This Subscription Agreement, dated [auto-populate by system], by and between you and SavvyShares, LLC (“SavvyShares”) relates to your contribution of [auto-populate by system – data type(s) just shared] valued at [#shares—auto-populated from system based on current version of share table] shares in SavvyShares (the “Shares”).
Please complete the information below for the member to whom the shares will be registered, or confirm it is still accurate, and click “I accept”, once you have read the entire Subscription Agreement.
|Name (First, Middle, Last)||Date of Birth (mm/dd/yyyy)||mm/dd/yyyy format||Country of Citizenship||Default to USA Pull down list|
|Street Address (i)|
|City||State||Pull down list||Zip Code|
|Daytime Phone||Email Address|
If any information above is incorrect, please visit your account to update information. Name changes are not allowed. You will need to restart the survey once information has been updated.
SavvyShares reserves the right in its sole discretion and for any reason whatsoever to modify, amend or withdraw all or a portion of the offering or to accept or reject in whole or in part any prospective investment in the Shares or to allot to any prospective investor less than the amount of Shares that investor desires to purchase.
You hereby make, confirm, and agree to all of the following representations with the full knowledge that SavvyShares and its affiliates are expressly relying on your representations to make a decision to accept or reject this Subscription Agreement.
- You understand that SavvyShares reserves the right, in its sole discretion, to accept or reject your subscription, in whole or in part, for any reason whatsoever (provided that if any contributed data is not accepted in exchange for Shares, SavvyShares will delete the contributed data).
- You are legally competent to enter into this Subscription Agreement and to agree to the Terms and Conditions hereof, including SavvyShares’s Operating Agreement (as defined below).
- You are acquiring the Shares for your own account. You understand that the Shares have not been registered under the Securities Act of 1933, as amended, and that the Shares are being offered and sold pursuant to an exemption from registration contained in the Securities Act based in part upon your representations contained in this Subscription Agreement.
- You have read the Offering Circular for the offering of SavvyShares Shares.
- You have read SavvyShares’s Limited Liability Company Agreement (the “Operating Agreement”) attached as Exhibit 2(b) to the Offering Circular, and accept the terms and conditions thereof, as a condition to the purchase of Shares made hereunder. If you are not already a member of SavvyShares, your signature (agreement) to this Subscription Agreement also constitutes your signature and agreement to be bound by the Operating Agreement.
- You acknowledge that the Shares are not transferable, except as may be required by law, and that there is no, and will be no, public market for the Shares.
- The data you are contributing to SavvyShares in exchange for Shares (the “Contributed Data”) (A) is your own data (e.g., it is about you), (B) is the type of data which you have indicated when uploading it to SavvyShares and otherwise conforms to SavvyShares’ specifications for that type of data notified to you at the time of uploading it, (C) is true and complete, and (D) has not been altered by you or, to your knowledge, by anyone else, since it has been generated or prepared.
- You have the full right and authority to contribute the Contributed Data to SavvyShares on the terms set forth in this Subscription Agreement.
- You are not acting as an agent, representative, intermediary or nominee for any other individual or entity.
- You are a citizen or resident of, and currently located within the jurisdiction of, the United States.
- Your information which you provided in this Agreement shall survive your investment in SavvyShares.
- No person or entity has any claims for brokerage commission, finders’ fees or similar compensation in connection with the transactions contemplated by this Subscription Agreement or related documents based on any arrangement or agreement binding upon you.
By making the foregoing representations you have not waived any right of action you may have under federal or state securities law. Any such waiver would be unenforceable. SavvyShares may assert your foregoing representations as a defense in any subsequent litigation where it would be relevant. This Subscription Agreement and all rights hereunder will be governed by, and interpreted in accordance with, the laws of the State of California without giving effect to the principles of conflict of laws.
You and SavvyShares each consents and agrees that your electronic signature to this Subscription Agreement constitutes your valid signature, acceptance and agreement as if actually signed by you in writing, and your electronic signature is the legal equivalent of your manual signature, that no certification authority or other third party verification is necessary to validate your electronic signature, and the lack of such a certification or verification will not in any way affect the enforceability of your signature or resulting contract between you and SavvyShares, and that electronic signature executed in conjunction with the electronic submission of this Subscription Agreement will be legally binding and this transaction will be considered legally authorized by you.
You and SavvyShares each hereby further agrees that all current and future communications regarding this Subscription Agreement, and future communications in general between the parties, may be made by email, sent to the email address of record as set forth above or in your SavvyShares member profile settings without necessity of confirmation of receipt, delivery or reading, and such form of electronic communication is sufficient for all matters regarding the relationship between the parties.
If any such electronically sent communication fails to be received for any reason, including because any communication is diverted to the recipient’s spam filters by the recipient’s email service provider, or due to the recipient’s change of email address, or due to technology issues by the recipient’s service provider, the parties agree that the burden of such failure to receive is on the recipient and not the sender, and that the sender is under no obligation to resend communications via any other means, including postal service or overnight courier, and that such communications shall for all purposes, including legal and regulatory, be deemed to have been delivered and received.
No paper or other physical documents will be sent to you, and if you desire physical documents then you agree to be satisfied by directly and personally printing, at your own expense, the electronically sent communication(s) and maintaining such physical records in any manner or form that you desire.
You and SavvyShares acknowledge and agree that this Subscription Agreement constitutes a joinder to the Operating Agreement, and by execution hereof, you agree to be bound by all of the terms and conditions of the Operating Agreement as a “member” (as that term is used in the Operating Agreement), including the power of attorney granted in Section 10.10 thereof. You further agree that the terms and provisions of Section 10.2 (Mandatory Arbitration); 10.8 (Jurisdiction; Venue; Service of Process); 10.11 (Execution in Counterparts); and 10.16 (Entire Agreement) of the Operating Agreement will apply to this Subscription Agreement, as if the same were set forth herein in their entirety. You may not transfer or assign this Subscription Agreement, the Operating Agreement or any Shares to any other person or entity, in whole or in part. None of the provisions of this Subscription Agreement may be waived, changed or terminated orally or otherwise, except as specifically set forth herein or except by a writing signed by you and SavvyShares.
I accept (Check box)