right to convert (in whole or in part)
      110% of the Repayment Amount into shares of Common Stock of the Company at
      the
      fair market value of each share of Common Stock, or at the price per share
      of
      Common Stock sold to investors in the PIPE, as the case may be.

    


    Upon
      the
      consummation of the PIPE, the Company will file a registration statement (the
      “Registration Statement”) covering, for the bridge note holders, 100% of their
      shares of the Company’s Common Stock issuable upon conversion of the Repayment
      Amount (if any), and the Common Stock issuable upon conversion of the Bridge
      Warrants. The bridge note holders will be entitled to the same registration
      rights as the set forth in Section 6 of this Agreement, governing the
      registration rights of the investors in the Private Placement. 

    


    The
      completion of the Private Placement is conditioned upon the closing of the
      Share
      Exchange; provided, however, in no way is the closing of the Private Placement
      conditioned upon the closing of the Bridge Financing. Subscribers of securities
      in the Bridge Financing will not have the opportunity to vote on the Share
      Exchange prior to its completion.

    


    CAPITALIZATION

     

    Upon
      completion of the Share Exchange and after giving effect to the Private
      Placement and Series A Private Placement, the ownership of the Company will
      be
      approximately as follows (excluding, (i) the shares of Common Stock underlying
      the Warrants to be issued to the investors in the Private Placement, (ii) the
      shares of Common Stock underlying the warrant to be issued to the investor
      in
      the Series A Private Placement, (iii) the shares of Common Stock underlying
      the
      outstanding convertible promissory notes that may be issued to the bridge note
      holders in connection with the Bridge Financing and (iv) the shares of Common
      Stock underlying the Bridge Warrants to be issued to the bridge note holders
      in
      connection with the Bridge Financing):


    
      
        
        

      

      
        3

        
          

        

      

      
        
        

      

    


    
      	 	 	
              Percentage of

            	 
	
               

            	 	
              Ownership(1)

            	 
	
               

            	 	
                                                   

            	 
	
              Old
                NDCI Stockholders

            	 	 	
              13.1

            	
              %

            
	
              Former
                Stratos Stockholders

            	 	 	
              58.9

            	
              %

            
	
              Private
                Placement Investors

            	 	 	
              18.7

            	
              %

            
	
              Series
                A Private Placement Investor

            	 	 	
              9.3

            	
              %

            


    

    


    (1)
      Based
      on 76,428,571 shares of capital stock issued and outstanding (assuming all
      7,142,857 shares of Series A Preferred Stock are converted into Common Stock
      on
      a 1:1 basis).

    


    If
      the bridge note holders elect to convert any or all of their notes at the
      Maturity Date or upon the consummation of the PIPE, investors in the Private
      Placement could suffer dilution in terms of their percentage ownership in the
      Company. In addition, if any of the warrant holders exercise their warrants
      prior to the expiration of the term of such warrants, the Company may be
      required to issue
      a significant number of shares of Common Stock to such warrant holders, which
      could result in dilution to the investors in the Private
      Placement.

    


    SUBSCRIPTION
      PROCEDURES

    


    1. SUBSCRIPTION
      AND PURCHASE PRICE

    


    1.1. Subscription.
      Subject to the conditions set forth in Section 2 hereof, the undersigned hereby
      subscribes for and agrees to purchase the number of shares of Common Stock
      indicated on page 15 hereof on the terms and conditions described herein and
      the
      Company hereby agrees to issue and sell such shares of Common Stock to the
      undersigned on the terms and conditions described herein. Fractional shares
      of
      Common Stock received by the undersigned will be rounded down. In connection
      therewith, the undersigned agrees and acknowledges that for every two (2) shares
      of Common Stock purchased by the undersigned, the undersigned will receive
      one
      (1) Warrant to purchase one (1) share of Common Stock on the terms and subject
      to the conditions described in the “Form of Warrant” attached hereto as
Exhibit
      A.
      Fractional Warrants received by the undersigned will be rounded down.


    


    1.2. Purchase
      of Securities. The undersigned understands and acknowledges that the purchase
      price to be remitted to the Company in exchange for one (1) share of Common
      Stock shall be $0.70 per share, for an aggregate purchase price as set forth
      on
      page 15 hereof. Payment for the securities subscribed for hereunder shall be
      made by the undersigned by check or wire transfer, payable in United States
      dollars, in accordance with the specific wire instructions contained herein,
      with the undersigned’s delivery of this Agreement to the Company.

    


    2. ACCEPTANCE
      AND CLOSING PROCEDURES

    


    2.1. Irrevocable
      Obligation. The obligation of the undersigned to purchase the securities
      contemplated hereby and the obligation of the Company to issue and sell the
      securities contemplated hereby is irrevocable.

    


    2.2. Closing.
      The closing (the “Closing”) shall take place at the offices of Loeb & Loeb
      LLP, 10100 Santa Monica Boulevard, Suite 2200, Los Angeles, CA 90067, or such
      other place as determined by the Company, on a Business Day (the “Closing
      Date”), or such other date as is mutually agreed to by the parties and the
      undersigned. “Business Day” shall mean from the hours of 9:00 a.m. (P.S.T.)
      through 5:00 p.m. (P.S.T.) of a day other than a Saturday, Sunday or other
      day
      on which commercial banks in Los Angeles, California are authorized or required
      to be closed.


    
      
        
        

      

      
        4

        
          

        

      

      
        
        

      

    


    3. U.S.
      INVESTOR REPRESENTATIONS AND WARRANTIES

    


    Each
      investor who is a U.S. Person (as defined below) hereby acknowledges, agrees
      with and represents and warrants to the Company and its affiliates, as
      follows:

    


    (a) The
      undersigned has full power and authority to enter into this Agreement, the
      execution and delivery of which has been duly authorized, if applicable, and
      this Agreement constitutes a valid and legally binding obligation of the
      undersigned enforceable against the undersigned in accordance with its terms,
      except as such enforceability may be limited by general principles of equity
      or
      to applicable bankruptcy, insolvency, reorganization, moratorium, liquidation
      and other similar laws relating to, or affecting generally, the enforcement
      of
      applicable creditors’ rights and remedies.

    


    (b) The
      undersigned acknowledges his understanding that the offering and sale of the
      Common Stock and Warrants is intended to be exempt from registration under
      the
      Securities Act of 1933, as amended (the “Securities Act”), by virtue of Section
      4(2) of the Securities Act and the provisions of Regulation D promulgated
      thereunder (“Regulation D”). In furtherance thereof, the undersigned further
      represents and warrants to the Company and its affiliates as
      follows:

    


    (i) The
      undersigned is acquiring the Common Stock and Warrants solely for the
      undersigned’s own beneficial account, for investment purposes, and not with view
      to, or resale in connection with, any distribution of the shares of Common
      Stock, or shares of Common Stock to be received when the Warrants are exercised,
      except pursuant to sale registered or exempted under the Securities Act;
      provided, however, that by making the representations herein, the undersigned
      does not agree to hold any of the securities for any minimum or other specific
      term and reserves the right to dispose of the securities at any time in
      accordance with, or pursuant to, a registration statement or an exemption under
      the Securities Act.

    


    (ii) The
      undersigned has the financial ability to bear the economic risk of the
      undersigned’s investment, has adequate means for providing for the undersigned’s
      current needs and contingencies, and has no need for liquidity with respect
      to
      the undersigned’s investment in the Company.

    


    (iii) The
      undersigned and the undersigned’s attorney, accountant, purchaser representative
      and/or tax advisor, if any (collectively, “Advisors”), has such knowledge and
      experience in financial and business matters as to be capable of evaluating
      the
      merits and risks of the prospective investment in the Company. If other than
      an
      individual, the undersigned also represents it has not been organized for the
      purpose of acquiring the Common Stock and Warrants.

    


    (c) The
      information in the “Investor Questionnaire,” attached hereto as Exhibit
      B,
      completed and executed by the undersigned (the “Investor Questionnaire”) is
      accurate and true in all material respects, and the undersigned is an
“accredited investor,” as that term is defined in Rule 501(a) of Regulation
      D.

    


    (d) The
      undersigned is not relying on the Company or its affiliates with respect to
      economic considerations involved in this investment.

    


    (e) The
      undersigned understands and agrees that the undersigned must bear the economic
      risk of the undersigned’s purchase because, among other reasons, neither the
      Common Stock nor the securities underlying the Warrants have been registered
      under the Securities Act or under the securities laws of any state and,
      therefore, cannot be resold, assigned or otherwise disposed of unless they
      are
      subsequently registered under the Securities Act and under the applicable
      securities laws of such states, or an exemption from such registration is
      available. In particular, the undersigned is aware that the securities being
      purchased hereunder are “restricted securities”, as such term is defined in Rule
      144 promulgated under the Securities Act (“Rule 144”), and they may not be sold
      pursuant to Rule 144 unless all of the conditions of Rule 144 are
      met.

    


    (f) No
      representations or warranties have been made to the undersigned by the Company
      or any of its officers, employees, agents, affiliates or subsidiaries, other
      than any representations of the Company contained herein, and in subscribing
      for
      the Common Stock and Warrants the undersigned is not relying upon any
      representations other than any contained herein; provided that nothing contained
      herein shall modify, amend or affect the undersigned’s right to rely on the
      Company’s representations and warranties contained herein.


    
      
        
        

      

      
        5

        
          

        

      

      
        
        

      

    


    (g) The
      undersigned understands and acknowledges that the undersigned’s purchase of the
      securities is a speculative investment that involves a high degree of risk
      and
      the potential loss of the undersigned’s entire investment.

    


    (h) The
      undersigned understands and agrees that the certificates for the Common Stock
      being purchased hereunder shall bear substantially the following legend until
      (i) such securities shall have been registered under the Securities Act pursuant
      to a registration statement that has been declared effective or (ii) in the
      opinion of counsel reasonably acceptable to the Company, such securities may
      be
      sold without registration under the Securities Act as well as any applicable
      “Blue Sky” or state securities laws:

    


    THE
      SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE
      SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY APPLICABLE
      STATE SECURITIES LAWS. SUCH SECURITIES HAVE BEEN ACQUIRED FOR INVESTMENT
      PURPOSES AND MAY NOT BE OFFERED FOR SALE, SOLD, DELIVERED AFTER SALE,
      TRANSFERRED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION
      STATEMENT FILED BY THE ISSUER WITH THE SECURITIES AND EXCHANGE COMMISSION
      COVERING SUCH SECURITIES UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL
      SATISFACTORY TO THE ISSUER THAT SUCH REGISTRATION IS NOT REQUIRED.
      NOTWITHSTANDING THE FOREGOING, THE SECURITIES MAY BE PLEDGED IN CONNECTION
      WITH
      A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN OR FINANCING ARRANGEMENT SECURED BY
      THE
      NOTES.

    


    (i) The
      undersigned understands and agrees that the Warrants being issued hereunder
      shall bear the legend set forth on the “Form of Warrant,” attached hereto as
Exhibit
      A,
      until
      (i) such shares of Common Stock underlying the Warrants shall have been
      registered under the Securities Act pursuant to a registration statement that
      has been declared effective or (ii) in the opinion of counsel reasonably
      acceptable to the Company, such securities may be sold without registration
      under the Securities Act as well as any applicable “Blue Sky” or state
      securities laws.

    


    (j) Neither
      the SEC nor any state securities commission has approved the Common Stock or
      Warrants, or passed upon or endorsed the merits of the Private Placement or
      confirmed the accuracy or determined the adequacy of any information provided
      to
      the undersigned by the Company.

    


    (k) The
      undersigned and the undersigned’s Advisors, if any, have had a reasonable
      opportunity to ask questions of and receive answers from a person or persons
      acting on behalf of the Company concerning the Private Placement and the
      business, financial condition, results of operations and prospects of the
      Company, and all such questions have been answered to the reasonable
      satisfaction of the undersigned and the undersigned’s Advisors, if
      any.

    


    (l) The
      undersigned is unaware of, is in no way relying on, and did not become aware
      of
      the Private Placement through or as a result of, any article, notice,
      advertisement or other communication published in any newspaper, magazine or
      similar media or broadcast over television, radio or over the Internet, in
      connection with the offering and sale of the Common Stock and Warrants and
      is
      not subscribing for the securities and did not become aware of the offering
      of
      the securities through or as a result of any seminar or meeting to which the
      undersigned was invited by, or any solicitation of a subscription by, a person
      not previously known to the undersigned in connection with investments in
      securities generally.

     

    (m) The
      undersigned has not engaged any placement agent, financial advisor or broker,
      which would give rise to any claim by any person for brokerage commissions,
      finders’ fees or the like relating to this Agreement or the transactions
      contemplated hereby and, in turn, to be paid to other selected
      dealers.


    
      
        
        

      

      
        6

        
          

        

      

      
        
        

      

    


    (n) The
      foregoing representations, warranties and agreements shall survive the
      Closing.

    


    4. NON-U.S.
      INVESTOR REPRESENTATIONS AND WARRANTIES

    


    Each
      investor who is a Non-U.S. Person (as defined below) hereby represents and
      warrants to the Company as follows:

     

    (a)This
      Agreement is made by the Company with such investor who is a Non-U.S. Person
      in
      reliance upon such Non-U.S. Person’s representations, warranties and covenants
      made in this Section 4.

     

    (b)Such
      Non-U.S. Person has been advised and acknowledges that:

     

    (i)The
      Common Stock and the Common Stock underlying the Warrants have not been, and
      when issued, will not be registered under the Securities Act, the securities
      laws of any state of the United States or the securities laws of any other
      country.

     

    (ii)In
      issuing and selling the Common Stock and Warrants to such Non-U.S. Person
      pursuant hereto, the Company is relying upon the “safe harbor” provided by
      Regulation S and/or on Section 4(2) under the Securities Act.

     

    (iii) It
      is a
      condition to the availability of the Regulation S “safe harbor” that the Common
      Stock, the Warrants and the Common Stock underlying the Warrants not be offered
      or sold in the United States or to a U.S. Person until the expiration of a
      period of one (1) year following the Closing Date.

     

    (iv) Notwithstanding
      the foregoing, prior to the expiration of one (1) year after the Closing (the
      “Restricted Period”), the Common Stock, the Warrants and the Common Stock
      underlying the Warrants may be offered and sold by the holder thereof only
      if
      such offer and sale is made in compliance with the terms of this Agreement
      and
      either: (A) if the offer or sale is within the United States or to or for the
      account of a U.S. Person, the securities are offered and sold pursuant to an
      effective registration statement or pursuant to Rule 144 under the Securities
      Act or pursuant to an exemption from the registration requirements of the
      Securities Act; or (B) the offer and sale is outside the United States and
      to
      other than a U.S. Person.

     

    (c)As
      used
      in this Agreement, the term “United States” means and includes the United States
      of America, its territories and possessions, any State of the United States,
      and
      the District of Columbia, and the term “U.S. Person” means:

     

    (i) A
      natural
      person resident in the United States.

     

    (ii) Any
      partnership or corporation organized or incorporated under the laws of the
      United States.

     

    (iii) Any
      estate of which any executor or administrator is a U.S. person. 

     

    (iv) Any
      trust
      of which any trustee is a U.S. person.

     

    (v) Any
      agency or branch of a foreign entity located in the United States. 

     

    (vi) Any
      nondiscretionary account or similar account (other than an estate or trust)
      held
      by a dealer or other fiduciary for the benefit or account of a U.S.
      person.

     

    (vii) Any
      discretionary account or similar account (other than an estate or trust) held
      by
      a dealer or other fiduciary organized, incorporated and (if an individual)
      resident in the United States.


    
      
        
        

      

      
        7

        
          

        

      

      
        
        

      

    


    (viii) A
      corporation or partnership organized under the laws of any foreign jurisdiction
      and formed by a U.S. person principally for the purpose of investing in
      securities not registered under the Securities Act, unless it is organized
      or
      incorporated, and owned, by accredited investors (as defined in Rule 501(a)
      under the Securities Act) who are not natural persons, estates or
      trusts.

    


    As
      used
      in this Agreement, the term “Non-U.S. Person” means any person who is not a U.S.
      Person or is deemed not to be a U.S. Person under Rule 902(k)(2) of the
      Securities Act.

     

    (d)Such
      Non-U.S. Person agrees that with respect to the Common Stock, the Warrants
      and
      the Common Stock underlying the Warrants until the expiration of the Restricted
      Period:

     

    (i) Such
      Non-U.S. Person, its agents or its representatives have not and will not solicit
      offers to buy, offer for sale or sell any of the securities, or any beneficial
      interest therein in the United States or to or for the account of a U.S. Person
      during the Restricted Period.

     

    (ii) Notwithstanding
      the foregoing, prior to the expiration of the Restricted Period, the securities
      may be offered and sold by the holder thereof only if such offer and sale is
      made in compliance with the terms of this Agreement and either: (A) if the
      offer
      or sale is within the United States or to or for the account of a U.S. Person,
      the securities are offered and sold pursuant to an effective registration
      statement or pursuant to Rule 144 under the Securities Act or pursuant to an
      exemption from the registration requirements of the Securities Act; or (B)
      the
      offer and sale is outside the United States and to other than a U.S. Person.
      

     

    (iii) Such
      Non-U.S. Person shall not engage in hedging transactions with regard to the
      securities unless in compliance with the Securities Act.

    


    The
      foregoing restrictions are binding upon subsequent transferees of the
      securities, except for transferees pursuant to an effective registration
      statement. Such Non-U.S. Person agrees that after the Restricted Period, the
      securities may be offered or sold within the United States or to or for the
      account of a U.S. Person only pursuant to applicable securities
      laws.

     

    (e) Such
      Non-U.S. Person has not engaged, nor is it aware that any party has engaged,
      and
      such Non-U.S. Person will not engage or cause any third party to engage, in
      any
      directed selling efforts (as such term is defined in Regulation S) in the United
      States with respect to the Common Stock, the Warrants or the Common Stock
      underlying the Warrants.

     

    (f) Such
      Non-U.S. Person: (i) is domiciled and has its principal place of business
      outside the United States; (ii) certifies it is not a U.S. Person and is not
      acquiring the Common Stock or Warrants for the account or benefit of any U.S.
      Person; and (iii) at the time of the Closing Date, the Non-U.S. Person or
      persons acting on Non-U.S. Person’s behalf in connection therewith will be
      located outside the United States.

     

    (g) At
      the
      time of offering to such Non-U.S. Person and communication of such Non-U.S.
      Person’s order to purchase the Common Stock and Warrants and at the time of such
      Non-U.S. Person’s execution of this Agreement, the Non-U.S. Person or persons
      acting on Non-U.S. Person’s behalf in connection therewith were located outside
      the United States.

     

    (h) Such
      Non-U.S. Person is not a “distributor” (as defined in Regulation S) or a
“dealer” (as defined in the Securities Act).

     

    (i) Such
      Non-U.S. Person acknowledges that the Company shall make a notation in its
      stock
      books regarding the restrictions on transfer set forth in this Section 4
      and shall transfer such securities on the books of the Company only to the
      extent consistent therewith.

     

    
      
        
        

      

      
        8

        
          

        

      

      
        
        

      

    


    In
      particular, such Non-U.S. Person acknowledges that the Company shall refuse
      to
      register any transfer of the Common Stock, the Warrants or the Common Stock
      underlying the Warrants not made in accordance with the provisions of Regulation
      S, pursuant to registration under the Securities Act or pursuant to an available
      exemption from registration.

     

    (j) The
      undersigned understands and agrees that the certificates for the Common Stock
      being purchased hereunder shall bear substantially the following legend until
      (i) such securities shall have been registered under the Securities Act pursuant
      to a registration statement that has been declared effective or (ii) in the
      opinion of counsel reasonably acceptable to the Company, such securities may
      be
      sold without registration under the Securities Act as well as any applicable
      “Blue Sky” or state securities laws:

    


    THE
      SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES
      ACT
      OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND MAY NOT BE SOLD, TRANSFERRED,
      ASSIGNED, PLEDGED OR HYPOTHECATED EXCEPT IN ACCORDANCE WITH THE PROVISIONS
      OF
      REGULATION S PROMULGATED UNDER THE SECURITIES ACT, PURSUANT TO REGISTRATION
      UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM
      REGISTRATION. HEDGING TRANSACTIONS INVOLVING THE SHARES REPRESENTED HEREBY
      MAY
      NOT BE CONDUCTED UNLESS IN COMPLIANCE WITH THE SECURITIES ACT. THIS
      CERTIFICATE MUST BE SURRENDERED TO THE COMPANY OR ITS TRANSFER AGENT AS A
      CONDITION PRECEDENT TO THE SALE, PLEDGE, HYPOTHECATION OR ANY OTHER TRANSFER
      OF
      ANY INTEREST IN ANY OF THE SHARES REPRESENTED BY THIS CERTIFICATE.

    


    (k) The
      undersigned understands and agrees that the Warrants being issued hereunder
      shall bear the legend set forth on the “Form of Warrant”, attached hereto as
Exhibit
      A,
      until
      (i) the shares of Common Stock underlying the Warrants shall have been
      registered under the Securities Act pursuant to a registration statement that
      has been declared effective or (ii) in the opinion of counsel reasonably
      acceptable to the Company, such securities may be sold without registration
      under the Securities Act as well as any applicable “Blue Sky” or state
      securities laws.

    


    (l) The
      investor hereby represents that the investor is satisfied as to the full
      observance of the laws of such investor’s jurisdiction in connection with any
      invitation to subscribe for the securities, including (i) the legal requirements
      within such investor’s jurisdiction for the purchase of the securities, (ii) any
      foreign exchange restrictions applicable to such purchase, (iii) any
      governmental or other consents that may need to be obtained and (iv) the income
      tax and other tax consequences, if any, that may be relevant to the purchase,
      holding, redemption, sale or transfer of such securities. Such investor’s
      subscription and payment for, and such investor’s continued beneficial ownership
      of, the Common Stock, the Warrants and the Common Stock underlying the Warrants,
      will not violate any applicable securities or other laws of such investor’s
      jurisdiction.

     

    (m) The
      investor has full power and authority to enter into this Agreement, the
      execution and delivery of which has been duly authorized, if applicable, and
      this Agreement constitutes a valid and legally binding obligation of the
      undersigned enforceable against the undersigned in accordance with its terms,
      except as such enforceability may be limited by general principles of equity
      or
      to applicable bankruptcy, insolvency, reorganization, moratorium, liquidation
      and other similar laws relating to, or affecting generally, the enforcement
      of
      applicable creditors’ rights and remedies.

    


    (n) The
      information in the “Investor Questionnaire,” attached hereto as Exhibit
      B,
      completed and executed by the undersigned (the “Investor Questionnaire”) is
      accurate and true in all material respects.

     

    (o) The
      undersigned is not relying on the Company or its affiliates with respect to
      economic considerations involved in this investment.

    


    (p) The
      undersigned understands and agrees that the undersigned must bear the economic
      risk of the undersigned’s purchase because, among other reasons, neither the
      Common Stock nor the Common Stock underlying the Warrants have been registered
      under the Securities Act or under the securities laws of any state and,
      therefore, cannot be resold, assigned or otherwise disposed of unless they
      are
      subsequently registered under the Securities Act and under the applicable
      securities laws of such states, or an exemption from such registration is
      available. 


    
      
        
        

      

      
        9

        
          

        

      

      
        
        

      

    


    (q) No
      representations or warranties have been made to the undersigned by the Company
      or any of its officers, employees, agents, affiliates or subsidiaries, other
      than any representations of the Company contained herein, and in subscribing
      for
      the Common Stock and Warrants the undersigned is not relying upon any
      representations other than any contained herein; provided that nothing contained
      herein shall modify, amend or affect the undersigned’s right to rely on the
      Company’s representations and warranties contained herein.

    


    (r) The
      undersigned understands and acknowledges that the undersigned’s purchase of the
      securities is a speculative investment that involves a high degree of risk
      and
      the potential loss of the undersigned’s entire investment.

    


    (s) Neither
      the SEC nor any state securities commission has approved the Common Stock or
      Warrants, or passed upon or endorsed the merits of the Private Placement or
      confirmed the accuracy or determined the adequacy of any information provided
      to
      the undersigned by the Company.

    


    (t) The
      undersigned and the undersigned’s Advisors, if any, have had a reasonable
      opportunity to ask questions of and receive answers from a person or persons
      acting on behalf of the Company concerning the Private Placement and the
      business, financial condition, results of operations and prospects of the
      Company, and all such questions have been answered to the reasonable
      satisfaction of the undersigned and the undersigned’s Advisors, if
      any.

    


    (u) The
      undersigned is unaware of, is in no way relying on, and did not become aware
      of
      the Private Placement through or as a result of, any article, notice,
      advertisement or other communication published in any newspaper, magazine or
      similar media or broadcast over television, radio or over the Internet, in
      connection with the offering and sale of the Common Stock and Warrants and
      is
      not subscribing for the securities and did not become aware of the offering
      of
      the securities through or as a result of any seminar or meeting to which the
      undersigned was invited by, or any solicitation of a subscription by, a person
      not previously known to the undersigned in connection with investments in
      securities generally.

    


    (v) The
      undersigned has not engaged any placement agent, financial advisor or broker,
      which would give rise to any claim by any person for brokerage commissions,
      finders’ fees or the like relating to this Agreement or the transactions
      contemplated hereby and, in turn, to be paid to other selected
      dealers.

    


    (w) The
      foregoing representations, warranties and agreements shall survive the
      Closing.

    


    5. COMPANY”S
      REPRESENTATIONS AND WARRANTIES

    


    The
      Company hereby acknowledges, agrees with and represents and warrants to the
      undersigned, as follows:

    


    (a) The
      Company is duly organized and validly existing in good standing under the laws
      of Nevada, and has the requisite power and authority to own its properties
      and
      to carry on its business as now being conducted.

    


    (b) The
      Company has the corporate power and authority to execute and deliver this
      Agreement and issue the Common Stock and Warrants and to perform its obligations
      hereunder. This Agreement has been duly authorized, executed and delivered
      by
      the Company and is valid, binding and enforceable against the Company in
      accordance with its terms, except as such enforceability may be limited by
      general principles of equity or to applicable bankruptcy, insolvency,
      reorganization, moratorium, liquidation and other similar laws relating to,
      or
      affecting generally, the enforcement of applicable creditors’ rights and
      remedies.


    
      
        
        

      

      
        10

        
          

        

      

      
        
        

      

    


    (c) The
      Common Stock and Warrants to be issued to the undersigned pursuant to this
      Agreement, when issued and delivered in accordance with the terms of this
      Agreement, will be duly and validly issued and will be fully paid and
      nonassessable.

    


    (d) Neither
      the execution and delivery nor the performance of this Agreement by the Company
      will conflict with the Company’s Articles of Incorporation or Bylaws, as
      amended, as the case may be, or result in a breach of any terms or provisions
      of, or constitute a default under, any material contract, agreement or
      instrument to which the Company is a party or by which the Company is
      bound.

    


    (e) Other
      than in connection with the requisite filings under applicable “Blue Sky” laws
      and the filing with the SEC of a Form D, the Company is not required to obtain
      any consent, authorization or order of, or make any filing or registration
      with,
      any court, governmental agency or any regulatory or self-regulatory agency
      or
      any other person in order for it to execute, deliver or perform any of its
      obligations under or contemplated by this Agreement, in each case in accordance
      with the terms hereof or thereof.

    


    (f) Neither
      the Company, nor any of its affiliates, nor any person acting on its or their
      behalf, has engaged in any form of general solicitation or general advertising
      (within the meaning of Regulation D) in connection with the offer or sale of
      the
      Common Stock and Warrants.

    


    (g) This
      Agreement does not contain any untrue statement of a material fact or omit
      to
      state any material fact with respect to the Company necessary in order to make
      the statements made herein, in the light of the circumstances under which they
      were made, not misleading.

    


    (h) The
      Company has filed all reports, schedules, forms, statements and other documents
      required to be filed by it with the SEC (the “SEC Documents”) pursuant to the
      reporting requirements of the Securities Exchange Act of 1934, as amended (the
      “Exchange Act”). As of their respective dates, the financial statements of the
      Company included in the SEC Documents complied as to form in all material
      respects with applicable accounting requirements and the published rules and
      regulations of the SEC with respect thereto. Such financial statements have
      been
      prepared in accordance with generally accepted accounting principles,
      consistently applied, during the periods involved (except (i) as may be
      otherwise indicated in such financial statements or the notes thereto, or (ii)
      in the case of unaudited interim statements, to the extent they may exclude
      footnotes or may be condensed or summary statements) and fairly present in
      all
      material respects the financial position of the Company as of the dates thereof
      and the results of its operations and cash flows for the periods then ended
      (subject, in the case of unaudited statements, to normal year-end audit
      adjustments).

    


    (i) The
      Company is in compliance with all requirements for, and its Common Stock is
      quoted on the Electronic Over-the-Counter Bulletin Board system.

    


    (j) The
      authorized capital stock of the Company currently consists of 250,000,000 shares
      of Common Stock and 50,000,000 shares of preferred stock, $.001 par value (the
      “Preferred Stock”), of which 55,000,000 shares of Common Stock and no shares of
      Preferred Stock are issued and outstanding. Except as set forth below, there
      are
      no outstanding shares of Preferred Stock, options, rights, warrants, debentures,
      instruments, convertible securities or other agreements or commitments
      obligating the Company to issue any additional shares of its capital stock
      of
      any class. At the closing of the Bridge Financing, the bridge note holders
      will
      receive Bridge Warrants in the amount of (1) warrant to purchase (1) share
      of
      Common Stock, at an exercise price of $.75 per share, for every $3.50 invested
      in the Company in connection with the Bridge Financing. In addition, upon the
      earlier to occur of the Maturity Date or the consummation of the PIPE, the
      bridge note holders will be entitled to a Repayment Amount equal to 25% in
      excess of the principal and accrued interest then due and outstanding under
      the
      terms of the notes. At such time, the bridge note holders will have the right
      to
      convert (in whole or in part) 110% of the Repayment Amount into shares of Common
      Stock of the Company at the fair market value of each share of Common Stock,
      or
      at the price per share of Common Stock sold to investors in the PIPE, as the
      case may be. Lastly, concurrently with the Closing, the Company will close
      the
      Series A Private Placement. The investor in the Series A Private Placement
      will
      receive an aggregate of 7,142,857 shares of Series A Preferred Stock and a
      warrant to purchase 1,785,714 shares of Common Stock.


    
      
        
        

      

      
        11

        
          

        

      

      
        
        

      

    


    (k) Within
      the times and in the manner prescribed by law, the Company has filed all
      federal, state and local tax returns required by law and has paid all taxes,
      assessments and penalties due and payable.

    


    (l) The
      Company is not a defendant in any suit, action, arbitration, or legal,
      administrative or other proceeding, or governmental investigation which is
      pending or, to the best knowledge of the Company, threatened against or
      affecting the Company or its business, assets or financial condition. The
      Company is not in default with respect to any order, writ, injunction or decree
      of any federal, state, local or foreign court, department, agency or
      instrumentality applicable to it. The Company is not engaged in any material
      litigation to recover monies due to it.

    


    (m) The
      foregoing representations, warranties and agreements shall survive the
      Closing.

     

    6. REGISTRATION
      RIGHTS

    


    (a) The
      Company shall file a Registration Statement with the SEC covering the resale
      of
      the Common Stock and the shares of Common Stock into which the Warrants are
      exercisable (the “Warrant Shares”) no later than thirty (30) calendar days after
      the Company closes the PIPE (the “Filing Date”), except that if the SEC limits
      the number of securities that may be registered on the Registration Statement,
      such number of securities shall be cutback (in the following order) to comply
      with any such limitation imposed by the SEC: (i) shares of Common Stock
      underlying any and all warrants to be registered, (ii) Common Stock and (iii)
      shares of Common Stock underlying Series A Preferred Stock. Any required
      cutbacks shall be applied to the investors pro-rata in accordance with the
      number of securities sought to be included in such Registration Statement.
      The
      Company shall use its best efforts to have the Registration Statement declared
      effective by the SEC as soon as possible after the Filing Date.

    


    (b) If
      the
      Registration Statement is not filed within thirty (30) calendar days of the
      closing of the PIPE or is not declared effective by the SEC for any reason
      within one hundred fifty (150) calendar days after the closing of the PIPE,
      the
      Company will be required to pay the undersigned an amount (“Periodic Amount”)
      equal to 1.5% of the purchase price of the securities for each thirty (30)
      day
      period (pro rated for a shorter period), in each case until the Registration
      Statement is filed or declared effective, as the case may be. In no event will
      the aggregate Periodic Amounts exceed 10% of the purchase price of the
      securities. Periodic Amount payments shall be made by the Company to the
      investor if effectiveness of the Registration Statement is suspended for more
      than thirty (30) consecutive days. In no event shall the Company be liable
      for
      liquidated damages as to any shares of Common Stock or any Warrant Shares which
      are not permitted by the SEC to be included in the Registration Statement solely
      due to comments received by the Company from the SEC. 

    


    (c) The
      Company may request the undersigned to furnish the Company with such information
      with respect to the undersigned and the undersigned’s proposed distribution of
      securities being purchased hereunder pursuant to the Registration Statement
      as
      the Company may from time to time reasonably request in writing or as shall
      be
      required by law or by the SEC in connection therewith, and the undersigned
      agrees to furnish the Company with such information.

    


    7. MISCELLANEOUS
      PROVISIONS

    


    7.1. Modification.
      Neither this Agreement, nor any provisions hereof, shall be waived, modified,
      discharged or terminated except by an instrument in writing signed by the party
      against whom any waiver, modification, discharge or termination is
      sought.

    


    7.2. Notices.
      Any party may send any notice, request, demand, claim or other communication
      hereunder to the undersigned at the address set forth on the signature page
      of
      this Agreement or to the Company at the following address: 9440 Little Santa
      Monica Blvd., Suite 401, Beverly Hills, CA 90210, Attn: Katharine Alade,
      facsimile: (310) 402-5931, using any means (including personal delivery,
      expedited courier, messenger service, facsimile, ordinary mail or electronic
      mail), but no such notice, request, demand, claim or other communication will
      be
      deemed to have been duly given unless and until it actually is received by
      the
      intended recipient. Any party may change the address to which notices, requests,
      demands, claims and other communications hereunder are to be delivered by giving
      the other parties written notice in the manner herein set
      forth.


    
      
        
        

      

      
        12

        
          

        

      

      
        
        

      

    


    7.3. Counterparts;
      Facsimile Signature. This Agreement may be executed in two or more counterparts,
      each of which shall be deemed an original, but all of which together shall
      constitute one and the same instrument. This Agreement may be executed by
      facsimile signature, any which such signature shall be deemed an original
      signature for all purposes hereof.

    


    7.4. Binding
      Effect. Except as otherwise provided herein, this Agreement shall be binding
      upon, and inure to the benefit of, the parties to this Agreement and their
      heirs, executors, administrators, successors, legal representatives and assigns.
      If the undersigned is more than one person or entity, the obligation of the
      undersigned shall be joint and several and the agreements, representations,
      warranties and acknowledgments contained herein shall be deemed to be made
      by,
      and be binding upon, each such person or entity and his or its heirs, executors,
      administrators, successors, legal representatives and assigns.

    


    7.5. Assignability.
      This Agreement shall be binding upon and inure to the benefit of the parties
      and
      their respective successors and assigns, including any purchasers of the
      securities. The Company shall not assign this Agreement or any rights or
      obligations hereunder without the prior written consent of the holders of at
      least a majority of the aggregate number of securities issued and issuable
      hereunder. The undersigned may assign some or all of its rights hereunder in
      connection with transfer of any of its securities without the consent of the
      Company, in which event such assignee shall be deemed to be a buyer hereunder
      with respect to such assigned; provided, however, that any such assignee shall
      be deemed to have made, with respect to such assignee, all of the
      representations, warranties and covenants of the undersigned contained
      herein.

    


    7.6. Governing
      Law. This Agreement shall be governed by and construed in accordance with the
      laws of the State of Nevada, without giving effect to conflicts of law
      principles.

    


    [REMAINDER
      OF THE PAGE INTENTIONALLY LEFT BLANK]


    
      
        
        

      

      
        13

        
          

        

      

      
        
        

      

    


    WIRE
      TRANSFER INSTRUCTIONS

     

    (to
      be
      provided)


    
      
        
        

      

      
        14

        
          

        

      

      
        
        

      

    


    ALL
      SUBSCRIBERS MUST COMPLETE THIS PAGE

     

    IN
      WITNESS WHEREOF, the undersigned has executed this Agreement on the ___ day
      of
      ________, 2007.

     

    
      	
              ___________________*

            	 	
              X
                $0.70 for each share of Common Stock

            	 	
              =
                $

            	
              _____________________

            
	 Common
              Stock subscribed for	 	
            	 	 	
               Aggregate
                Purchase Price

            


    

     

    *
      Fractional shares of Common Stock will be rounded down.

     

    Warrants
      subscribed for = Total number of shares of Common Stock subscribed for / 2
      =
      _____________ (fractional interests will be rounded down).

     

    Manner
      in
      which Title is to be held (Please Check One):

     

    
      	
              1.

            	
              o

            	
              Individual

            	 	
              7.

            	
              o

            	
              Trust/Estate/Pension
                or Profit sharing Plan Date Opened: 

            
	 	 	 	 	 	 	 
	
              2.

            	
              o

            	
              Joint
                Tenants with Right of Survivorship

            	 	
              8.

            	
              o

            	
              As
                a Custodian for Under the Uniform Gift to Minors Act of the State
                of
                

            
	 	 	 	 	 	 	 
	
              3.

            	
              o

            	
              Community
                Property

            	 	
              9.

            	
              o

            	
              Married
                with Separate Property

            
	 	 	 	 	 	 	 
	
              4.

            	
              o

            	
              Tenants
                in Common

            	 	
              10.

            	
              o

            	
              Keogh

            
	 	 	 	 	 	 	 
	
              5.

            	
              o

            	
              Corporation/Partnership/
                Limited Liability Company

            	 	
              11.

            	
              o

            	
              Tenants
                by the Entirety

            
	 	 	 	 	 	 	 
	
              6.

            	
              o

            	
              IRA

            	 	 	 	 


    

     

    IF
      MORE
      THAN ONE SUBSCRIBER, EACH SUBSCRIBER MUST SIGN.

    INDIVIDUAL
      SUBSCRIBERS MUST COMPLETE PAGE 16.

    SUBSCRIBERS
      WHICH ARE ENTITIES MUST COMPLETE PAGE 17.


    
      
        
        

      

      
        15

        
          

        

      

      
        
        

      

    


    BY
      NATURAL PERSONS

     

    Exact
      Name in Which Title is to be Held

     

    
      	
              Name
                (Please Print)

            	 	
               

            	 
	
              Residence:
                Number and Street

            	 	
               

            	 
	
              City,
                State and Zip Code

            	 	
               

            	 
	
              Social
                Security Number (if applicable)

            	 	
               

            	 
	
              Telephone
                Number

            	 	
               

            	 
	
              Fax
                Number (if available)

            	 	
               

            	 
	
              E-Mail
                (if available)

            	 	
               

            	 
	
              (Signature)

            	 	
               

            	 


    

     

    ACCEPTED
      this ____ day of ________, 2007, on behalf of New Design Cabinets,
      Inc.

    

      
        	
                By:

              	
                 

              
	
                Name:
                  Luis Goyzueta

              
	
                Its:
                  President

              


      

    

     

    
      
        
        

      

      
        16

        
          

        

      

      
        
        

      

    


    EXECUTION
      BY SUBSCRIBER WHICH IS AN ENTITY

    (Corporation,
      Partnership, Trust, Etc.)

    


    
      	
              Date
                of Incorporation or Organization

            	 	
               

            	 
	
              State
                of Principal Office

            	 	
               

            	 
	
              Federal
                Taxpayer ID Number (if applicable)

            	 	
               

            	 
	
              Office
                Address

            	 	
               

            	 
	
              City,
                State and Zip Code

            	 	
               

            	 
	
              Telephone
                Number

            	 	
               

            	 
	
              Fax
                Number (if available)

            	 	
               

            	 
	
              E-mail
                (if available)

            	 	
               

            	 
	
              By:

            	 	
               

            	 
	
              Name:

            	 	
               

            	 
	
              Its:

            	 	
               

            	 


    

     

    ACCEPTED
      this ____ day of ________, 2007, on behalf of New Design Cabinets,
      Inc.

    

      
        	
                By:

              	
                 

              
	
                Name:
                  Luis Goyzueta

              
	
                Its:
                  President

              


      


      
        
          
          

        

        
          17