Common use of Acceptance of Subscriptions Clause in Contracts

Acceptance of Subscriptions. Upon acceptance of a Subscription, the Subscription Agent shall from time to time during the Rights Offering: (a) Hold all funds received in a dedicated, non-interest bearing escrow account for the benefit of the Company. Promptly following the Expiration Time, the Subscription Agent shall, upon the receipt of the Distribution Letter in the form attached hereto as Exhibit 3 and executed by the Company, distribute to the Company or its designee(s) the funds from exercise of the Basic Subscription Rights and Over-Subscription Rights in such account. The Subscription Agent will not be obligated to calculate or pay interest to any holder or any other party claiming through a holder or otherwise. It is hereby agreed immediately following the effective date of the Subscription, immediately available funds, represented by certified check, money order, or wire transfer but not personal check, will be deposited with the Subscription Agent in accordance with Exhibit 7. In the event that the Rights Offering is not consummated because the Company has withdrawn, cancelled or terminated the Rights Offering, the Subscription Agent shall, upon the receipt of the Liquidation Letter in the form attached hereto as Exhibit 4 and executed by the Company, liquidate the segregated account in which the subscription funds were held as promptly as practicable and distribute the funds to each respective subscribing Common Stock holder or Warrant holder who elected to exercise its Rights. (b) Advise the Company daily by email transmission and confirm by letter to the attention of Xxxxx Xxxxxx (the “Company Representative”) as to the total number of shares of Preferred Stock Subscribed for and the amount of funds received, with cumulative totals for each; and in addition advise the Company Representative, by telephone at 000-000-0000, confirmed by email transmission xxxxx.xxxxxx@xxxxxxxxx.xxx, of the amount of funds received identified in accordance with (a) above, deposited, available, or transferred in accordance with (a) above, with cumulative totals; and (c) As promptly as possible but in any event on or before 3:30 p.m., Eastern Time, on the first full business day following the Expiration Time, advise the Company Representative in accordance with (b) above of the number of shares of Subscribed and the number of shares of Preferred Stock unsubscribed.

Acceptance of Subscriptions. Upon acceptance of a Subscription, the Subscription Agent shall from time to time during the Rights OfferingMellon shall: (a) Hold all funds monies received in a dedicated, non-interest bearing escrow special account for the benefit of the Company. Promptly following the Expiration Time, the Subscription Agent shall, upon the receipt of the Distribution Letter in the form attached hereto as Exhibit 3 and executed by the Company, Time Mellon shall distribute to the Company or its designee(s) the funds from exercise of the Basic Subscription Rights and Over-Subscription Rights in such accountaccount and issue certificates for shares of Additional Common Stock issuable with respect to Subscriptions that have been accepted. The Subscription Agent Mellon will not be obligated to calculate or pay interest to any holder or any other party claiming through a holder or otherwise. It is hereby agreed immediately following the effective date of the Subscription, immediately available funds, represented by certified check, money order, or wire transfer but not personal check, will be deposited with the Subscription Agent in accordance with Exhibit 7. In the event that the Rights Offering is not consummated because the Company has withdrawn, cancelled or terminated the Rights Offering, the Subscription Agent shall, upon the receipt of the Liquidation Letter in the form attached hereto as Exhibit 4 and executed by the Company, liquidate the segregated account in which the subscription funds were held as promptly as practicable and distribute the funds to each respective subscribing Common Stock holder or Warrant holder who elected to exercise its RightsMellon. (b) Advise the Company daily by email transmission telecopy and confirm by letter to the attention of Xxxxx Xxxxxx Eugene Hynes (the “"Company Representative”") as to the total numbex xx xxxxxx of Additional Common Stock Subscribed for, total number of shares Rights sold, total number of Preferred Stock Rights partially Subscribed for and the amount of funds received, with cumulative totals for each; and in addition advise the Company Representative, by telephone at 000(203) 622-000-00001150, confirmed by email transmission xxxxx.xxxxxx@xxxxxxxxx.xxxtelecopy, of the amount of funds received identified rexxxxxx xxxxxxfied in accordance with (a) above, deposited, available, available or transferred in accordance with (a) above, with cumulative totals; and (c) As promptly as possible but in any event on or before 3:30 p.m., Eastern New York City Time, on the first full business day following the Expiration Time, advise the Company Representative in accordance with (b) above of the number of shares Subscribed for, the number of Subscribed Subscription guarantees received and the number of shares of Preferred Additional Common Stock unsubscribedunsubscribed for.

Acceptance of Subscriptions. Upon acceptance of a Subscription, the Subscription Agent Continental shall from time to time during the Rights Offeringoffering: (a) Hold all funds monies received in a dedicated, non-interest bearing escrow account for the benefit of the Company. Promptly following the Expiration Time, the Subscription Agent shall, upon the receipt of the Distribution Letter in the form attached hereto as Exhibit 3 and executed by the Company, Continental shall distribute to the Company or its designee(s) the funds from exercise of the Basic Subscription Rights and Over-Subscription Rights in such accountaccount and following the Expiration Date issue (in physical form or electronically through the facilities of DTC, in each case in a manner approved by the Company) certificates for shares of Common Stock and Warrants issuable with respect to Subscriptions that have been accepted. The Subscription Agent Continental will not be obligated to calculate or pay interest to any holder or any other party claiming through a holder or otherwise. It is hereby agreed immediately following the effective date of the Subscription, immediately available funds, represented by certified check, money order, or wire transfer but not personal check, will be deposited with the Subscription Agent in accordance with Exhibit 7. In the event that the Rights Offering is not consummated because the Company has withdrawn, cancelled or terminated the Rights Offering, the Subscription Agent shall, upon the receipt of the Liquidation Letter in the form attached hereto as Exhibit 4 and executed by the Company, liquidate the segregated account in which the subscription funds were held as promptly as practicable and distribute the funds to each respective subscribing Common Stock holder or Warrant holder who elected to exercise its RightsContinental. (b) Advise the Company daily by email facsimile transmission and confirm by letter to the attention of Xxxxx Xxxxxx [Xxxxxxx Xxxxxxxx] (the “Company Representative”) as to the total number of shares of Preferred Common Stock and Warrants Subscribed for, the total number of Rights partially Subscribed for and the amount of funds received, with cumulative totals for each; and in addition advise the Company Representative, by telephone at (000-) 000-0000, confirmed by email transmission xxxxx.xxxxxx@xxxxxxxxx.xxxfacsimile transmission, of the amount of funds received identified in accordance with (a) above, deposited, available, available or transferred in accordance with (a) above, with cumulative totals; and (c) As promptly as possible but in any event on or before 3:30 p.m., Eastern New York City Time, on the first full business day following the Expiration Time, advise the Company Representative in accordance with (b) above of the number of shares of Subscribed for and the number of shares of Preferred Common Stock unsubscribedand Warrants unsubscribed for.

Acceptance of Subscriptions. Upon acceptance of a Subscription, the Subscription Agent Continental shall from time to time during the Rights Offeringoffering: (a) Hold all funds monies received in a dedicated, non-interest bearing escrow special account for the benefit of the Company. Promptly following From time to time during the Expiration Time, the Subscription Agent shall, upon the receipt of the Distribution Letter in the form attached hereto as Exhibit 3 and executed by the Company, offering shall distribute to the Company or its designee(s) the funds from exercise of the Basic Subscription Rights and Over-Subscription Rights Priviledge in such accountaccount and following the Expiration Date issue certificates for shares of Additional Common Stock issuable with respect to Subscriptions that have been accepted. The Subscription Agent Continental will not be obligated to calculate or pay interest to any holder or any other party claiming through a holder or otherwise. It is hereby agreed immediately following the effective date of the Subscription, immediately available funds, represented by certified check, money order, or wire transfer but not personal check, will be deposited with the Subscription Agent in accordance with Exhibit 7. In the event that the Rights Offering is not consummated because the Company has withdrawn, cancelled or terminated the Rights Offering, the Subscription Agent shall, upon the receipt of the Liquidation Letter in the form attached hereto as Exhibit 4 and executed by the Company, liquidate the segregated account in which the subscription funds were held as promptly as practicable and distribute the funds to each respective subscribing Common Stock holder or Warrant holder who elected to exercise its RightsContinental. (b) Advise the Company daily by email transmission telecopy and confirm by letter to the attention of Xxxxx Xxxxxx X. Xxxx (the “Company Representative”) as to the total number of shares of Preferred Additional Common Stock Subscribed for, total number of Rights partially Subscribed for and the amount of funds received, with cumulative totals for each; and in addition advise the Company Representative, by telephone at (000-) 000-0000, confirmed by email transmission xxxxx.xxxxxx@xxxxxxxxx.xxxtelecopy, of the amount of funds received identified in accordance with (a) above, deposited, available, available or transferred in accordance with (a) above, with cumulative totals; and (c) As promptly as possible but in any event on or before 3:30 p.m., Eastern New York City Time, on the first full business day following the Expiration Time, advise the Company Representative in accordance with (b) above of the number of shares Subscribed for, the number of Subscribed Subscription guarantees received and the number of shares of Preferred Additional Common Stock unsubscribedunsubscribed for.

Acceptance of Subscriptions. Upon acceptance of a Subscription, the Subscription Agent shall from time to time during the Rights Offeringoffering: (a) Hold all funds monies received in a dedicated, non-interest bearing escrow account for the benefit of the Company. Promptly following the Expiration Time, the Subscription Agent shall, upon the receipt of the Distribution Letter in the form attached hereto as Exhibit 3 and executed by the Company, shall distribute to the Company or its designee(s) the funds from exercise of the Basic Subscription Rights and Over-Subscription Rights in such accountaccount and following the Expiration Date issue (in physical form or electronically through the facilities of DTC, in each case in a manner approved by the Company) certificates for shares of Common Stock issuable with respect to Subscriptions that have been accepted. The Subscription Agent will not be obligated to calculate or pay interest to any holder or any other party claiming through a holder or otherwise. It is hereby agreed immediately following the effective date of the Subscription, immediately available funds, represented by certified check, money order, or wire transfer but not personal check, will be deposited with the Subscription Agent in accordance with Exhibit 7. In the event that the Rights Offering is not consummated because the Company has withdrawn, cancelled or terminated the Rights Offering, the Subscription Agent shall, upon the receipt of the Liquidation Letter in the form attached hereto as Exhibit 4 and executed by the Company, shall liquidate the segregated account in which the subscription funds monies were held as promptly as practicable and distribute the funds to each respective subscribing Common Stock holder or Warrant holder shareholder who elected to exercise its Rights. (b) Advise the Company daily by email facsimile transmission and confirm by letter to the attention of Xxxxx Rxxxx Xxxxxx (the “"Company Representative”") as to the total number of shares of Preferred Common Stock Subscribed for and the amount of funds received, with cumulative totals for each; and in addition advise the Company Representative, by telephone at 000200-000-0000, confirmed by email facsimile transmission xxxxx.xxxxxx@xxxxxxxxx.xxx200-000-0000, of the amount of funds received identified in accordance with (a) above, deposited, available, or transferred in accordance with (a) above, with cumulative totals; and (c) As promptly as possible but in any event on or before 3:30 p.m., Eastern ______________ Time, on the first full business day following the Expiration Time, advise the Company Representative in accordance with (b) above of the number of shares of Common Stock Subscribed and the number of shares of Preferred Common Stock unsubscribed.

Acceptance of Subscriptions. Upon acceptance of a Subscription, the Subscription Agent shall from time to time during the Rights OfferingMellon shall: (a) Hold all funds monies received in a dedicated, non-interest bearing escrow special account for the benefit of the Company. Promptly following the Expiration Time, the Subscription Agent shall, upon the receipt of the Distribution Letter in the form attached hereto as Exhibit 3 and executed by the Company, Time Mellon shall distribute to the Company or its designee(s) the funds from exercise of the Basic Subscription Rights and Over-Subscription Rights in such accountaccount and issue certificates for shares of Additional Common Stock issuable with respect to Subscriptions that have been accepted. The Subscription Agent Mellon will not be obligated to calculate or pay interest to any holder or any other party claiming through a holder or otherwise. It is hereby agreed immediately following the effective date of the Subscription, immediately available funds, represented by certified check, money order, or wire transfer but not personal check, will be deposited with the Subscription Agent in accordance with Exhibit 7. In the event that the Rights Offering is not consummated because the Company has withdrawn, cancelled or terminated the Rights Offering, the Subscription Agent shall, upon the receipt of the Liquidation Letter in the form attached hereto as Exhibit 4 and executed by the Company, liquidate the segregated account in which the subscription funds were held as promptly as practicable and distribute the funds to each respective subscribing Common Stock holder or Warrant holder who elected to exercise its RightsMellon. (b) Advise the Company daily by email transmission telecopy and confirm by letter to the attention of Xxxxx Xxxxxx Eugene Hynes (the “"Company Representative”") as to the total number xx xxxxxx xx Additional Common Stock Subscribed for, total number of shares Rights sold, total number of Preferred Stock Rights partially Subscribed for and the amount of funds received, with cumulative totals for each; and in addition advise the Company Representative, by telephone at 000(203) 622-000-00001150, confirmed by email transmission xxxxx.xxxxxx@xxxxxxxxx.xxxtelecopy, of the amount of funds received identified recxxxxx xxxxxxxied in accordance with (a) above, deposited, available, available or transferred in accordance with (a) above, with cumulative totals; and (c) As promptly as possible but in any event on or before 3:30 p.m., Eastern New York City Time, on the first full business day following the Expiration Time, advise the Company Representative in accordance with (b) above of the number of shares Subscribed for, the number of Subscribed Subscription guarantees received and the number of shares of Preferred Additional Common Stock unsubscribedunsubscribed for.

Acceptance of Subscriptions. Upon acceptance of a Subscription, the Subscription Agent Continental shall from time to time during the Rights Offeringoffering: (a) Hold all funds monies received in a dedicated, non-interest bearing escrow account for the benefit of the Company. Promptly following the Expiration Time, the Subscription Agent Continental shall, upon the receipt of the Distribution Letter in the form attached hereto as Exhibit 3 and executed by the Company, distribute to the Company or its designee(s) the funds from exercise of the Basic Subscription Rights and Over-Subscription Rights in such accountaccount and following the Expiration Date issue (in physical form or electronically through the facilities of DTC, in each case in a manner approved by the Company) certificates for shares of Common Stock issuable with respect to Subscriptions that have been accepted. The Subscription Agent Continental will not be obligated to calculate or pay interest to any holder or any other party claiming through a holder or otherwise. It is hereby agreed immediately following the effective date of the Subscription, immediately available funds, represented by certified check, money order, or wire transfer but not personal check, will be deposited with the Subscription Agent in accordance with Exhibit 7Continental. In the event that the Rights Offering is not consummated because the Company has withdrawn, cancelled or terminated the Rights Offering, the Subscription Agent Continental shall, upon the receipt of the Liquidation Letter in the form attached hereto as Exhibit 4 and executed by the Company, liquidate the segregated account in which the subscription funds monies were held as promptly as practicable and distribute the funds to each respective subscribing Common Stock holder or Warrant holder stockholder who elected to exercise its Rights. (b) Advise the Company daily by email facsimile transmission and confirm by letter to the attention of Xxxxx Xxxxxx Xxxx Xxxxxxx (the “Company Representative”) as to the total number of shares of Preferred Common Stock Subscribed for and the amount of funds received, with cumulative totals for each; and in addition advise the Company Representative, by telephone at (000-) 000-0000, confirmed by email facsimile transmission xxxxx.xxxxxx@xxxxxxxxx.xxx((000) 000-0000), of the amount of funds received identified in accordance with (a) above, deposited, available, or transferred in accordance with (a) above, with cumulative totals; and (c) As promptly as possible but in any event on or before 3:30 p.m., Eastern Daylight Savings Time, on the first full business day following the Expiration Time, advise the Company Representative in accordance with (b) above of the number of shares of Subscribed and the number of shares of Preferred Common Stock unsubscribed.

Acceptance of Subscriptions. Upon acceptance of a Subscription, the Subscription Agent shall from time to time during the Rights OfferingContinental shall: (a) Hold all funds monies received in a dedicated, non-interest bearing escrow special account for the benefit of the Company. Promptly following the Expiration Time, the Subscription Agent shall, upon the receipt of the Distribution Letter in the form attached hereto as Exhibit 3 and executed by the Company, Time Continental shall distribute to the Company or its designee(s) the funds from exercise of the Basic Subscription Rights and Over-Subscription Rights in such accountaccount and issue certificates for shares of Additional Common Stock issuable with respect to Subscriptions that have been accepted. The Subscription Agent Continental will not be obligated to calculate or pay interest to any holder or any other party claiming through a holder or otherwise. It is hereby agreed immediately following the effective date of the Subscription, immediately available funds, represented by certified check, money order, or wire transfer but not personal check, will be deposited with the Subscription Agent in accordance with Exhibit 7. In the event that the Rights Offering is not consummated because the Company has withdrawn, cancelled or terminated the Rights Offering, the Subscription Agent shall, upon the receipt of the Liquidation Letter in the form attached hereto as Exhibit 4 and executed by the Company, liquidate the segregated account in which the subscription funds were held as promptly as practicable and distribute the funds to each respective subscribing Common Stock holder or Warrant holder who elected to exercise its RightsContinental. (b) Advise the Company daily by email transmission telecopy and confirm by letter to the attention of Xxxxx Xxxxxx Xxxx Xxxx, Chief Financial Officer (the “Company Representative”) as to the total number of shares of Preferred Additional Common Stock Subscribed for, total number of Rights sold, total number of Rights partially Subscribed for and the amount of funds received, with cumulative totals for each; and in addition advise the Company Representative, by telephone at (000-) 000-0000, confirmed by email transmission xxxxx.xxxxxx@xxxxxxxxx.xxxtelecopy, of the amount of funds received identified in accordance with (a) above, deposited, available, available or transferred in accordance with (a) above, with cumulative totals; and (c) As promptly as possible but in any event on or before 3:30 p.m., Eastern New York City Time, on the first full business day following the Expiration Time, advise the Company Representative in accordance with (b) above of the number of shares Subscribed for, the number of Subscribed Subscription guarantees received and the number of shares of Preferred Additional Common Stock unsubscribedunsubscribed for.

Acceptance of Subscriptions. Upon acceptance of a Subscription, the Subscription Agent Continental shall from time to time during the Rights Offeringoffering: (a) Hold all funds monies received in a dedicated, non-interest bearing escrow special account for the benefit of the Company. Promptly following the Expiration Time, the Subscription Agent shall, upon the receipt of the Distribution Letter in the form attached hereto as Exhibit 3 and executed by the Company, Continental shall distribute to the Company or its designee(s) the funds from exercise of the Basic Subscription Rights and Over-Subscription Rights Priviledge in such accountaccount and following the Expiration Date issue certificates for shares of Additional Common Stock issuable with respect to Subscriptions that have been accepted. The Subscription Agent Continental will not be obligated to calculate or pay interest to any holder or any other party claiming through a holder or otherwise. It is hereby agreed immediately following the effective date of the Subscription, immediately available funds, represented by certified check, money order, or wire transfer but not personal check, will be deposited with the Subscription Agent in accordance with Exhibit 7. In the event that the Rights Offering is not consummated because the Company has withdrawn, cancelled or terminated the Rights Offering, the Subscription Agent shall, upon the receipt of the Liquidation Letter in the form attached hereto as Exhibit 4 and executed by the Company, liquidate the segregated account in which the subscription funds were held as promptly as practicable and distribute the funds to each respective subscribing Common Stock holder or Warrant holder who elected to exercise its RightsContinental. (b) Advise the Company daily by email transmission telecopy and confirm by letter to the attention of Xxxxx Xxxxxx X. Xxxx (the “Company Representative”) as to the total number of shares of Preferred Additional Common Stock Subscribed for, total number of Rights partially Subscribed for and the amount of funds received, with cumulative totals for each; and in addition advise the Company Representative, by telephone at (000-) 000-0000, confirmed by email transmission xxxxx.xxxxxx@xxxxxxxxx.xxxtelecopy, of the amount of funds received identified in accordance with (a) above, deposited, available, available or transferred in accordance with (a) above, with cumulative totals; and (c) As promptly as possible but in any event on or before 3:30 p.m., Eastern New York City Time, on the first full business day following the Expiration Time, advise the Company Representative in accordance with (b) above of the number of shares Subscribed for, the number of Subscribed Subscription guarantees received and the number of shares of Preferred Additional Common Stock unsubscribedunsubscribed for.

Acceptance of Subscriptions. Upon acceptance of a Subscription, the Subscription Agent shall from time to time during the Rights OfferingMellon shall: (a) Hold all funds monies received in a dedicated, non-interest bearing escrow special account for the benefit of the Company. Promptly following the Expiration Time, the Subscription Agent shall, upon the receipt of the Distribution Letter in the form attached hereto as Exhibit 3 and executed by the Company, Time Mellon shall distribute to the Company or its designee(s) the funds from exercise of the Basic Subscription Rights and Over-Subscription Rights in such accountaccount and issue certificates for shares of Additional Common Stock issuable with respect to Subscriptions that have been accepted. The Subscription Agent Mellon will not be obligated to calculate or pay interest to any holder or any other party claiming through a holder or otherwise. It is hereby agreed immediately following the effective date of the Subscription, immediately available funds, represented by certified check, money order, or wire transfer but not personal check, will be deposited with the Subscription Agent in accordance with Exhibit 7. In the event that the Rights Offering is not consummated because the Company has withdrawn, cancelled or terminated the Rights Offering, the Subscription Agent shall, upon the receipt of the Liquidation Letter in the form attached hereto as Exhibit 4 and executed by the Company, liquidate the segregated account in which the subscription funds were held as promptly as practicable and distribute the funds to each respective subscribing Common Stock holder or Warrant holder who elected to exercise its RightsMellon. (b) Advise the Company daily by email transmission telecopy and confirm by letter to the attention of Xxxxx Xxxxxx Eugene Hynes (the “"Company Representative”") as to the total number xx xxxxxx of shares Additional Common Stock Subscribed for, total number of Preferred Stock Rights sold, total number of Rights partially Subscribed for and the amount of funds received, with cumulative totals for each; and in addition advise the Company Representative, by telephone at 000(203) 622-000-00001150, confirmed by email transmission xxxxx.xxxxxx@xxxxxxxxx.xxxtelecopy, of the amount of funds received identified recxxxxx xxxxxxxied in accordance with (a) above, deposited, available, available or transferred in accordance with (a) above, with cumulative totals; and (c) As promptly as possible but in any event on or before 3:30 p.m., Eastern New York City Time, on the first full business day following the Expiration Time, advise the Company Representative in accordance with (b) above of the number of shares Subscribed for, the number of Subscribed Subscription guarantees received and the number of shares of Preferred Additional Common Stock unsubscribedunsubscribed for.

Acceptance of Subscriptions. Upon acceptance of a Subscription, the Subscription Agent Continental shall from time to time during the Rights Offeringoffering: (a) Hold all funds monies received in a dedicated, non-interest bearing escrow special account for the benefit of the Company. Promptly following From time to time during the Expiration Time, the Subscription Agent shall, upon the receipt of the Distribution Letter in the form attached hereto as Exhibit 3 and executed by the Company, offering Continental shall distribute to the Company or its designee(s) the funds from exercise of the Basic Subscription Rights and Over-Subscription Rights Priviledge in such accountaccount and following the Expiration Date issue certificates for shares of Additional Common Stock issuable with respect to Subscriptions that have been accepted. The Subscription Agent Continental will not be obligated to calculate or pay interest to any holder or any other party claiming through a holder or otherwise. It is hereby agreed immediately following the effective date of the Subscription, immediately available funds, represented by certified check, money order, or wire transfer but not personal check, will be deposited with the Subscription Agent in accordance with Exhibit 7. In the event that the Rights Offering is not consummated because the Company has withdrawn, cancelled or terminated the Rights Offering, the Subscription Agent shall, upon the receipt of the Liquidation Letter in the form attached hereto as Exhibit 4 and executed by the Company, liquidate the segregated account in which the subscription funds were held as promptly as practicable and distribute the funds to each respective subscribing Common Stock holder or Warrant holder who elected to exercise its RightsContinental. (b) Advise the Company daily by email transmission telecopy and confirm by letter to the attention of Xxxxx Xxxxxx X. Xxxx (the “Company Representative”) as to the total number of shares of Preferred Additional Common Stock Subscribed for, total number of Rights partially Subscribed for and the amount of funds received, with cumulative totals for each; and in addition advise the Company Representative, by telephone at (000-) 000-0000, confirmed by email transmission xxxxx.xxxxxx@xxxxxxxxx.xxxtelecopy, of the amount of funds received identified in accordance with (a) above, deposited, available, available or transferred in accordance with (a) above, with cumulative totals; and (c) As promptly as possible but in any event on or before 3:30 p.m., Eastern New York City Time, on the first full business day following the Expiration Time, advise the Company Representative in accordance with (b) above of the number of shares Subscribed for, the number of Subscribed Subscription guarantees received and the number of shares of Preferred Additional Common Stock unsubscribedunsubscribed for.

Acceptance of Subscriptions. Upon acceptance of a Subscription, the Subscription Agent shall from time to time during the Rights Offeringoffering: (a) a. Hold all funds monies received in a dedicated, non-interest bearing escrow account for the benefit of the Company. Promptly following the Expiration Time, the Subscription Agent shall, upon the receipt of the Distribution Letter in the form attached hereto as Exhibit 3 and executed by the Company, shall distribute to the Company or its designee(s) the funds from exercise of the Basic Subscription Rights and Over-Subscription Rights in such accountaccount and following the Expiration Date issue (in physical form or electronically through the facilities of DTC, in each case in a manner approved by the Company) certificates for Depositary Units issuable with respect to Subscriptions that have been accepted. The Subscription Agent will not be obligated to calculate or pay interest to any holder or any other party claiming through a holder or otherwise. It is hereby agreed immediately following the effective date of the Subscription, immediately available funds, represented by certified check, money order, or wire transfer but not personal check, will be deposited with the Subscription Agent in accordance with Exhibit 7. In the event that the Rights Offering is not consummated because the Company has withdrawn, cancelled or terminated the Rights Offering, the Subscription Agent shall, upon the receipt of the Liquidation Letter in the form attached hereto as Exhibit 4 and executed by the Company, shall liquidate the segregated account in which the subscription funds monies were held as promptly as practicable and distribute the funds to each respective subscribing Common Stock holder or Warrant holder unitholder who elected to exercise its Rights. (b) b. Advise the Company daily weekly by email transmission to [ ] and confirm by letter to the attention of Xxxxx Xxxxxx Xxxx (the “"Company Representative”") as to the total number of shares of Preferred Stock Depositary Units Subscribed for and the amount of funds received, with cumulative totals for each; and in addition advise the Company Representative, by telephone at 000-000-0000[ ], confirmed by email facsimile transmission xxxxx.xxxxxx@xxxxxxxxx.xxx[ ], of the amount of funds received identified in accordance with (a) above, deposited, available, or transferred in accordance with (a) above, with cumulative totals; and (c) c. As promptly as possible but in any event on or before 3:30 p.m.3:30p.m., Eastern Daylight Savings Time, on the first full business day following the Expiration Time, advise the Company Representative in accordance with (b) above of the estimated number of shares of Depositary Units Subscribed and the estimated number of shares of Preferred Stock unsubscribedDepositary Units unsubscribed (with final numbers to follow 3 business days following the Expiration Time).