SUBSCRIPTION AGREEMENT
TO: SVB Financial Services, Inc.
000 Xxxx Xxx Xxxxxx
Xxxxxxxxxx, Xxx Xxxxxx 00000
Ladies and Gentlemen:
With regard to a Prospectus dated October , 1996 (such Prospectus,
including any amendments and supplements thereto, is herein called the
"Prospectus") from SVB Financial Services, Inc. (the "Company"), pertaining to
the offering of shares of common stock, par value $4.17 per share, of the
Company at a price of $13.00 per shares. A copy of the Prospectus has been
received by the undersigned.
This Subscription Agreement sets forth our agreement concerning my
purchase and ownership of such shares subject to your right to accept or reject
this Subscription in whole or in part, in your complete discretion.
1. Subscription.
A. Shares and Price
I hereby offer to purchase from the Bank, upon the terms and conditions
contained in this Subscription Agreement and the Prospectus, the number of
shares, at the purchase price of $13.00 per share, which are set forth below.
Number of Shares Price Per Share Purchase Price
X $13.00 = $
B. Form of Payment
Payment of the subscription price for the shares which I am offering to
purchase from the Company is being made in the following manner and amounts:
( ) Cash in the amount of $ .
( ) Check, bank draft or money order payable to the order of
Summit as Escrow Agent for SVB Financial Services, Inc.
2. Representations and Warranties.
In order to induce the Company to sell the shares to me, I represent
and warrant that:
A. I have received the Prospectus;
B. I agree to the terms and conditions set forth in the
Prospectus;
C. I understand that there are (and will continue to be)
significant risk factors associated with my
investment in the Company's securities which are more
fully described in the Prospectus under "Risk
Factors";
D. I UNDERSTAND THAT THE COMPANY'S SECURITIES ARE NOT
SAVINGS ACCOUNTS OR SAVINGS DEPOSITS AND ARE NOT
INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION;
AND
E. I understand and agree that my rights under this
Subscription Agreement may not be assigned without
the written consent of the Company.
3. Additional:
I understand that:
A. The validity, construction and performance of this
Subscription Agreement shall be governed by and
construed in accordance with the laws of the State of
New Jersey.
B. This Subscription Agreement shall constitute an offer
by me to purchase the shares set forth herein, which
offer may be accepted by the Company by executing a
copy of this Subscription Agreement in the space
provided below and delivering it to the undersigned.
C. In the event of a material change to the offering,
the Company will send me, a copy of the amended
Prospectus, by first class mail to the address I set
forth below, and will allow me no less than ten (10)
business days after the amended Prospectus is sent,
to withdraw or modify my Subscription. In the event
of any such withdrawal or modification reducing my
Subscription, I will promptly receive an appropriate
refund.
Please PRINT OR TYPE exact name in which undersigned desires Units to be
registered:
Please indicate form of ownership the undersigned desires for the Units:
( ) Individual
( ) Joint Tenants with right of survivorship
( ) Tenants in Common
( ) Trust
( ) Corporation
( ) Partnership
( ) Uniform Gifts to Minors
( ) Other
Address
Social Security Number of
Federal Taxpayer Identification Number
Signature(s)*
*When signing as attorney, trustee administrator or guardian, please give your
full title as such. If a corporation, please sign in full corporate name by
president or other authorized officer. In case of joint tenants or tenants in
common, all parties must sign.
Dated:
TO BE COMPLETED BY SVB FINANCIAL SERVICES, INC.
Accepted as of , 1996 as to Shares.
SVB FINANCIAL SERVICES, INC.
BY: