SUBSCRIPTION AGREEMENT
Silver Pearl Enterprises, Inc.
________________, 2005
Silver Pearl Enterprises, Inc.
0000 X. Xxxxxxxxxx 00
Xxxxxxxx, Xxxxx 00000
Ladies and Gentlemen:
1. PURCHASE OF COMMON STOCK. Intending to be legally bound , I hereby agree to purchase ________ shares of voting, no par value common stock (the "Shares") of Silver Pearl Enterprises, Inc. (the "Corporation") for ______________ U.S. Dollars (number of Shares to be purchased multiplied by $0.50). This offer to purchase is submitted in accordance with and subject to the terms and conditions described in this Subscription Agreement (the "Agreement"). I acknowledge that the Corporation reserves the right, in its sole and absolute discretion, to accept or reject this subscription and the subscription will not be binding until accepted by the Corporation in writing.
2. PAYMENT. I agree to deliver to the Corporation immediately available funds in the full amount due under this Agreement, by cash or by certified, personal or cashier's check payable to the "Silver Pearl Enterprises, Inc." The Corporation shall hold the funds uncashed until the minimum amount has been raised at which time the funds will be deposited in the Company bank account.
4. REPRESENTATION AND WARRANTIES.
A. I understand that the offering and sale of the Shares is registered under (i) the Securities Act of 1933, as amended (the "Securities Act"), and (ii) various States' Divisions of Securities in compliance with their administration and enforcement of the respective States' Blue Sky Laws and Regulations. In accordance therewith and in furtherance thereof, I represent and warrant to and agree with the Corporation as follows:
I am a resident of the State of ________________ as of the date of this Agreement and I have no present intention of becoming a resident of any other state or jurisdiction;
Agreement or any agreements of the undersigned hereunder and that this Agreement and such other agreements shall survive my death or disability and shall be binding upon and
inure to the benefit of the parties and their heirs, executor, administrators, successors, legal representatives and assigns. If the undersigned is more than one person, the obligations of the undersigned hereunder shall be joint and several, and the agreements, representations, warranties and acknowledgments herein contained shall be deemed to be made by and are binding upon each such person and his heirs, executors, administrators, successors, legal representatives and assigns.
12. APPLICABLE LAW. This Agreement shall be governed by and construed in accordance with the laws of the State of Texas as applied to residents of that state executing contracts wholly to be performed in that state.
IN WITNESS WHEREOF, I have executed this Agreement as of the ____ day of ___________, 2005.
Address:
___________________________________
______________________________
Signature of Purchaser
______________________________
___________________________________
Name(s) of Purchaser (Please print or type)
ENTITY SUBSCRIBER
IN WITNESS WHEREOF, I have executed this Agreement as of the ______ day of _________________, 2005.
Address:
____________________________
____________________________________
Entity
____________________________________
______________________________
Signed By
Its: ___________________________
______________________________
Date
PURCHASE ACCEPTED FOR _________ SHARES:
Silver Pearl Enterprises, Inc.
By: ________________________________
Xxxxxx X. Xxxxx, President
Date: _______________________________