EX-99.78Q1 OTHR EXHB 7 subagrmt.htm `




SUBSCRIPTION AGREEMENT

Independent Film Development Corporation

Regulation E Offering



Independent Film Development Corporation

190 N. Canon Drive, Suite 420

Beverly Hills, CA  90210


Gentlemen:


The undersigned acknowledges that he has received and reviewed the private placement memorandum dated May 21, 2008, requested regarding INDEPENDENT FILM DEVELOPMENT CORPORATION, a Nevada corporation (“Imperia Entertainment” and/or “the Company”), and desires to subscribe for Units, consisting of one share of common stock and one warrant to purchase one share of common stock within 120 days, pursuant to Regulation E.  This subscription is subject upon the company’s acceptance of the subscription and the representations made in the  accompanying investor questionnaire.  


Each Unit consists of one share of company common stock and one warrant which entitles the bearer to purchase one share of company common stock for an exercise price of $4.00 over a 120 day period, commencing May 21, 2008.



An accepted copy of this Agreement will be returned to the Investor as a receipt.  The units being offered hereto are offered in reliance upon an exemption from registration with the Securities & Exchange Commission, (“SEC”). Accordingly, this offer has not been reviewed by the SEC or any State securities boards, nor has any such agency made any finding or determination as to the fairness of investments in the Units.



Subscription - In connection with this subscription the undersigned hereby requests to purchase ____ Units, at the price of $4.00 per Unit, for a total of $_________________.


 

 

1. Representations and Warranties.


  In connection with this investment in the Company, I represent and warrant as follows:


a) The Issuer and the other purchasers are relying on the truth and accuracy of the declarations, representations and warranties herein made by the undersigned. Accordingly, the foregoing representations and warranties and undertakings are made by the undersigned with the intent that they may be relied upon in determining his/her suitability as a purchaser. Investor agrees that such representations and warranties shall survive the acceptance of Investor as a purchaser, and Investor indemnifies and agrees to hold harmless the Issuer and each other purchaser from and against all damages, claims, expenses, losses or actions resulting from the untruth of any of the warranties and representations contained in this Subscription Agreement.


b) The Investor represents, warrants and covenants that he or she is acquiring the Units for his or her own account, for investment only, and not with a view toward the resale, transfer or further distribution thereof.


   c) Prior to tendering payment for the Units, I received a copy of the Company’s offering circular.







Please register the interests that I am purchasing as follows:


Name: ___________________________________

Date:  _________________________



As (check one)


[  ]

Individual

[  ] Tenants in Common                              [  ] Existing Partnership


[  ] Joint Tenants

[  ] Corporation                                           [  ] Trust


   [  ] Minor with adult custodian under the Uniform Gift to Minors Act





For the person(s) who will be registered investor(s):



_______________________________________                                  ___________________________________________

Signature of Subscriber                                                                       Residence Address  




_______________________________________                                  ___________________________________________

Name of Subscriber (Printed)                                                              City or Town




_______________________________________                                   ___________________________________________

Signature of Co-Subscriber                                                                  State                                                     Zip Code




_______________________________________                                   ___________________________________________

Name of Co-Subscriber (Printed)                                                        Telephone




_______________________________________                                   ___________________________________________

Subscriber Tax I.D. or                                                                          Co-Subscriber Tax I.D. or

Social Security Number                                                                        Social Security Number



_______________________________________E-mail Address, if available












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