STOCK PURCHASE AGREEMENT

THE SECURITIES THAT ARE THE SUBJECT OF THIS STOCK PURCHASE AGREEMENT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR UNDER THE APPLICABLE SECURITIES LAWS OF ANY STATE AND WILL BE OFFERED AND SOLD IN RELIANCE ON EXEMPTIONS FROM THE REGISTRATION REQUIREMENTS OF THESE LAWS BY VIRTUE OF THE INTENDED COMPLIANCE BY THE ISSUER WITH REGULATION S OF THE SECURITIES ACT.  THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE U.S. SECURITIES AND EXCHANGE COMMISSION (THE “SEC”), ANY STATE SECURITIES COMMISSION OR ANY OTHER REGULATORY AUTHORITY.  ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

THIS SUBSCRIPTION AGREEMENT (the “Agreement”) is made and entered into as of this 15 ^th day of May, 2009, by and between Medical International Technology, Inc. a Colorado corporation (the “Company”), with its offices located at 1872 Beaulac Montreal (Saint-Laurent) QC Canada H4R 2E7 and   with its address located at      (the “Purchaser”).

WHEREAS, the Company is offering for sale­­______________ (_____ ) units (individually, a “Unit” and, collectively, the “Units”), each Unit consisting of one share of (POST REVERSE SPLIT) common stock, $0.0001 par value per share (the “Common Stock”) at a per Unit price of $0.10 , in a transaction exempt from registration under Regulation S of the Securities Act of 1933, as amended (the “Securities Act”), and the regulations promulgated thereunder.

NOW, THEREFORE, in consideration of the premises and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:

SECTION 1.0: PURCHASE AND SALE OF UNITS.

Section 1.1    Closing .   The Company agrees to issue, sell and deliver to the Purchaser, and the Purchaser agrees to purchase and receive from the Company, _______( _______) Units upon the terms and conditions set forth in this Agreement.  The closing (the “Closing”) of the sale and purchase of the Units shall take place at the Company’s offices, at 12:00, local time, on May 15 ^th , 2009 , or at such other time and place as may be agreed to by the parties (the “Closing Date”).  The Units, shall be restricted and the certificates representing the securities shall bear the restrictive legend pursuant to Rule 144 of the General Rules and Regulations under the Securities Act.

Section 1.2   Purchase Price .   The total purchase price for the Units (the “Purchase Price”) shall consist of cash in the amount of ________( _____) US DOLLARS.

SECTION 2.0: REPRESENTATIONS AND WARRANTIES.

Section 2.1    Representations and Warranties of the Purchaser. The Purchaser makes the following representations and warranties to the Company.

(a)   Speculative Investment .  The Purchaser is aware that an investment in the Units is highly speculative and subject to substantial risks.  The Purchaser is capable of bearing the high degree of economic risk and the burden of this venture, including, but not limited to, the possibility of complete loss of the Purchaser’s investment in the Units that makes liquidation of this investment impossible for the indefinite future.

(b)   Privately Offered .  The offer to issue and sell the Units was communicated directly to the Purchaser in such a manner that the Purchaser was able to ask questions of and receive answers concerning the terms and conditions of this transaction.  At no time was the Purchaser presented with or solicited by or through any leaflet, public promotional meeting, television advertisement or any other form of general advertising.

(c)   Purchase for Investment .  The Units are being acquired solely for the Purchaser’s own account, for investment purposes and are not being purchased with a view to the resale, distribution, subdivision or fractionalization thereof without proper registration with appropriate securities administrators or an applicable exemption from such registration.  The Purchaser will comply with all applicable law with respect to any resale of the Units.

(d)   Access to Information .  The Purchaser or the Purchaser’s professional advisor has been granted the opportunity to ask questions of and receive answers from representatives of the Company and its officers, directors, employees and agents concerning the terms and conditions of the offering of the Units, the Company and its business and prospects, and to obtain any additional information that the Purchaser or the Purchaser’s professional advisor deems necessary to verify the accuracy and completeness of the information received.

(f)   Reliance on Own Advisors .  The Purchaser has relied on the advice of, or has consulted with, the Purchaser’s own tax, investment, legal or other advisors and has not relied on the Company or any of it affiliates, officers, directors, attorneys, accountants or any affiliates of any thereof and each other person, if any, who controls any thereof, within the meaning of Section 15 of the Securities Act, for any tax or legal advice.  The foregoing, however, does not limit or modify the Purchaser’s right to rely upon representations and warranties of the Company in Section 2.2 of this Agreement and any representations of any third parties acting as agents for or on the Company’s behalf.

(g)   Capability to Evaluate .  The Purchaser has such knowledge and experience in financial and business matters so as to enable such Purchaser to utilize the information made available to it in connection with the offer of the Securities in order to evaluate the merits and risks of the prospective investment.

(h)   Authority .  The Purchaser (and each of its subsidiaries, if applicable) is a corporation duly incorporated and existing in good standing under the laws of the State of New York and has the requisite corporate power to own its properties and to carry on its business as now being conducted.  The Purchaser has full power and authority to execute and deliver this Agreement and each other document included herein (if any) for which a signature is required and to act in accordance with the terms of this Agreement and such other documents (if any).

(i) Non United States Person.   The Undersigned is not a US person under Rule 902 of Regulation S under the Securities Act, and is not acquiring the Stock for the account or benefit of any US person; and is, if a natural person, over 21 years of age.

The foregoing representations and warranties shall be true and accurate as of the date hereof and as of the date of any acceptance of this Offer by the Company and shall survive the date of such acceptance by the Company.

Section 2.2    Representations and Warranties of the Company .   The Company hereby makes the following representations and warranties to the Purchaser:

(a)   Organization and Qualification .  The Company is a corporation duly incorporated and existing in good standing under the laws of the state of Colorado and has the requisite corporate power to own its properties and to carry on its business as now being conducted.

(b)   Authorization; Enforcement .  (i) The Company has the requisite corporate power and authority to enter into and perform this Agreement and to issue and sell the Units in accordance with the terms hereof; (ii) the execution and delivery of this Agreement by the Company and the consummation by it of the transactions contemplated hereby have been duly authorized by all necessary corporate action, and no further consent or authorization of the Company or its Board of Directors or stockholders is required; (iii) this Agreement has been duly executed and delivered by the Company; and (iv) this Agreement constitutes a valid and binding obligation of the Company enforceable against the Company in accordance with its terms (except as such enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium, liquidation or similar laws relating to, or affecting generally, the enforcement of, creditors’ rights and remedies or by other equitable principles of general application).

(c)   Authorized Capital; Rights or Commitments to Stock .  As of April 1 ^st 2009, the authorized capital stock of the Company consists of 103,000,000 shares, of which 100,000,000 shares are Common Stock, of which 53,058,663 shares are issued and outstanding, and 3,000,000 shares are preferred stock, of which no shares are issued and outstanding.  All of the outstanding shares of the Company’s Common Stock have been validly issued and are fully paid and non-assessable.

(d)   Issuance of Securities .  The issuance of the Units has been duly authorized and, when paid for and issued in accordance with the terms hereof, the Units, shall be validly issued, fully   paid and non-assessable and entitled to the rights inherent in the securities and as specified herein.

(e)   No Conflicts .  The execution, delivery and performance of this Agreement by the Company and the consummation by the Company of the transactions contemplated hereby do not and will not (i) result in a violation of the Company’s Articles of Incorporation or Bylaws or (ii) conflict with, or constitute a default (or an event that with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which the Company or any of its subsidiaries is a party, or result in a violation of any federal, state, local or foreign law, rule, regulation, order, judgment or decree (including federal and state securities laws and regulations) applicable to the Company its subsidiary or by which any property or assets of the Company or its subsidiary is bound or affected (except for such conflicts, defaults, terminations, amendments, accelerations, cancellations and violations as would not, individually or in the aggregate, have a Material Adverse Effect); provided that, for purposes of such representation as to federal, state, local or f