Exhibit 4.1
SUBSCRIPTION
AGREEMENT
I hereby agree to
purchase ________ Units in energiUS Funds, in the following
partnership: energiUS FUND - _____, LP, a Nevada limited
partnership (the “partnership”).
I am delivering herewith
a check or bank wire in the amount of
$___________________________________ payable to “energiUS
Fund [I, II, III, IV, or V], LP” .
My completion and
execution of this Subscription Agreement also constitutes my
execution of the Limited partnership Agreement and the Certificate
of Limited partnership of the partnership. If this Subscription is
accepted, I agree to be bound and governed by the provisions of the
Limited partnership Agreement of the partnership. With respect to
this purchase, being aware that a broker may sell to me only if I
qualify according to the express standards stated herein and in the
Prospectus, I represent that (initial all that apply):
(a)
I have received a copy of the Prospectus for the
partnership.
(b)
I have a net worth of not less than $225,000 (exclusive of home,
home furnishings and automobiles); or I have a net worth of not
less than $60,000 (exclusive of home, home furnishings and
automobiles) and a minimum annual gross income of at least $60,000,
without regard to an investment in the partnership.
(c)
If a resident of Alabama, Alaska, Arizona, Arkansas, California,
Indiana, Idaho, Iowa, Kansas, Kentucky, Maine, Massachusetts,
Michigan, Minnesota, Mississippi, Missouri, Nebraska, Nevada, New
Hampshire, New Mexico, North Carolina, Ohio, Oklahoma, Oregon,
Pennsylvania, Rhode Island, South Carolina, South Dakota,
Tennessee, Texas, Utah, Vermont, Virginia, Washington, West
Virginia, Wisconsin or Wyoming I am aware of and satisfy the
additional suitability and other requirements stated in
Appendix C to the Prospectus.
(d)
If a resident of California, I acknowledge and understand that the
offering may not comply with all the rules set forth in Title 10 of
the California Code of Regulations; the following are some, but not
necessarily all, of the possible deviations from the California
rules: (i) program selling expenses may exceed the established
limit, and (ii) the compensation formula varies from the
California rules. Even in light of such non-compliance, I
affirmatively state that I still want to invest in the
partnership.
(e)
Except as set forth in (f) below, I am purchasing Units for my
own account.
(f)
If a fiduciary, I am purchasing for a person or entity having the
appropriate income and/or net worth specified in (b) or
(c) above.
(g)
I certify that the number shown as my Social Security or Taxpayer
Identification Number on the signature page is correct.
(h)
I represent that I am an “Eligible Citizen” as
defined in the Prospectus.
(i)
I represent that I have the right, power and authority to enter
into this Subscription Agreement, the Limited partnership
Agreement, to become an investor Partner and to perform my
obligations hereunder and thereunder.
(j)
I acknowledge that an investment in the Units is not
liquid.
THE ABOVE
REPRESENTATIONS DO NOT CONSTITUTE A WAIVER OF ANY RIGHTS THAT I MAY
HAVE UNDER ANY APPLICABLE FEDERAL OR STATE SECURITIES
LAW.
energiUS Management LLC,
the managing general partner (the “ Managing General
Partner ”) may not complete a sale of Units to an
investor until at least five business days after the date the
investor receives a final prospectus. In addition, the Managing
General Partner will send each investor a confirmation of
purchase.
NOTICES
(i) The
purchase of Units as an additional general partner involves a risk
of unlimited liability to the extent that the partnership’s
liabilities exceed its insurance proceeds, the partnership’s
assets, and indemnification by the Managing General Partner, as
described in “RISK FACTORS” in the
Prospectus.
