Non-Stock Transfer Agreement

Non-Stock Transfer Agreement

This agreement is a draft to be used with the financing of a disposable corporation. It should be modified to suit the individual circumstances involved.]

AGREEMENT

Comes now __________________________, hereinafter termed the participant, of address: ______________ _____________, __________, ________(ZIP) and telephone (____) _________, Social Security Number: __________________ and states as follows:

1. The participant is an SEC qualified investor.

2. The participant has read the attached Notice of Conditions and Stipulations of The Company (SSH) which are attached hereto and made are part hereof by reference and agrees that these are acceptable and reasonable. The participant agrees that this is a private placement arrangement.

3. That the participant advances the sum of $5,000.00 (USD) per one percent participation in the net royalties, the total sum advanced to SSH being $10,000.00 (USD)for a total participation of two percent (2%).

4. In the event that said corporation, SSH, is sold for a profit, the proceeds will be disbursed according to the percentage of participation held by each participant.

5. Mr. Jones, RWA, is the owner of SSH and holds a remainder interest, as a participant in and as the principal patent holder of said royalties. No contracts for production and no compensation agreements, marketing and/or distribution arrangements have been made or will be made which commit any participation in the net royalties of SSH except as set out here.

6. Funds advanced by participants are on a private placement basis.

7. The participant agrees that this is a startup venture and that the funds advanced may be completely lost however the management of SSH will do its best to preserve assets and capital and to produce and market the Device in a speedy and reasonable manner.

8. The standard of conduct of this agreement is that of the utmost good faith and all parties hold each other harmless each other's errors, acts, omissions and losses. The extent of liability of a participant is limited to the amount advanced to SSH. The extent of liability of SSH and of the principal patent holder to the participant is limited to the amount advanced by the participant to SSH.

9. In the event of the sale of SSH, the purchase price shall be $1.00 (USD). All arrears of overdue patent royalties however must be paid by the buyer. Further future royalties, in an amount to be determined at the time of sale, will be paid by the buyer. The patent will be sold as part of the transaction for $1.00 (USD). The participant will participate in the royalties arising from this sale in the same proportion as is obtained by subscribing to the royalty flow described herein. The sale of SSH in this manner will terminate all interests of the participant in SSH or in the patent. The participant agrees that the principal patent holder is free to negotiate this sale, if in the sole opinion of the principal patent holder it is prudent and reasonable to do so and the participant agrees that this decision, to sell or not to sell, will not be challenged by the participant. The principal patent holder will act in good faith when selling SSH to obtain the best commercial terms possible.

10. This agreement is the entire agreement and incorporates all understandings, assurances and promises in regard hereto.

11. In case of litigation over this agreement, the courts in the state of Nevada will have exclusive jurisdiction and the law to be considered in the interpretation of this agreement will be that of the state of Nevada irrespective of conflict of law considerations.

Wherefore the parties affix their respective signatures in agreement hereto:

By: The Participant :_________________________; Date: _______

By: Mr. Jones, Pres. SSH_____________________, Date: _______

Baby Safari.US -- Akilo.Com -- The Snow Water Corporation

2 Hayfields Road, Portola Valley, Ca 94028 -- (800) 872-5244