SUBSCRIPTION AGREEMENT

TO: ROCK SOLID CAPITAL INVESTMENTS LLC FROM:______________________________________________________________

______________________________________________________________ Full legal name(s) of Subscriber(s) and Address

Ladies and Gentlemen:

I hereby subscribe for ________ Units ($10.00 per unit) in ROCK SOLID CAPITAL INVESTMENTS LLC, A WYOMING LIMITED LIABILITY COMPANY (the “Fund”) as an Investing Member.

I understand from reading the ROCK SOLID CAPITAL INVESTMENTS LLC Confidential Private Placement Memorandum as may be amended and supplemented from time to time (the “Memorandum”), that ROCK SOLID CAPITAL INVESTMENTS LLC, A WYOMING LIMITED LIABILITY COMPANY (the “Fund”), is offering up to 1,200,000 Units (expandable to 2,000,000 UNITS in the Manager’s sole discretion) of Investing Membership Interest (the “Units”) in the Fund at a price of $10.00 per unit.

I understand the Company is offering Units only to Persons who qualify as “accredited investors” in accordance available exemptions from registration including, but not limited to, Rule 506(c) of Regulation D promulgated under the Securities Act of 1933, as amended (the “Act”), Sections 4(a)(2) and/or 4(a)(5) of the Act, applicable state law, etc. I also understand that the Company may be considered a private investment company claiming exemption from registration pursuant to Sections 3(c)(1) and/or 3(c)(7) of the Investment Company Act of 1940, as amended, and applicable state law.

To induce your acceptance of my subscription for Units, I hereby make the following representations:

I am an “accredited investor” as defined by Rule 501(a) of the Securities Act of 1933, as amended, and I have sufficient knowledge and experience in business and financial matters (or am represented by such persons) that I am capable of evaluating the merits and risks of investing in the Units as evidenced by my representations on my Suitability Questionnaire which is incorporated herein by reference.

I have received the Memorandum and have had ample time and opportunity to review any documents and information incorporated by reference therein as well as the opportunity to ask questions of, and receive answers from, the Fund, its authorized representatives, and the Manager. I acknowledge that ROCK SOLID ASSET PARTNERS LLC, whose manager is Eric Zwigart, is the Manager of the Fund.

I am aware of the risk of investing in the Fund both generally and as more particularly described in the “Risk Factors” portion of the Memorandum. I understand that I may lose my entire investment.

I understand that the Units have not been registered under the Securities Act of 1933, as amended, or any applicable securities laws of applicable jurisdictions, and that no market exists for the Units. I understand that, if my subscription for Units is accepted by the Fund and the Units are sold to me, I cannot sell or otherwise dispose of the Units unless they are registered or exempt under the Securities Act of 1933 and applicable securities laws of applicable jurisdictions. Consequently, I understand that I must bear the economic risk of the investment for an indefinite period of time.

I am financially capable of bearing the possible loss of my entire investment and do not have a foreseeable need for the funds I am using. If applicable, I meet any financial qualifications established by the laws of my state of residence (See State Notices).

I (or my representatives) have such knowledge and experience in real estate investing and/or financial and business matters to evaluate the merits and risks of this investment.

I understand that the Fund has no obligation to register the Units and there is no assurance that the Units will be registered. I understand that the Fund will restrict the transfer of Units in accordance with the foregoing representations. I understand that these securities are not registered and are being bought by me pursuant to an exemption from registration.

I am the only party in interest with respect to this Subscription Agreement and am acquiring the Units for investment for my own account for long-term investment only, and not with the intent to resell, fractionalize, divide or redistribute all or any part of the Units to any other person. If an individual, I am at least 21 years of age.

I understand the Manager may exercise its discretion and select any property or properties (including interests therein) for acquisition by the Fund.

All the information I have provided to the Fund, either in questionnaires or otherwise, is truthful and complete to the best of my knowledge and should any of the information materially change I will immediately provide the Fund with updated information. I also hereby consent to exclusively receive information or other communications from the Manager at my e-mail address as set forth in my Suitability Questionnaire and to promptly notify the Manager if it changes.

This agreement shall become binding upon the Fund only when accepted, in writing, by the Fund. If my subscription is rejected, the funds I have submitted will be returned to me without interest or deduction. If the minimum stated escrow does not close for whatever reason, my funds will be returned to me. I understand that the Fund may reject my subscription for any or no reason or may compulsorily redeem my Units at any time for any reason.

I understand that I have no right to control or govern the affairs of the Fund other than the right to consent on certain limited matters as set forth in the Operating Agreement. I understand that the Fund has entered into a sharing arrangement with the Manager on terms set forth in the Memorandum as well as the Operating Agreement. If the Fund accepts my subscription for Units, I agree to be bound by the same.

By signing below, I shall be deemed to have executed this Subscription Agreement, the Operating Agreement as set forth in the Memorandum, which is incorporated by reference as if fully set forth herein, and to have subscribed to and affirmed the veracity of the foregoing statements.

X_________________________________________________________ Authorized Signature __________________________________________________________ Print Name __________________________________________________________ Date __________________________________________________________ Title (if applicable) __________________________________________________________ Name of Entity (if applicable)

X_________________________________________________________ Second Authorized Signature (if applicable)

__________________________________________________________ Print Name __________________________________________________________ Date __________________________________________________________ Title (if applicable) __________________________________________________________ Name of Entity (if applicable)

SUBSCRIPTION ACCEPTANCE:
ROCK SOLID CAPITAL INVESTMENTS LLC, A Wyoming Limited Liability Company

__________________________________ Rock Solid Asset Partners LLC, its Manager

By: Eric Zwigart, Manager, Rock Solid Asset Partners LLC