SUBSCRIPTION AGREEMENT Equisource Hotel Fund I, LLP a Nevada Limited Liability Partnership

 

Equisource Hotel Fund I, LLP

a Nevada Limited Liability Partnership

1.  REPRESENTATIONS AND WARRANTIES. The undersigned represents and warrants as follows:

Alabama—Alabama investors must represent that, in addition to meeting the suitability standards listed above, they have a liquid net worth of at least ten times their investment in us and other similar programs.

 

California—A California investor must have a net worth of at least $350,000 or, in the alternative, an annual gross income of at least $85,000 and a net worth of $250,000 and the total investment in this offering may not exceed 10% of the investor’s net worth.

 

Iowa—An Iowa investor must have a net worth of $100,000 and an annual income of $70,000 or in the alternative, a net worth of $350,000 and the total investment in our offering may not exceed 10% of the investor’s liquid net worth.

 

 

(g)	I am purchasing the Units solely for my own account, and not with a view to or for a sale in connection with any distribution of the Units.

2. POWER OF ATTORNEY. The undersigned hereby irrevocably constitutes and appoints the General Partner as his, her or its true and lawful attorney-in-fact, with full power of substitution and with full power and authority for him, her or it and in his, her or its name, place and stead, to execute, acknowledge, publish and file: The Partnership Agreement, the Articles of Organization of the Company and any amendments thereto or cancellations thereof required under the laws of the State of Nevada;

 

(a)	Any other certificates, instruments and documents as may be required by, or may be appropriate under, the laws of any state or other jurisdiction in which the Company is doing or intends to do business; and
(b)	Any documents which may be required to effect the continuation of the Company, the admission of an additional or substituted Limited Partner, or the dissolution and termination of the Company.

 

The power of attorney granted above is a special power of attorney coupled with an interest, is irrevocable, and shall survive the death of a Limited Partner or the delivery of an assignment of Units by a Limited Partner; provided, that where the assignee thereof has been approved by the General Partner for admission to the Company as a substituted Limited Partner, such power of attorney shall survive the delivery of such assignment for the sole purpose of enabling the General Partner to execute, acknowledge, file and record any instrument necessary to effect such substitution.

3. ACCEPTANCE. This Subscription Agreement will be accepted or rejected by the General Partner within thirty (30) days of its receipt and receipt of the executed LLP Agreement by the Company. Subscription funds up to $1,000,000 (“Minimum Subscription”) will be deposited into the Company’s Escrow Account (“Escrow Account”) as described in the attached wiring and deposit instruction. If the Subscription Agreement is rejected, the Company shall immediately return any funds deposited in the Escrow Account. Subscription funds may remain in the Escrow Account for up to 120 days or until the Termination Date as defined in the Escrow Agreement of the Company with the Company’s escrow agent. Upon release of funds from the Escrow Account to the Company, this subscription will become irrevocable, and will obligate the undersigned to purchase the number of Units indicated below, for the purchase price of $1,000 per Unit. The General Partner will return a countersigned copy of this Subscription Agreement and LLP Agreement to accepted subscribers, which copy (together with my canceled check) will be evidence of my purchase of Units.

 

4. PAYMENT OF SUBSCRIPTION PRICE. The full purchase price for Units is $1,000 per Unit, payable in cash concurrently with delivery of this Subscription Agreement and the LLP Agreement. I understand that my subscription funds will be held by Escrow Account until the Escrow reaches the Minimum Subscription If the Escrow Account balance does not reach the Minimum Subscription within 120 days or by the Termination Date as defined in the Escrow Agreement, my funds will be returned to me. If the Escrow Account balance is greater than the Minimum Subscription, then funds in the Escrow Account, including my funds will be immediately released to the Company for the purchase of real property. After the Minimum Subscription is reached by the Company so long as it is prior to the Termination Date, any subscription funds collected thereafter shall be deposited into the Company’s general account.

5. UNDERSTANDING OF LEGAL CONSEQUENCES. The undersigned acknowledges that it understands the meaning and legal consequences of the representations and warranties made by the undersigned herein, and that the General Partner is relying on such representations and warranties in making his determination to accept or reject this subscription.

The undersigned agrees to indemnify and hold Equisource Hotel Fund I, LLPand its General Partner, Limited Partners and other agents and employees harmless from and against any and all claims, demands, liabilities, and damages (including, without limitation, all attorneys' fees which shall be paid as incurred) which any of them may incur, in any manner or to any person, by reason of the falsity, incompleteness or misrepresentation of any information furnished by the undersigned herein or in any document submitted herewith.

The effect of the foregoing paragraph is that the undersigned will be financially responsible for all losses, damages, expenses and liabilities incurred by the Company and/or its General Partner as a result of a breach of any of the representations and warranties made by the undersigned.

THE UNDERSIGNED HAS READ CAREFULLY AND UNDERSTANDS THE FOREGOING INDEMNIFICATION PROVISIONS AND ITS EFFECT.

_________

(INITIAL)

6. INVESTOR INFORMATION. (Please print or type) Name and Address of Investor or Beneficial Owner:

 

Does your net worth exceed $70,000?	Yes	No
Does your income exceed $70,000?	Yes	No
If no, does your net worth exceed $250,000?	Yes	No

 

 

Please complete the following, as applicable. (Investments by more than one of the following entities, even if related to each other or controlled by the same person, require completion of separate Subscription Agreement.)

 

If you are a resident of a state listed in 1(f)  above, please provide the following information:

 

State of Residence: ______________________________________

 

Net Worth:_____________________________________________

 

Net Income:____________________________________________

 

 

Individual Name:_________________________________________

 

Address:_______________________________________________

 

Social Security Number:____________________________________

 

Individual Retirement Account ("IRA"):

 

Trustee Name:___________________________________________

 

Address:_______________________________________________

 

Account Number:________________________________________

 

Pension or Profit Sharing Trust ("ERISA Plan"):

 

Trustee Name:___________________________________________

 

Address:_______________________________________________

 

Account Number:________________________________________

 

Corporation, Trust or Other:

 

Trustee Name:___________________________________________

 

Address:_______________________________________________

 

Account Number:_________________________________________

 

Number of Units to be Purchased (minimum of 5,000):____________________

 

Total Purchase Price ($1 per Unit; $5,000 minimum): $____________________

 

IN WITNESS WHEREOF, the undersigned hereby agrees to become a Limited Partner in Equisource Hotel Fund I, LLP upon the terms and conditions set forth in the Limited Liability Partnership Agreement.

 

Dated: __, 20______
___________________________________________		___________________________________________
Signature of Beneficial Owner or Individual		Signature of Trustee or Officer

                                                                                             

[IF IRA OR ERISA PLAN, THEN BOTH TRUSTEE AND BENEFICIAL OWNER(S) MUST SIGN.]

 

 

The foregoing Subscription Agreement is hereby accepted by Equisource Hotel Fund I, LLP

 

	Equisource Hotel Fund I, LLP
	a Nevada Limited Liability Partnership
_________, 2013	By:	___________________________________________
	Its General Partner