CONTINGENT OFFERING. If the Offering is a contingent offering as this term is referenced under Rule 15c2-4 of the Exchange Act (“Rule”), the distribution is being made with the express understanding that Escrow Funds are not to be released to Issuer until some further event or contingency occurs, as described in this Exhibit A, in accordance with the Rule. Investor funds will be promptly deposited in a separate bank escrow account, with NCPS serving as agent for the persons who have the beneficial interests therein, until the appropriate event or contingency has occurred. Upon certification that all contingencies have been met, the Escrow Funds will be promptly distributed to Issuer. If the contingencies fail to be satisfied as required by the Offering, the Escrow Funds will be returned to the persons or entities entitled thereto. The following contingencies apply to the Offering (please check all that apply): o None. o Issuer KYC, AML, and Bad Actor Check screening are complete for Issuer and all Control Persons of Issuer. o Certain listed events will have occurred prior to closing (please specify): o Other contingencies (please describe): EXHIBIT B FEES AND EXPENSES Escrow Administration Fee: $500 set-up and administration for 12 months (or partial period); $250 for each additional 12 months (or partial period) Issuer Routable Account Number: $150 per month Out-of-Pocket Expenses: Billed at cost Check Disbursements: $10.00 per check (incoming/outgoing) Transactional Costs: $100.00 for each additional escrow break $100.00 for each escrow amendment $50.00 for reprocessing a closing Wire Disbursements: $25.00 per domestic wire (incoming/outgoing) $45.00 per international wire (incoming/outgoing) ACH Disbursements: $25.00, plus 0.1% on the amount transferred ACH Dispute/Chargeback: $25.00 per reversal/chargeback ACH Failure Return Fee: $1.50 per failure/return Plaid Bank Verification Fee:* $1.80 per linked account Credit Card Transaction Fees Percentage Rate:* 3.15% on the amount transferred Credit Card Transaction Fees Base Rate:* $0.70 per each transaction Credit Card Dispute/Chargeback Fee:* $25.00 per reversal/chargeback Issuer Party shall pay NCPS the Escrow Administration Fee upon execution of this Agreement. In the event the escrow is not funded, the Fee and all related expenses, including attorneys’ fees, remain due and payable, and once paid, will not be refunded. Annual fees cover a full year in advance, or any part thereof, and thus are not pro-rated in the year of te...
CONTINGENT OFFERING. If the Offering is a contingent offering as this term is referenced under Rule 15c2-4 of the Exchange Act (“Rule”), the distribution is being made with the express understanding that Escrow Funds are not to be released to Issuer until some further event or contingency occurs, as described in this Exhibit A, in accordance with the Rule. Investor funds will be promptly deposited in a separate bank escrow account, with NCPS serving as agent for the persons who have the beneficial interests therein, until the appropriate event or contingency has occurred. Upon certification that all contingencies have been met, the Escrow Funds will be promptly distributed to Issuer. If the contingencies fail to be satisfied as required by the Offering, the Escrow Funds will be returned to the persons or entities entitled thereto. The following contingencies apply to the Offering (please check all that apply): o None. o Issuer KYC, AML, and Bad Actor Check screening are complete for Issuer and all Control Persons of Issuer. o Certain listed events will have occurred prior to closing (please specify): Subscriptions for at least the Minimum Offering of $ (amount) to be received by (date), as such amount and date may be amended as provided in the Offering Document. o Other contingencies (please describe): EXHIBIT B MANAGER DUE DILIGENCE ATTESTATION Manager represents, warrants and covenants to NCPS:
CONTINGENT OFFERING. If the Offering is a contingent offering as this term is referenced under Rule 15c2-4 of the Exchange Act (“Rule”), the distribution is being made with the express understanding that Escrow Funds are not to be released to Issuer until some further event or contingency occurs, as described in this Exhibit A, in accordance with the Rule. Investor funds will be promptly deposited in a separate bank escrow account, with NCPS serving as agent for the persons who have the beneficial interests therein, until the appropriate event or contingency has occurred. Upon certification that all contingencies have been met, the Escrow Funds will be promptly distributed to Issuer. If the contingencies fail to be satisfied as required by the Offering, the Escrow Funds will be returned to the persons or entities entitled thereto. The following contingencies apply to the Offering (please check all that apply): None. Issuer KYC, AML, and Bad Actor Check screening are complete for Issuer and all Control Persons of Issuer. Certain listed events will have occurred prior to closing (please specify): ________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Other contingencies (please describe): ________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Standard NCPS Escrow Only Agreement for Securities Offerings (v.2022.6) EXHIBIT B FEES AND EXPENSES Escrow Administration Fee: $500 set-up and administration for 12 months (or partial period); $250 for each additional 12 months (or partial period) Issuer Routable Account Number: $150 per month Out-of-Pocket Expenses: Billed at cost Check Disbursements: $10.00 per check (incoming/outgoing) Transactional Costs: $100.00 for each additional escrow break $100.00 for each escrow amendment
CONTINGENT OFFERING. If the Offering is a contingent offering as this term is referenced under Rule 15c2-4 of the Exchange Act (“Rule”), the distribution is being made with the express understanding that Escrow Funds are not to be released to Issuer until some further event or contingency occurs, as described in this Exhibit A, in accordance with the Rule. Investor funds will be promptly deposited in a separate bank escrow account, with NCPS serving as agent for the person who have the beneficial interests therein, until the appropriate event or contingency has occurred. Upon certification that all contingencies have been met, the Escrow Funds will be promptly distributed to Issuer. If the contingencies fail to be satisfied as required by the Offering, the Escrow Funds will be returned to the persons or entitled thereto. The following contingencies apply to the Offering (please check all that apply): § None.
CONTINGENT OFFERING. If the Offering is a contingent offering as this term is referenced under Rule 15c2-4 of the Exchange Act (“Rule”), the distribution is being made with the express understanding that Escrow Funds are not to be released to Issuer until some further event or contingency occurs, as described in this Exhibit A, in accordance with the Rule. Investor funds will be promptly deposited in a separate bank escrow account, with NCPS serving as agent for the persons who have the beneficial interests therein, until the appropriate event or contingency has occurred. Upon certification that all contingencies have been met, the Escrow Funds will be promptly distributed to Issuer. If the contingencies fail to be satisfied as required by the Offering, the Escrow Funds will be returned to the persons or entities entitled thereto. The following contingencies apply to the Offering (please check all that apply): o None. o Issuer KYC, AML, and Bad Actor Check screening are complete for Issuer and all Control Persons of Issuer. o Certain listed events will have occurred prior to closing (please specify): o Other contingencies (please describe):
CONTINGENT OFFERING. This Offering is a contingent offering as this term is referenced under Rule 15c2-4 of the Securities Exchange Act of 1934. The distribution is being made with the express understanding that payment is not to be released to Issuer until some further event or contingency occurs, as described in this Exhibit B, in accordance with the Rule. Investor funds will be promptly deposited in a separate bank Escrow Account, with North Capital Private Securities Corp. (“NCPS”) serving as agent for the persons who have the beneficial interests therein, until the appropriate event or contingency has occurred. Upon certification by NCPS and acceptance by the Issuer that all contingencies have been met, the funds will be promptly transmitted to the Issuer. If the contingencies fail to be satisfied during the Offering period, the funds will be returned to the subscribers entitled thereto. For this Offering the following contingencies will apply (Please check all that apply).
