Common use of Deposit and Disbursement Clause in Contracts

Deposit and Disbursement. a. The Escrow Agent hereby agrees to receive and disburse the proceeds from the Offering and any interest earned thereon in accordance with the terms of this Agreement. b. The Company or its authorized placement agents, on behalf of the Subscribers, shall from time to time cause to be wired or deposited with the Escrow Agent all proceeds received from the sales of Units by 12:00 p.m., New York City time, the next business day following the receipt of such proceeds by the Company or its authorized placement agents. Such proceeds shall be placed in a special interest-bearing escrow account, in the appropriate sub-account at the Escrow Agent designated for each Series (the "Escrow Account") until the Threshold Amounts for each Series (or such greater amount as the Company may direct in writing) have been deposited in said account. The Company shall direct Subscribers to identify the Series for which such deposits are being made, and direct subscribers to make payments to the Escrow Agent using the instructions identified on Exhibit C attached hereto and incorporated herein. All proceeds are to be deposited in the Escrow Account within three (3) business days after receipt by Escrow Agent. c. As deposits are made in the Escrow Account and at least every 3rd business day, the Company shall cause to be delivered to the Escrow Agent with each such deposit a list showing the name, address, and tax identification number of each Subscriber as well as the name and address of each payor, by Series, which list shall not be cumulative but shall identify only new deposits. The Escrow Agent shall keep a current list by Series of the persons who have subscribed for the Units and deposited money, showing name, date, address and amount of each subscription. All funds so deposited shall remain the property of the Subscribers, subject to the provisions of Section 5 herein. The Escrow Agent shall promptly forward to the Company any subscription agreements which it may receive directly from Subscribers. d. If the Company rejects any subscriptions for which the Escrow Agent has already collected funds, or in the event that the Subscriber rescinds its subscription in conformity with the requirements of the North American Securities Administrators Association Inc. Guidelines for Registration of Commodity Pool Programs, which rescission has been approved by the Company and the Company has notified the Escrow Agent thereof, the Escrow Agent shall promptly issue a refund check to the payor, in the amount of the original deposit collected from such payor via first class U.S. mail, with interest and without deduction for expenses. If the Company rejects any subscription for which the Escrow Agent has not yet collected funds but has submitted the Subscriber's check for collection, the Escrow Agent shall promptly issue a check in the amount of the rejected Subscriber's check upon actual collection. The Escrow Agent shall promptly remit the Subscriber's check directly to the Subscriber. e. In the event that the Threshold Amount for any Series is not deposited with Escrow Agent on or before the date for the closing of the initial offering period as set forth in the Prospectus, which date shall be provided to the Escrow Agent in writing by the Company (unless that date is extended in accordance therewith, and the Company has notified the Escrow Agent in writing of such extension), a copy of which is attached hereto as Exhibit A, the Escrow Agent shall promptly return the funds which have been deposited in the Escrow Account to the payors (in the same way described above in Section 1 (d)), in the amount and to the addresses as shown on its records, plus any Interest Income earned on such subscription funds. f. Upon receipt of (i) the Threshold Amount for each Series (or such greater amount as the Company may direct in writing) and (ii) written confirmation from the Company that funds may be released from escrow, the Escrow Agent shall release the escrow funds, including all Interest Income to the Trust. At the Company's option, it may continue to deposit proceeds from the sale of additional Units (after receipt and/or distribution of the Threshold Amount or any greater amount as directed in writing by the Company) and to direct the disbursement from time to time of funds so deposited after subscriptions for the Threshold Amount have been received but not to exceed 3 months from the date of this Agreement.

Deposit and Disbursement. a. The Escrow Agent hereby agrees to receive and disburse the proceeds from the Offering and any interest earned thereon in accordance with the terms of this Agreement. b. The Company or its authorized placement agents, on behalf of the Subscribers, shall from time to time cause to be wired or deposited with the Escrow Agent all proceeds received from the sales of Units by 12:00 p.m., New York City time, the next business day following the receipt of such proceeds by the Company or its authorized placement agents. Such proceeds shall be placed in a special interest-bearing escrow account, in the appropriate sub-account at the Escrow Agent designated for the each Series (the "“Escrow Account"”) until the Threshold Amounts for the each Series (or such greater amount as the Company may direct in writing) have been deposited in said account. The Company shall direct Subscribers to identify the Series for which such deposits are being made, and direct subscribers to make payments to the Escrow Agent using the instructions identified on Exhibit C attached hereto and incorporated herein. All proceeds are to be deposited in the Escrow Account within three (3) business days after receipt by Escrow Agent. c. As deposits are made in the Escrow Account and at least every 3rd business day, the Company shall cause to be delivered to the Escrow Agent with each such deposit a list showing the name, address, and tax identification number of each Subscriber as well as the name and address of each payor, by Series, which list shall not be cumulative but shall identify only new deposits. The Escrow Agent shall keep a current list by Series of the persons who have subscribed for the Units and deposited money, showing name, date, address and amount of each subscription. All funds so deposited shall remain the property of the Subscribers, subject to the provisions of Section 5 herein. The Escrow Agent shall promptly forward to the Company any subscription agreements which it may receive directly from Subscribers. d. If the Company rejects any subscriptions for which the Escrow Agent has already collected funds, or in the event that the Subscriber rescinds its subscription in conformity with the requirements of the North American Securities Administrators Association Inc. Guidelines for Registration of Commodity Pool Programs, which rescission has been approved by the Company and the Company has notified the Escrow Agent thereof, the Escrow Agent shall promptly issue a refund check to the payor, in the amount of the original deposit collected from such payor via first class U.S. mail, with interest and without deduction for expenses. If the Company rejects any subscription for which the Escrow Agent has not yet collected funds but has submitted the Subscriber's ’s check for collection, the Escrow Agent shall promptly issue a check in the amount of the rejected Subscriber's ’s check upon actual collection. The Escrow Agent shall promptly remit the Subscriber's ’s check directly to the Subscriber. e. In the event that the Threshold Amount for any the each Series is not deposited with Escrow Agent on or before the date for the closing of the initial offering period as set forth in the Prospectus, which date shall be provided to the Escrow Agent in writing by the Company (unless that date is extended in accordance therewith, and the Company has notified the Escrow Agent in writing of such extension), a copy of which is attached hereto as Exhibit A, the Escrow Agent shall promptly return the funds which have been deposited in the Escrow Account to the payors (in the same way described above in Section 1 (d)), in the amount and to the addresses as shown on its records, plus any Interest Income earned on such subscription funds. f. Upon receipt of (i) the Threshold Amount for each Series (or such greater amount as the Company may direct in writing) and (ii) written confirmation from the Company that funds may be released from escrow, the Escrow Agent shall release the escrow funds, including all Interest Income to the Trust. At the Company's ’s option, it may continue to deposit proceeds from the sale of additional Units (after receipt and/or distribution of the Threshold Amount or any greater amount as directed in writing by the Company) and to direct the disbursement from time to time of funds so deposited after subscriptions for the Threshold Amount have been received but not to exceed 3 months from the date of this Agreement.

Deposit and Disbursement. a. The Escrow Agent hereby agrees to receive and disburse the proceeds from the Offering offering of the Shares and any interest earned thereon in accordance with the terms of this Agreement. b. The Company or its authorized placement agentsCompany, on behalf of the Subscribers, shall from time to time cause to be wired or deposited with the Escrow Agent all proceeds received from the sales of Units by 12:00 p.m., New York City time, the next business day following the receipt of such proceeds by the Company or its authorized placement agents. Such proceeds shall Shares to be placed in a special interest-bearing an escrow account, in the appropriate sub-account at the Escrow Agent designated for each Series as the WTO Escrow Account (the "Escrow Account") until the Threshold Amounts for each Series Amount (or such greater amount as the Company may direct in writing) have has been deposited in said account. The Company shall direct Subscribers to identify the Series for which such deposits are being made, and direct subscribers to make payments to the Escrow Agent using the instructions identified on Exhibit C attached hereto and incorporated herein. All proceeds are to be deposited in the Escrow Account within three five (3) business days after receipt by Escrow Agent. c. As deposits are made in the Escrow Account and at least every 3rd business dayAccount, the Company shall cause to be delivered to the Escrow Agent with each such deposit a list showing the name, address, and tax identification number of each Subscriber as well as the name and address together with a copy of a fully completed subscription agreement for each payor, by Series, which list shall not be cumulative but shall identify only new depositsSubscriber. The Escrow Agent shall keep a current list by Series of the persons who have subscribed for the Units Shares and deposited money, showing name, date, address and amount of each subscription. All funds so deposited shall remain the property of the Subscribers, subject to the provisions of Section Paragraph 5 hereinhereof. The Escrow Agent shall promptly forward to the Company any subscription agreements which it may receive directly from Subscribers. d. If the Company rejects any subscriptions for which the Escrow Agent has already collected funds, or in the event that the Subscriber rescinds its subscription in conformity with the requirements of the North American Securities Administrators Association Inc. Guidelines for Registration of Commodity Pool Programs, which rescission has been approved by the Company and the Company has notified the Escrow Agent thereof, the Escrow Agent shall promptly issue a refund check to the payor, rejected Subscriber in the amount of the original deposit collected from such payor via first class U.S. mail, with interest and without deduction for expensesSubscriber. If the Company rejects any subscription for which the Escrow Agent has not yet collected funds but has submitted the Subscriber's check for collection, the Escrow Agent shall promptly issue a check in the amount of the rejected Subscriber's check upon actual collection. The Escrow Agent shall promptly remit the Subscriber's check directly to the Subscriber. e. In the event that the Threshold Amount for any Series is not deposited with Escrow Agent on or before the date for the closing 90 day anniversary of the initial offering period as set forth effective date of the Company's prospectus relating to the offer and sale of the Shares (unless extended by the Company for up to an additional 30 days in the Prospectus, which date shall be provided to accordance therewith and the Escrow Agent in writing has been notified by the Company (unless that date is extended in accordance therewith, and the Company has notified the Escrow Agent in writing of such extension), a copy of which is draft prospectus has been attached hereto as Exhibit AA hereto, the Escrow Agent shall promptly return the funds which have been deposited in the Escrow Account to the payors (in the same way described above in Section 1 (d))Subscribers, in the amount and to the addresses as shown on its records, plus any Interest Income with interest earned. If the Offering is terminated due to the failure to fulfill Threshold during the period set forth above, Escrow Agent will inform the Company of the total amount of interest earned on such subscription fundsfunds deposited with Escrow Agent, and interest earned shall be paid to the Company. For purposes of reporting to tax authorities, Escrow Agent will report all interest earned by the escrow as paid upon distribution. f. Upon receipt of (i) the Threshold Amount for each Series (or such greater amount as the Company may direct in writing) and (ii) written confirmation from the Company that funds may be released from escrow, the Escrow Agent shall release the escrow funds, including all Interest Income less accumulated interest income and any unpaid fees and expenses, to the TrustCompany. Interest income shall be distributed to the Company. At the Company's option, it may continue to deposit proceeds from the sale of additional Units Shares (after receipt and/or an/or distribution of the Threshold Amount or any greater amount as directed in writing by the Company) and to direct the disbursement from time to time of funds so deposited after subscriptions for the Threshold Amount have been received but not to exceed 3 months from the date of this Agreementreceived.

Deposit and Disbursement. a. The Escrow Agent hereby agrees to receive and disburse the proceeds from the Offering and any interest earned thereon in accordance with the terms of this Agreement. b. The Company or its authorized placement agents, on behalf of the Subscribers, shall from time to time cause to be wired or deposited with the Escrow Agent all proceeds received from the sales of Units by 12:00 p.m., New York City time, the next business day following the receipt of such proceeds by the Company or its authorized placement agents. Such proceeds shall to be placed in a special interest-bearing escrow account, in the appropriate sub-account at the Escrow Agent designated for each Series (the "Escrow Account") until the Threshold Amounts for each Series (or such greater amount as the Company may direct in writing) have been deposited in said account. The Company shall direct Subscribers to identify the Series for which such deposits are being made, and direct subscribers to make payments to the Escrow Agent using the instructions identified on Exhibit C attached hereto and incorporated herein. All proceeds are to be deposited in the Escrow Account within three (3) business days after receipt by Escrow Agent. c. As deposits are made in the Escrow Account and at least every 3rd 3/rd/ business day, the Company shall cause to be delivered to the Escrow Agent with each such deposit a list showing the name, address, and tax identification number of each Subscriber as well as the name and address of each payor, by Series, which list shall not be cumulative but shall identify only new deposits. The Escrow Agent shall keep a current list by Series of the persons who have subscribed for the Units and deposited money, showing name, date, address and amount of each subscription. All funds so deposited shall remain the property of the Subscribers, subject to the provisions of Section 5 herein. The Escrow Agent shall promptly forward to the Company any subscription agreements which it may receive directly from Subscribers. d. If the Company rejects any subscriptions for which the Escrow Agent has already collected funds, or in the event that the Subscriber rescinds its subscription in conformity with the requirements of the North American Securities Administrators Association Inc. Guidelines for Registration of Commodity Pool Programs, which rescission has been approved by the Company and the Company has notified the Escrow Agent thereof, the Escrow Agent shall promptly issue a refund check to the payor, in the amount of the original deposit collected from such payor via first class U.S. mail, with interest and without deduction for expenses. If the Company rejects any subscription for which the Escrow Agent has not yet collected funds but has submitted the Subscriber's check for collection, the Escrow Agent shall promptly issue a check in the amount of the rejected Subscriber's check upon actual collection. The Escrow Agent shall promptly remit the Subscriber's check directly to the Subscriber. e. In the event that the Threshold Amount for any Series is not deposited with Escrow Agent on or before the date for the closing of the initial offering period as set forth in the Prospectus, which date shall be provided to the Escrow Agent in writing by the Company (unless that date is extended in accordance therewith, and the Company has notified the Escrow Agent in writing of such extension), a copy of which is attached hereto as Exhibit A, the Escrow Agent shall promptly return the funds which have been deposited in the Escrow Account to the payors (in the same way described above in Section 1 (d)), in the amount and to the addresses as shown on its records, plus any Interest Income earned on such subscription funds. f. Upon receipt of (i) the Threshold Amount for each Series (or such greater amount as the Company may direct in writing) and (ii) written confirmation from the Company that funds may be released from escrow, the Escrow Agent shall release the escrow funds, including all Interest Income to the Trust. At the Company's option, it may continue to deposit proceeds from the sale of additional Units (after receipt and/or distribution of the Threshold Amount or any greater amount as directed in writing by the Company) and to direct the disbursement from time to time of funds so deposited after subscriptions for the Threshold Amount have been received but not to exceed 3 months from the date of this Agreement.

Deposit and Disbursement. a. The Escrow Agent hereby agrees to receive and disburse the proceeds from the Offering and any interest earned thereon in accordance with the terms of this Agreement. b. The Company or its authorized placement agents, on behalf of the Subscribers, shall from time to time cause to be wired or deposited with the Escrow Agent all proceeds received from the sales of Units by 12:00 p.m., New York City time, the next business day following the receipt of such proceeds by the Company or its authorized placement agents. Such proceeds shall be placed in a special interest-bearing escrow account, in the appropriate sub-account at the Escrow Agent designated for each Series (the "“Escrow Account"”) until the Threshold Amounts for each Series (or such greater amount as the Company may direct in writing) have been deposited in said account. The Company shall direct Subscribers to identify the Series for which such deposits are being made, and direct subscribers to make payments to the Escrow Agent using the instructions identified on Exhibit C attached hereto and incorporated herein. All proceeds are to be deposited in the Escrow Account within three (3) business days after receipt by Escrow Agent. c. As deposits are made in the Escrow Account and at least every 3rd business day, the Company shall cause to be delivered to the Escrow Agent with each such deposit a list showing the name, address, and tax identification number of each Subscriber as well as the name and address of each payor, by Series, which list shall not be cumulative but shall identify only new deposits. The Escrow Agent shall keep a current list by Series of the persons who have subscribed for the Units and deposited money, showing name, date, address and amount of each subscription. All funds so deposited shall remain the property of the Subscribers, subject to the provisions of Section 5 herein. The Escrow Agent shall promptly forward to the Company any subscription agreements which it may receive directly from Subscribers. d. If the Company rejects any subscriptions for which the Escrow Agent has already collected funds, or in the event that the Subscriber rescinds its subscription in conformity with the requirements of the North American Securities Administrators Association Inc. Guidelines for Registration of Commodity Pool Programs, which rescission has been approved by the Company and the Company has notified the Escrow Agent thereof, the Escrow Agent shall promptly issue a refund check to the payor, in the amount of the original deposit collected from such payor via first class U.S. mail, with interest and without deduction for expenses. If the Company rejects any subscription for which the Escrow Agent has not yet collected funds but has submitted the Subscriber's ’s check for collection, the Escrow Agent shall promptly issue a check in the amount of the rejected Subscriber's ’s check upon actual collection. The Escrow Agent shall promptly remit the Subscriber's ’s check directly to the Subscriber. e. In the event that the Threshold Amount for any Series is not deposited with Escrow Agent on or before the date for the closing of the initial offering period as set forth in the Prospectus, which date shall be provided to the Escrow Agent in writing by the Company (unless that date is extended in accordance therewith, and the Company has notified the Escrow Agent in writing of such extension), a copy of which is attached hereto as Exhibit A, the Escrow Agent shall promptly return the funds which have been deposited in the Escrow Account to the payors (in the same way described above in Section 1 (d)), in the amount and to the addresses as shown on its records, plus any Interest Income earned on such subscription funds. f. Upon receipt of (i) the Threshold Amount for each Series (or such greater amount as the Company may direct in writing) and (ii) written confirmation from the Company that funds may be released from escrow, the Escrow Agent shall release the escrow funds, including all Interest Income to the Trust. At the Company's ’s option, it may continue to deposit proceeds from the sale of additional Units (after receipt and/or distribution of the Threshold Amount or any greater amount as directed in writing by the Company) and to direct the disbursement from time to time of funds so deposited after subscriptions for the Threshold Amount have been received but not to exceed 3 months from the date of this Agreement.

Deposit and Disbursement. a. The Escrow Agent hereby agrees to receive and disburse the proceeds from the Offering offering of the Shares and any interest interest, if any, earned thereon in accordance with the terms of this Agreement. b. The Offering proceeds shall be held for the sole benefit of the Subscribers of the Shares subject to the terms of this Agreement c. The Company or its authorized placement agents, on behalf of the Subscribers, shall from time to time cause to be wired or deposited in the form of checks, drafts or money orders, with the Escrow Agent all proceeds received from the sales of Units by 12:00 p.m., New York City time, the next business day following the receipt of such proceeds by the Company or its authorized placement agents. Such proceeds shall Shares to be placed in a special interest-non interest bearing escrow account, in the appropriate sub-account at the Escrow Agent designated for each Series as the Auscrete Corporation of Wyoming Escrow Account (the "“Escrow Account"”) until the Threshold Amounts for each Series Amount (or such greater amount as the Company may direct in writing) have has been deposited in said account. The Company shall direct Subscribers to identify the Series All proceeds, after deduction of cash paid for which such deposits are being madeunderwriting commissions, underwriting expenses and direct subscribers to make payments to the Escrow Agent using the instructions identified on Exhibit C attached hereto and incorporated herein. All proceeds dealer allowances are to be promptly deposited in the Escrow Account within three five (35) business days after receipt by Escrow Agent. Provided, however, that no deduction may be made for underwriting commissions, underwriting expenses or dealer allowances payable to an affiliate of the Company. Deposited funds will be held as a deposit in the Escrow Account, which is with the US Bank, an FDIC insured entity. While held in the Escrow Account, the Deposited Securities may not be traded or transferred. c. d. As deposits are made in the Escrow Account and at least every 3rd business dayAccount, the Company shall cause to be delivered to the Escrow Agent with each such deposit a stock certificate representing the Shares subscribed to in connection with the deposit along with a list showing the name, address, and tax identification number of each Subscriber as well as the name and address together with a copy of a fully completed subscription agreement for each payor, by Series, which list shall not be cumulative but shall identify only new depositsSubscriber. The Escrow Agent shall keep a current list by Series of the persons who have subscribed for the Units Shares and deposited money, showing name, date, address and amount of each subscription. All funds so deposited shall remain the property of the Subscribers, subject to the provisions of Section 5 hereinhereof. The Escrow Agent shall promptly forward to the Company any subscription agreements which it may receive directly from Subscribers. d. e. If the Company rejects any subscriptions for which the Escrow Agent has already collected funds, or in the event that the Subscriber rescinds its subscription in conformity with the requirements of the North American Securities Administrators Association Inc. Guidelines for Registration of Commodity Pool Programs, which rescission has been approved by the Company and the Company has notified the Escrow Agent thereof, the Escrow Agent shall promptly issue a refund check to the payor, rejected Subscriber in the amount of the original deposit collected from such payor via first class U.S. mail, with interest and without deduction for expensesSubscriber. If the Company rejects any subscription for which the Escrow Agent has not yet collected funds but has submitted the Subscriber's ’s check for collection, the Escrow Agent shall promptly issue a check in the amount of the rejected Subscriber's check upon actual collection. The Escrow Agent shall promptly remit the Subscriber's ’s check directly to the Subscriber. e. f. In the event that the Threshold Amount for any Series is not deposited with Escrow Agent on or before 18 months from the date for the closing opening of the initial offering period as set forth in the Prospectus, which date shall be provided to the Escrow Agent in writing by the Company (unless that date is extended in accordance therewithCompany’s IPO, and the Company acquisition described in Section 1(g) below has notified not taken place within 18 months of the Escrow Agent in writing of such extension), a copy of which is attached hereto as Exhibit Aregistration statement’s effectiveness, the funds held in the escrow must be returned to investors. Escrow Agent shall promptly return the funds within five days of the end of the 18-month period, which have been deposited in the Escrow Account Account, to the payors (in the same way described above in Section 1 (d))Subscribers, in the amount and to the addresses as shown on its records, plus any Interest Income earned on such subscription funds. f. Upon receipt of (i) the . g The Threshold Amount for each Series (or such greater amount as the Company may direct in writing), less any unpaid fees and expenses, shall be released to the Company upon the occurrence of the following events: (i) achievement of the Threshold Amount (or such greater amount as the Company may direct in writing); (ii) consummation of a written agreement between the Company and Auscrete Corporation, a corporation organized under the laws of Oregon (“Auscrete of Oregon”) for the acquisition of certain assets of Auscrete of Oregon for the purchase price of 2,500,000 shares of the company (the “Sale of Assets Agreement”); (iii) Filing of a post-effective amendment confirming the acquisition that represents at least 80% of the maximum offering proceeds; (iv) presentment by the Company of reaffirmation agreements by a number of investors reaffirming their desire to remain investors of the Company subsequent to receiving an updated Prospectus identifying the Acquisition Agreement. The investors will have been given no fewer than 20 business days and no more than 45 business days from the effective date of the post-effective amendment subscribing to an aggregate amount of Shares totaling at least the Threshold Amount.; and (iiv) written confirmation from the Company that funds may be released from escrow, the Escrow Agent shall release the escrow funds, including all Interest Income to the Trust. At the Company's option, it may continue to deposit proceeds from the sale of additional Units (after receipt and/or distribution Upon release of the Threshold Amount or any greater amount as directed in writing by escrow funds, Escrow Agent shall release to each Subscriber of the Company) and to direct the disbursement from time to time of funds so deposited after subscriptions for the Threshold Amount have been received but not to exceed 3 months from the date of this AgreementShares, their respective stock certificates representing their Shares. ).

Deposit and Disbursement. a. The Escrow Agent hereby agrees to receive and disburse the proceeds from the Offering offering of the Shares and any interest earned thereon in accordance with the terms of this Agreement. b. The Company or its authorized placement agents, on behalf of the Subscribers, shall from time to time cause to be wired or deposited with the Escrow Agent all proceeds received from the sales of Units by 12:00 p.m., New York City time, the next business day following the receipt of such proceeds by the Company or its authorized placement agents. Such proceeds shall Shares to be placed in a special interest-non interest bearing escrow account, in the appropriate sub-account at the Escrow Agent designated for each Series as the Auscrete Corporation of Wyoming Escrow Account (the "“Escrow Account"”) until the Threshold Amounts for each Series Amount (or such greater amount as the Company may direct in writing) have has been deposited in said account. The Company shall direct Subscribers to identify the Series for which such deposits are being made, and direct subscribers to make payments to the Escrow Agent using the instructions identified on Exhibit C attached hereto and incorporated herein. All proceeds are to be deposited in the Escrow Account within three five (35) business days after receipt by Escrow Agent. c. As deposits are made in the Escrow Account and at least every 3rd business dayAccount, the Company shall cause to be delivered to the Escrow Agent with each such deposit a stock certificate representing the Shares subscribed to in connection with the deposit along with a list showing the name, address, and tax identification number of each Subscriber as well as the name and address together with a copy of a fully completed subscription agreement for each payor, by Series, which list shall not be cumulative but shall identify only new depositsSubscriber. The Escrow Agent shall keep a current list by Series of the persons who have subscribed for the Units Shares and deposited money, showing name, date, address and amount of each subscription. All funds so deposited shall remain the property of the Subscribers, subject to the provisions of Section Paragraph 5 hereinhereof. The Escrow Agent shall promptly forward to the Company any subscription agreements which it may receive directly from Subscribers. d. If the Company rejects any subscriptions for which the Escrow Agent has already collected funds, or in the event that the Subscriber rescinds its subscription in conformity with the requirements of the North American Securities Administrators Association Inc. Guidelines for Registration of Commodity Pool Programs, which rescission has been approved by the Company and the Company has notified the Escrow Agent thereof, the Escrow Agent shall promptly issue a refund check to the payor, rejected Subscriber in the amount of the original deposit collected from such payor via first class U.S. mail, with interest and without deduction for expensesSubscriber. If the Company rejects any subscription for which the Escrow Agent has not yet collected funds but has submitted the Subscriber's ’s check for collection, the Escrow Agent shall promptly issue a check in the amount of the rejected Subscriber's check upon actual collection. The Escrow Agent shall promptly remit the Subscriber's ’s check directly to the Subscriber. e. In the event that the Threshold Amount for any Series is not deposited with Escrow Agent on or before the date for the closing 270 days from opening of the initial offering period Company’s IPO, or an extension of 270 days and the Escrow agent has been advised of such extension as set forth in the ProspectusCompany’s Confidential Private Placement Memorandum, which date shall be provided to the Escrow Agent in writing by the Company (unless that date is extended in accordance therewith, and the Company has notified the Escrow Agent in writing of such extension), a copy of which is attached hereto as Exhibit A, the Escrow Agent shall promptly return the funds funds, which have been deposited in the Escrow Account Account, to the payors (in the same way described above in Section 1 (d))Subscribers, in the amount and to the addresses as shown on its records, plus any Interest Income earned on such subscription funds. f. Upon receipt of (i) the Threshold Amount for each Series (or such greater amount as the Company may direct in writing) and (ii) written confirmation from the Company that funds may be released from escrow, the Escrow Agent shall release the escrow funds, including all Interest Income less any unpaid fees and expenses, to the TrustCompany. Upon release of the escrow funds, Escrow Agent shall release to each Subscriber of the Shares, their respective stock certificates representing their Shares. (See deletions). At the Company's ’s option, it may continue to deposit proceeds from the sale of additional Units Shares (after receipt and/or an/or distribution of the Threshold Amount or any greater amount as directed in writing by the Company) and to direct the disbursement from time to time of funds so deposited after subscriptions for the Threshold Amount have been received but not received, for up to exceed 3 months from the date of this Agreementone year thereafter.

Deposit and Disbursement. a. The Escrow Agent hereby agrees to receive and disburse the proceeds from the Offering and any interest earned thereon in accordance with the terms of this Agreement. b. The Company or its authorized placement agents, on behalf of the Subscribers, shall from time to time cause to be wired or deposited with the Escrow Agent all proceeds received from the sales of Units by 12:00 p.m., New York City time, the next business day following the receipt of such proceeds by the Company or its authorized placement agents. Such proceeds shall be placed in a special interest-bearing escrow account, in the appropriate sub-account at the Escrow Agent designated for each Series (the "Escrow Account") until the Threshold Amounts for each Series (or such greater amount as the Company may direct in writing) have been deposited in said account. The Company shall direct Subscribers to identify the Series for which such deposits are being made, and direct subscribers to make payments to the Escrow Agent using the instructions identified on Exhibit C attached hereto and incorporated herein. All proceeds are to be deposited in the Escrow Account within three (3) business days after receipt by Escrow Agent. c. As deposits are made in the Escrow Account and at least every 3rd 3/rd/ business day, the Company shall cause to be delivered to the Escrow Agent with each such deposit a list showing the name, address, and tax identification number of each Subscriber as well as the name and address of each payor, by Series, which list shall not be cumulative but shall identify only new deposits. The Escrow Agent shall keep a current list by Series of the persons who have subscribed for the Units and deposited money, showing name, date, address and amount of each subscription. All funds so deposited shall remain the property of the Subscribers, subject to the provisions of Section 5 herein. The Escrow Agent shall promptly forward to the Company any subscription agreements which it may receive directly from Subscribers. d. If the Company rejects any subscriptions for which the Escrow Agent has already collected funds, or in the event that the Subscriber rescinds its subscription in conformity with the requirements of the North American Securities Administrators Association Inc. Guidelines for Registration of Commodity Pool Programs, which rescission has been approved by the Company and the Company has notified the Escrow Agent thereof, the Escrow Agent shall promptly issue a refund check to the payor, in the amount of the original deposit collected from such payor via first class U.S. mail, with interest and without deduction for expenses. If the Company rejects any subscription for which the Escrow Agent has not yet collected funds but has submitted the Subscriber's check for collection, the Escrow Agent shall promptly issue a check in the amount of the rejected Subscriber's check upon actual collection. The Escrow Agent shall promptly remit the Subscriber's check directly to the Subscriber. e. In the event that the Threshold Amount for any Series is not deposited with Escrow Agent on or before the date for the closing of the initial offering period as set forth in the Prospectus, which date shall be provided to the Escrow Agent in writing by the Company (unless that date is extended in accordance therewith, and the Company has notified the Escrow Agent in writing of such extension), a copy of which is attached hereto as Exhibit A, the Escrow Agent shall promptly return the funds which have been deposited in the Escrow Account to the payors (in the same way described above in Section 1 (d)), in the amount and to the addresses as shown on its records, plus any Interest Income earned on such subscription funds. f. Upon receipt of (i) the Threshold Amount for each Series (or such greater amount as the Company may direct in writing) and (ii) written confirmation from the Company that funds may be released from escrow, the Escrow Agent shall release the escrow funds, including all Interest Income to the Trust. At the Company's option, it may continue to deposit proceeds from the sale of additional Units (after receipt and/or distribution of the Threshold Amount or any greater amount as directed in writing by the Company) and to direct the disbursement from time to time of funds so deposited after subscriptions for the Threshold Amount have been received but not to exceed 3 months from the date of this Agreement.

Deposit and Disbursement. a. The Escrow Agent hereby agrees to receive and disburse the proceeds from the Offering and any interest earned thereon in accordance with the terms of this Agreement. b. The Company or its authorized placement agents, on behalf of the Subscribers, shall from time to time cause to be wired or deposited with the Escrow Agent all proceeds received from the sales of Units by 12:00 p.m., New York City time, the next business day following the receipt of such proceeds by the Company or its authorized placement agents. Such proceeds shall to be placed in a special interest-bearing escrow account, in the appropriate sub-account at the Escrow Agent designated for each Series (the "Escrow Account") until the Threshold Amounts for each Series (or such greater amount as the Company may direct in writing) have been deposited in said account. The Company shall direct Subscribers to identify the Series for which such deposits are being made, and direct subscribers to make payments to the Escrow Agent using the instructions identified on Exhibit C attached hereto and incorporated herein. All proceeds are to be deposited in the Escrow Account within three (3) business days after receipt by Escrow Agent. c. As deposits are made in the Escrow Account and at least every 3rd 3/rd/ business day, the Company shall cause to be delivered to the Escrow Agent with each such deposit a list showing the name, address, and tax identification number of each Subscriber as well as the name and address of each payor, by Series, which list shall not be cumulative but shall identify only new deposits. The Escrow Agent shall keep a current list by Series of the persons who have subscribed for the Units and deposited money, showing name, date, address and amount of each subscription. All funds so deposited shall remain the property of the Subscribers, subject to the provisions of Section 5 herein. The Escrow Agent shall promptly forward to the Company any subscription agreements which it may receive directly from Subscribers. d. If the Company rejects any subscriptions for which the Escrow Agent has already collected funds, or in the event that the Subscriber rescinds its subscription in conformity with the requirements of the North American Securities Administrators Association Inc. Guidelines for Registration of Commodity Pool Programs, which rescission has been approved by the Company and the Company has notified the Escrow Agent thereof, the Escrow Agent shall promptly issue a refund check or wire transfer (if payor provides Escrow Agent with direction and wire instructions) to the payor, excluding any interest thereon, in the amount of the original deposit collected from such payor via first class U.S. mail, with interest payor. Interest earned on subscriptions (both accepted and without deduction rejected) shall be paid to the Trust for expensesthe account of the relevant Series. If the Company rejects any subscription for which the Escrow Agent has not yet collected funds but has submitted the Subscriber's check for collection, the Escrow Agent shall promptly issue a check in the amount of the rejected Subscriber's check upon actual collection. The Escrow Agent shall promptly remit the Subscriber's check directly to the Subscriber. e. In the event that the Threshold Amount for any Series is not deposited with Escrow Agent on or before the date for the closing of the initial offering period as set forth in the Prospectus, which date shall be provided to the Escrow Agent in writing by the Company (unless that date is extended in accordance therewith, and the Company has notified the Escrow Agent in writing of such extension), a copy of which is attached hereto as Exhibit A, the Escrow Agent shall promptly return the funds which have been deposited in the Escrow Account to the payors (in the same way described above in Section 1 (d)), in the amount and to the addresses as shown on its records, plus any provided that Interest Income earned on such subscription fundsshall be paid to the Trust. f. Upon receipt of (i) the Threshold Amount for each Series (or such greater amount as the Company may direct in writing) and (ii) written confirmation from the Company that funds may be released from escrow, the Escrow Agent shall release the escrow funds, including all Interest Income to the Trust. At the Company's option, it may continue to deposit proceeds from the sale of additional Units (after receipt and/or distribution of the Threshold Amount or any greater amount as directed in writing by the Company) and to direct the disbursement from time to time of funds so deposited after subscriptions for the Threshold Amount have been received but not to exceed 3 months from the date of this Agreement.

Deposit and Disbursement. a. The Escrow Agent hereby agrees to receive and disburse the proceeds from the Offering offering of the Shares and any interest earned thereon in accordance with the terms of this Agreement. b. The Company or its authorized placement agents, on behalf of the Subscribers, shall from time to time cause to be wired or deposited with the Escrow Agent all proceeds received from the sales of Units by 12:00 p.m., New York City time, the next business day following the receipt of such proceeds by the Company or its authorized placement agents. Such proceeds shall to be placed in a special interest-bearing an escrow account, in the appropriate sub-account at the Escrow Agent designated for each Series as the GPRE Escrow Account (the "Escrow Account") until the Threshold Amounts for each Series Amount (or such greater amount as the Company may direct in writing) have has been deposited in said account. The Company shall direct Subscribers to identify the Series for which such deposits are being made, and direct subscribers to make payments to the Escrow Agent using the instructions identified on Exhibit C attached hereto and incorporated herein. All proceeds are to be deposited in the Escrow Account within three five (3) business days after receipt by Escrow Agent. c. As deposits are made in the Escrow Account and at least every 3rd business dayAccount, the Company shall cause to be delivered to the Escrow Agent with each such deposit a list showing the name, address, and tax identification number of each Subscriber as well as the name and address together with a copy of a fully completed subscription agreement for each payor, by Series, which list shall not be cumulative but shall identify only new depositsSubscriber. The Escrow Agent shall keep a current list by Series of the persons who have subscribed for the Units Shares and deposited money, showing name, date, address and amount of each subscription. All funds so deposited shall remain the property of the Subscribers, subject to the provisions of Section Paragraph 5 hereinhereof. The Escrow Agent shall promptly forward to the Company any subscription agreements which it may receive directly from Subscribers. d. If the Company rejects any subscriptions for which the Escrow Agent has already collected funds, or in the event that the Subscriber rescinds its subscription in conformity with the requirements of the North American Securities Administrators Association Inc. Guidelines for Registration of Commodity Pool Programs, which rescission has been approved by the Company and the Company has notified the Escrow Agent thereof, the Escrow Agent shall promptly issue a refund check to the payor, rejected Subscriber in the amount of the original deposit collected from such payor via first class U.S. mail, with interest and without deduction for expensesSubscriber. If the Company rejects any subscription for which the Escrow Agent has not yet collected funds but has submitted the Subscriber's check for collection, the Escrow Agent shall promptly issue a check in the amount of the rejected Subscriber's check upon actual collection. The Escrow Agent shall promptly remit the Subscriber's check directly to the Subscriber. e. In the event that the Threshold Amount for any Series is not deposited with Escrow Agent on or before the date for the closing of the initial offering period November 29, 2005, as set forth in the Prospectus, which date shall be provided to the Escrow Agent in writing by the Company Company's Prospectus (unless that date is extended in accordance therewith, therewith and the Company has notified the Escrow Agent in writing has been notified by the Company of such extension), a copy of which is has been attached hereto as Exhibit AB hereto, the Escrow Agent shall promptly return the funds which have been deposited in the Escrow Account to the payors (in the same way described above in Section 1 (d))Subscribers, in the amount and to the addresses as shown on its records, plus any Interest Income without interest earned. If the Offering is terminated due to the failure to fulfill Threshold amount by Green Plains Renewable Energy, Inc., Escrow Agent will inform the Company of the total amount of interest earned on such subscription fundsfunds deposited with Escrow Agent, and pay said interest to the Company. f. Upon receipt of (i) the Threshold Amount for each Series (or such greater amount as the Company may direct in writing) ); and (ii) written confirmation that the Company has received a commitment letter for financing the construction of the ethanol plant; and (iii) written confirmation from the Company that funds may be released from escrow, the Escrow Agent shall release the escrow funds, including all Interest Income less accumulated interest income and any unpaid fees and expenses, to the TrustCompany. Interest income shall be distributed to the Company. At the Company's option, it may continue to deposit proceeds from the sale of additional Units Shares (after receipt and/or an/or distribution of the Threshold Amount or any greater amount as directed in writing by the Company) and to direct the disbursement from time to time of funds so deposited after subscriptions for the Threshold Amount have been received but not to exceed 3 months from the date of this Agreementreceived.

Deposit and Disbursement. a. The Escrow Agent hereby agrees to receive and disburse the proceeds from the Offering offering of the Shares and any interest earned thereon in accordance with the terms of this Agreement. b. The Company or its authorized placement agents, on behalf of the Subscribers, shall from time to time cause to be wired or deposited with the Escrow Agent all proceeds received from the sales of Units by 12:00 p.m., New York City time, the next business day following the receipt of such proceeds by the Company or its authorized placement agents. Such proceeds shall to be placed in a special interest-bearing escrow account, in the appropriate sub-account at the Escrow Agent designated as the "U.S. Bank, Escrow Agent for each Series AmeriVest Properties Inc. Escrow Account" (the "Escrow Account") until the Threshold Amounts for each Series Amount (or such greater amount as the Company may direct in writing) have has been deposited in said account. The Company shall direct Subscribers to identify the Series for which such deposits are being made, and direct subscribers to make payments to the Escrow Agent using the instructions identified on Exhibit C attached hereto and incorporated herein. All proceeds are to be deposited in the Escrow Account within three (3) business days after receipt by Escrow Agent. c. As deposits are made in the Escrow Account and at least every 3rd business dayAccount, the Company shall cause to be delivered to the Escrow Agent with each such deposit a list showing the name, address, and tax identification number of each Subscriber as well as the name and address together with a copy of a fully completed subscription agreement for each payor, by Series, which list shall not be cumulative but shall identify only new depositsSubscriber. The Escrow Agent shall keep a current list by Series of the persons who have subscribed for the Units Shares and deposited money, showing name, date, address and amount of each subscription. All funds so deposited shall remain the property of the Subscribers, subject to the provisions of Section Paragraph 5 hereinhereof. The Escrow Agent agent shall promptly forward to the Company any subscription agreements which it may receive directly from Subscribers. d. If the Company rejects any subscriptions for which the Escrow Agent has already collected funds, or in the event that the Subscriber rescinds its subscription in conformity with the requirements of the North American Securities Administrators Association Inc. Guidelines for Registration of Commodity Pool Programs, which rescission has been approved by the Company and the Company has notified the Escrow Agent thereof, the Escrow Agent shall promptly issue a refund check to the payor, rejected Subscriber in the amount of the original deposit collected from such payor via first class U.S. mailSubscriber, with interest and without deduction for expensesinterest. If the Company rejects any subscription for which the Escrow Agent has not yet collected funds but has submitted the Subscriber's check for collection, the Escrow Agent shall promptly issue a check in the amount of the rejected Subscriber's check upon actual collectionreceipt of collected funds. The Escrow Agent shall promptly remit the Subscriber's check directly to the Subscriber. e. In the event that the Threshold Amount for any Series is not deposited with Escrow Agent on or before the date for the closing of the initial offering period April 30, 2000, as set forth in the Prospectus, which date shall be provided to the Escrow Agent in writing by the Company Company's Registration Statement (unless that date is extended in accordance therewith, and the Company has notified the Escrow Agent in writing of such extension), a copy of which is has been attached hereto as Exhibit AA hereto, the Escrow Agent shall promptly return the funds which have been deposited in the Escrow Account to the payors (in the same way described above in Section 1 (d))respective Subscribers, in the amount and to the addresses as shown on its records, plus without any Interest Income interest and without any deductions. All interest earnings on the Escrow Account shall be the property of the Company. For purposes of reporting to tax authorities, Escrow Agent will report all interest earned on such subscription fundsby the escrow as paid upon distribution. f. Upon receipt of (i) the Threshold Amount for each Series (or such greater amount as the Company may direct in writing) and (ii) written confirmation from the Company that funds may be released from escrow, the Escrow Agent shall release the escrow funds, including all Interest Income plus accumulated interest income less any unpaid fees and expenses, to the TrustCompany. At the Company's option, it may continue to deposit proceeds from the sale of additional Units Shares (after receipt and/or distribution of the Threshold Amount or any greater amount as directed in writing by the Company) and to direct the disbursement from time to time of funds so deposited after subscriptions for the Threshold Amount have been received but not to exceed 3 months from the date of this Agreementreceived.

Deposit and Disbursement. a. The Escrow Agent hereby agrees to receive and disburse the proceeds from the Offering of the Shares and any interest earned thereon in accordance with the terms of this Agreement. b. The Company or its authorized placement agents, on behalf of the Subscribers, Subscribers shall from time to time cause to be wired or deposited with the Escrow Agent all proceeds received from certain funds representing the sales purchase price of Units by 12:00 p.m., New York City time, the next business day following the receipt of such proceeds by the Company or its authorized placement agents. Such proceeds shall their subscribedShares to be placed in a special interest-bearing escrow account, in the appropriate sub-account at the Escrow Agent designated for each Series as the Sandalwood Lodging Investment Corporation Escrow Account (the "Escrow Account") until the Threshold Amounts for each Series Amount (or such greater amount as the Company may direct in writing) have has been deposited in said account. The Company shall direct Subscribers to identify the Series for which such deposits are being made, and direct subscribers to make payments to the Escrow Agent using the instructions identified on Exhibit C attached hereto and incorporated herein. All proceeds funds are to be deposited in the Escrow Account within three one (31) business days day after receipt by Escrow Agent. c. As deposits are made in the Escrow Account and at least every 3rd business day, the Company Subscribers shall cause to be delivered to the Escrow Agent with each such deposit a list showing form bearing the name, address, and tax identification number of each such Subscriber as well as the name and address of each payor, by Series, which list shall not be cumulative but shall identify only new deposits. The Escrow Agent shall keep a current list by Series of the persons who have subscribed for the Units Shares and deposited money, showing name, date, address and amount of each subscription. All funds so deposited shall remain the property of the Subscribers, subject to the provisions of Section Paragraph 5 hereinhereof. The Escrow Agent shall promptly forward to the Company any subscription agreements which it may receive directly from Subscribers. d. If the Company rejects any subscriptions for which the Escrow Agent has already collected funds, or in the event that the Subscriber rescinds its subscription in conformity with the requirements of the North American Securities Administrators Association Inc. Guidelines for Registration of Commodity Pool Programs, which rescission has been approved by the Company and the Company has notified the Escrow Agent thereof, the Escrow Agent shall promptly issue a refund check to the payor, rejected Subscriber in the amount of the original deposit collected from such payor via first class U.S. mailSubscriber, with plus interest and without deduction for expensesthereon (if any). If the Company rejects any subscription for which the Escrow Agent has not yet collected funds but has submitted the Subscriber's check for collection, the Escrow Agent shall promptly issue a check in the amount of the rejected Subscriber's check upon actual collection. The or Escrow Agent shall promptly remit the Subscriber's check directly to the Subscriber. e. In the event that the Threshold Amount for any Series is not deposited with Escrow Agent on or before the date for the closing of the initial offering period June 30, 2004, as set forth in the Company's prospectus, dated ________ , 2002 (the "Prospectus, which date shall be provided to the Escrow Agent in writing by the Company ") (unless that date is extended in accordance therewith, and the Company has notified the Escrow Agent in writing of such extension), a copy of which is has been attached hereto as Exhibit AA hereto, the Escrow Agent shall promptly return the funds which have been deposited in the Escrow Account to the payors (in the same way described above in Section 1 (d))Subscribers, in the amount and to the addresses as shown on its records, plus any Interest Income with interest earned. If the Offering is terminated due to the failure to fulfill the Threshold amount by June 30, 2004, Escrow Agent will inform the Company of the total amount of interest earned on funds deposited with Escrow Agent, calculate the amount of interest earned by each Subscriber and inform the Company how much of the total interest accrued will be distributed to each Subscriber. For purposes of reporting to tax authorities, Escrow Agent will report all interest earned by the escrow as paid upon distribution. As needed, the Company will provide the Escrow Agentwritten instructions with respect to the distribution of such subscription fundsamounts, subject to the terms of this Agreement. f. Upon receipt of (i) the Threshold Amount for each Series (or such greater amount as the Company may direct in writing) and (ii) written confirmation from the Company that funds may be released from escrow, the Escrow Agent shall release the escrow funds, including all Interest Income funds to the TrustCompany. Interest income shall be distributed to the Subscribers by the Escrow Agent as calculated on a pro-rata basis. At the Company's option, it may continue to deposit proceeds from the sale of additional Units Shares (after receipt and/or distribution of the Threshold Amount or any greater amount as directed in writing by the Company) and to direct the disbursement from time to time of funds so deposited after subscriptions for the Threshold Amount have been received but not to exceed 3 months from the date of this Agreementreceived.

Deposit and Disbursement. a. The Escrow Agent hereby agrees to receive and disburse the proceeds from the Offering offering of the Shares and any interest earned thereon in accordance with the terms of this Agreement. b. The Company or its authorized placement agents, on behalf of the Subscribers, shall from time to time cause to be wired or deposited with the Escrow Agent all proceeds received from the sales of Units by 12:00 p.m., New York City time, the next business day following the receipt of such proceeds by the Company or its authorized placement agents. Such proceeds shall Shares to be placed in a special interest-non interest bearing escrow account, in the appropriate sub-account at the Escrow Agent designated for each Series as the Auscrete Corporation of Wyoming Escrow Account (the "“Escrow Account"”) until the Threshold Amounts for each Series Amount (or such greater amount as the Company may direct in writing) have has been deposited in said account. The Company shall direct Subscribers to identify the Series for which such deposits are being made, and direct subscribers to make payments to the Escrow Agent using the instructions identified on Exhibit C attached hereto and incorporated herein. All proceeds are to be deposited in the Escrow Account within three five (35) business days after receipt by Escrow Agent. c. As deposits are made in the Escrow Account and at least every 3rd business dayAccount, the Company shall cause to be delivered to the Escrow Agent with each such deposit a stock certificate representing the Shares subscribed to in connection with the deposit along with a list showing the name, address, and tax identification number of each Subscriber as well as the name and address together with a copy of a fully completed subscription agreement for each payor, by Series, which list shall not be cumulative but shall identify only new depositsSubscriber. The Escrow Agent shall keep a current list by Series of the persons who have subscribed for the Units Shares and deposited money, showing name, date, address and amount of each subscription. All funds so deposited shall remain the property of the Subscribers, subject to the provisions of Section Paragraph 5 hereinhereof. The Escrow Agent shall promptly forward to the Company any subscription agreements which it may receive directly from Subscribers. d. If the Company rejects any subscriptions for which the Escrow Agent has already collected funds, or in the event that the Subscriber rescinds its subscription in conformity with the requirements of the North American Securities Administrators Association Inc. Guidelines for Registration of Commodity Pool Programs, which rescission has been approved by the Company and the Company has notified the Escrow Agent thereof, the Escrow Agent shall promptly issue a refund check to the payor, rejected Subscriber in the amount of the original deposit collected from such payor via first class U.S. mail, with interest and without deduction for expensesSubscriber. If the Company rejects any subscription for which the Escrow Agent has not yet collected funds but has submitted the Subscriber's ’s check for collection, the Escrow Agent shall promptly issue a check in the amount of the rejected Subscriber's check upon actual collection. The Escrow Agent shall promptly remit the Subscriber's ’s check directly to the Subscriber. e. In the event that the Threshold Amount for any Series is not deposited with Escrow Agent on or before 18 months from the date for the closing opening of the initial offering period as set forth in the ProspectusCompany’s IPO, which date shall be provided to the Escrow Agent in writing by the Company (unless that date is extended in accordance therewith, and the Company has notified the Escrow Agent in writing of such extension), a copy of which is attached hereto as Exhibit A, the Escrow Agent shall promptly return the funds funds, which have been deposited in the Escrow Account Account, to the payors (in the same way described above in Section 1 (d))Subscribers, in the amount and to the addresses as shown on its records, plus any Interest Income earned on such subscription funds. f. Upon receipt of (i) the The Threshold Amount for each Series (or such greater amount as the Company may direct in writing), less any unpaid fees and expenses, shall be released to the Company upon the occurrence of the following events: (i) achievement of the Threshold Amount (or such greater amount as the Company may direct in writing); (ii) a written agreement between the Company and Auscrete Corporation, a corporation organized under the laws of Oregon (“Auscrete of Oregon”) for the acquisition of certain assets of Auscrete of Oregon for the purchase price of $489,900 (the “Acquisition Agreement”); (iii) presentment by the Company of reaffirmation agreements by a number of investors subscribing to an aggregate amount of Shares totaling at least the Threshold Amount reaffirming their desire to remain investors of the Company subsequent to receiving an updated Prospectus identifying the Acquisition Agreement with updated Audited Financial Statements; and (iiiii) written confirmation from the Company that funds may be released from escrow, the Escrow Agent shall release the escrow funds,. Upon release of the escrow funds, including all Interest Income Escrow Agent shall release to each Subscriber of the TrustShares, their respective stock certificates representing their Shares. At the Company's ’s option, it may continue to deposit proceeds from the sale of additional Units Shares (after receipt and/or an/or distribution of the Threshold Amount or any greater amount as directed in writing by the Company) and to direct the disbursement from time to time of funds so deposited after subscriptions for the Threshold Amount have been received but not received, for up to exceed 3 months from the date of this Agreementone year thereafter.

Deposit and Disbursement. a. The Escrow Agent hereby agrees to receive and disburse the proceeds from the Offering offering of the Shares and any interest interest, if any, earned thereon in accordance with the terms of this Agreement. b. The Offering proceeds shall be held for the sole benefit of the Subscribers of the Shares subject to the terms of this Agreement c. The Company or its authorized placement agents, on behalf of the Subscribers, shall from time to time cause to be wired or deposited in the form of checks, drafts or money orders, with the Escrow Agent all proceeds received from the sales of Units by 12:00 p.m., New York City time, the next business day following the receipt of such proceeds by the Company or its authorized placement agents. Such proceeds shall Shares to be placed in a special interest-non interest bearing escrow account, in the appropriate sub-account at the Escrow Agent designated for each Series as the Auscrete Corporation of Wyoming Escrow Account (the "“Escrow Account"”) until the Threshold Amounts for each Series Amount (or such greater amount as the Company may direct in writing) have has been deposited in said account. The Company shall direct Subscribers to identify the Series All proceeds, after deduction of cash paid for which such deposits are being madeunderwriting commissions, underwriting expenses and direct subscribers to make payments to the Escrow Agent using the instructions identified on Exhibit C attached hereto and incorporated herein. All proceeds dealer allowances are to be promptly deposited in the Escrow Account within three five (35) business days after receipt by Escrow Agent. Provided, however, that no deduction may be made for underwriting commissions, underwriting expenses or dealer allowances payable to an affiliate of the Company. Deposited funds will be held as a deposit in the Escrow Account, which is with the US Bank, an FDIC insured entity. While held in the Escrow Account, the Deposited Securities may not be traded or transferred. Except for an amount up to 10% of the Deposited Funds otherwise releasable under Rule 419(b)(2)(i) of the Securities Act. c. d. As deposits are made in the Escrow Account and at least every 3rd business dayAccount, the Company shall cause to be delivered to the Escrow Agent with each such deposit a stock certificate representing the Shares subscribed to in connection with the deposit along with a list showing the name, address, and tax identification number of each Subscriber as well as the name and address together with a copy of a fully completed subscription agreement for each payor, by Series, which list shall not be cumulative but shall identify only new depositsSubscriber. The Escrow Agent shall keep a current list by Series of the persons who have subscribed for the Units Shares and deposited money, showing name, date, address and amount of each subscription. All funds so deposited shall remain the property of the Subscribers, subject to the provisions of Section 5 hereinhereof. The Escrow Agent shall promptly forward to the Company any subscription agreements which it may receive directly from Subscribers. d. e. If the Company rejects any subscriptions for which the Escrow Agent has already collected funds, or in the event that the Subscriber rescinds its subscription in conformity with the requirements of the North American Securities Administrators Association Inc. Guidelines for Registration of Commodity Pool Programs, which rescission has been approved by the Company and the Company has notified the Escrow Agent thereof, the Escrow Agent shall promptly issue a refund check to the payor, rejected Subscriber in the amount of the original deposit collected from such payor via first class U.S. mail, with interest and without deduction for expensesSubscriber. If the Company rejects any subscription for which the Escrow Agent has not yet collected funds but has submitted the Subscriber's ’s check for collection, the Escrow Agent shall promptly issue a check in the amount of the rejected Subscriber's check upon actual collection. The Escrow Agent shall promptly remit the Subscriber's ’s check directly to the Subscriber. e. f. In the event that the Threshold Amount for any Series is not deposited with Escrow Agent on or before 18 months from the date for the closing opening of the initial offering period as set forth in the Prospectus, which date shall be provided to the Escrow Agent in writing by the Company (unless that date is extended in accordance therewithCompany’s IPO, and the Company acquisition described in Section 1(g) below has notified not taken place within 18 months of the Escrow Agent in writing of such extension), a copy of which is attached hereto as Exhibit Aregistration statement’s effectiveness, the funds held in the escrow must be returned to investors. Escrow Agent shall promptly return the funds within five days of the end of the 18-month period, which have been deposited in the Escrow Account Account, to the payors (in the same way described above in Section 1 (d))Subscribers, in the amount and to the addresses as shown on its records, plus any Interest Income earned on such subscription funds. f. Upon receipt of (i) the . g The Threshold Amount for each Series (or such greater amount as the Company may direct in writing), less any unpaid fees and expenses, shall be released to the Company upon the occurrence of the following events: (i) achievement of the Threshold Amount (or such greater amount as the Company may direct in writing); (ii) a written agreement between the Company and Auscrete Corporation, a corporation organized under the laws of Oregon (“Auscrete of Oregon”) for the acquisition of certain assets of Auscrete of Oregon for the purchase price of $750,000 (the “Sale of Assets Agreement”); (iii) Filing of a post-affective amendment confirming the acquisition that represents 80% of the maximum offering proceeds; (iv) presentment by the Company of reaffirmation agreements by a number of investors given no fewer than 20 business days and no more than 45 business days from the effective date of the post-effective amendment subscribing to an aggregate amount of Shares totaling at least the Threshold Amount reaffirming their desire to remain investors of the Company subsequent to receiving an updated Prospectus identifying the Acquisition Agreement with updated Audited Financial Statements; and (iiv) written confirmation from the Company that funds may be released from escrow, the Escrow Agent shall release the escrow funds, including all Interest Income to the Trust. At the Company's option, it may continue to deposit proceeds from the sale of additional Units (after receipt and/or distribution Upon release of the Threshold Amount or any greater amount as directed in writing by escrow funds, Escrow Agent shall release to each Subscriber of the Company) and to direct the disbursement from time to time of funds so deposited after subscriptions for the Threshold Amount have been received but not to exceed 3 months from the date of this AgreementShares, their respective stock certificates representing their Shares. ).

Deposit and Disbursement. a. The Escrow Agent hereby agrees to receive and disburse the proceeds from the Offering offering of the Shares and any interest earned thereon in accordance with the terms of this Agreement. b. The Company or its authorized placement agents, on behalf of the Subscribers, shall from time to time cause to be wired or deposited with the Escrow Agent all proceeds received from the sales of Units by 12:00 p.m., New York City time, the next business day following the receipt of such proceeds by the Company or its authorized placement agents. Such proceeds shall Shares to be placed in a special interest-non interest bearing escrow account, in the appropriate sub-account at the Escrow Agent designated for each Series as the Auscrete Corporation of Wyoming Escrow Account (the "“Escrow Account"”) until the Threshold Amounts for each Series Amount (or such greater amount as the Company may direct in writing) have has been deposited in said account. The Company shall direct Subscribers to identify the Series for which such deposits are being made, and direct subscribers to make payments to the Escrow Agent using the instructions identified on Exhibit C attached hereto and incorporated herein. All proceeds are to be deposited in the Escrow Account within three five (35) business days after receipt by Escrow Agent. c. As deposits are made in the Escrow Account and at least every 3rd business dayAccount, the Company shall cause to be delivered to the Escrow Agent with each such deposit a stock certificate representing the Shares subscribed to in connection with the deposit along with a list showing the name, address, and tax identification number of each Subscriber as well as the name and address together with a copy of a fully completed subscription agreement for each payor, by Series, which list shall not be cumulative but shall identify only new depositsSubscriber. The Escrow Agent shall keep a current list by Series of the persons who have subscribed for the Units Shares and deposited money, showing name, date, address and amount of each subscription. All funds so deposited shall remain the property of the Subscribers, subject to the provisions of Section Paragraph 5 hereinhereof. The Escrow Agent shall promptly forward to the Company any subscription agreements which it may receive directly from Subscribers. d. If the Company rejects any subscriptions for which the Escrow Agent has already collected funds, or in the event that the Subscriber rescinds its subscription in conformity with the requirements of the North American Securities Administrators Association Inc. Guidelines for Registration of Commodity Pool Programs, which rescission has been approved by the Company and the Company has notified the Escrow Agent thereof, the Escrow Agent shall promptly issue a refund check to the payor, rejected Subscriber in the amount of the original deposit collected from such payor via first class U.S. mail, with interest and without deduction for expensesSubscriber. If the Company rejects any subscription for which the Escrow Agent has not yet collected funds but has submitted the Subscriber's ’s check for collection, the Escrow Agent shall promptly issue a check in the amount of the rejected Subscriber's check upon actual collection. The Escrow Agent shall promptly remit the Subscriber's ’s check directly to the Subscriber. e. In the event that the Threshold Amount for any Series is not deposited with Escrow Agent on or before 18 months from the date for the closing opening of the initial offering period as set forth in the ProspectusCompany’s IPO, which date shall be provided to the Escrow Agent in writing by the Company (unless that date is extended in accordance therewith, and the Company has notified the Escrow Agent in writing of such extension), a copy of which is attached hereto as Exhibit A, the Escrow Agent shall promptly return the funds funds, which have been deposited in the Escrow Account Account, to the payors (in the same way described above in Section 1 (d))Subscribers, in the amount and to the addresses as shown on its records, plus any Interest Income earned on such subscription funds. f. Upon receipt of (i) the The Threshold Amount for each Series (or such greater amount as the Company may direct in writing), less any unpaid fees and expenses, shall be released to the Company upon the occurrence of the following events: (i) achievement of the Threshold Amount (or such greater amount as the Company may direct in writing); (ii) a written agreement between the Company and Auscrete Corporation, a corporation organized under the laws of Oregon (“Auscrete of Oregon”) for the acquisition of certain assets of Auscrete of Oregon for the purchase price of $737,900 (the “Acquisition Agreement”); (iii) presentment by the Company of reaffirmation agreements by a number of investors subscribing to an aggregate amount of Shares totaling at least the Threshold Amount reaffirming their desire to remain investors of the Company subsequent to receiving an updated Prospectus identifying the Acquisition Agreement with updated Audited Financial Statements; and (iiiii) written confirmation from the Company that funds may be released from escrow, the Escrow Agent shall release the escrow funds,. Upon release of the escrow funds, including all Interest Income Escrow Agent shall release to each Subscriber of the TrustShares, their respective stock certificates representing their Shares. At the Company's ’s option, it may continue to deposit proceeds from the sale of additional Units Shares (after receipt and/or an/or distribution of the Threshold Amount or any greater amount as directed in writing by the Company) and to direct the disbursement from time to time of funds so deposited after subscriptions for the Threshold Amount have been received but not received, for up to exceed 3 months from the date of this Agreementone year thereafter.

Deposit and Disbursement. a. The Escrow Agent hereby agrees to receive and disburse the proceeds from the Offering offering of the Securities and any interest earned thereon in accordance with the terms of this Agreement. b. The Company or its authorized placement agents, on behalf of the Subscribers, shall from time to time cause to be wired or deposited with the Escrow Agent all proceeds received from the sales of Units by 12:00 p.m., New York City time, the next business day following the receipt of such proceeds by the Company or its authorized placement agents. Such proceeds shall Shares to be placed in a special interest-bearing an escrow account, in the appropriate sub-account at the Escrow Agent designated for each Series as the Subscription Escrow Account (the "Escrow Account") until the Threshold Amounts for each Series Amount (or such greater amount as the Company may direct in writing) have has been deposited in said account. The Company shall direct Subscribers to identify the Series for which such deposits are being made, and direct subscribers to make payments to the Escrow Agent using the instructions identified on Exhibit C attached hereto and incorporated herein. All proceeds are to be deposited in the Escrow Account within three five (3) business days after receipt by Escrow Agent. c. As deposits are made in the Escrow Account and at least every 3rd business dayAccount, the Company shall cause to be delivered to the Escrow Agent with each such deposit a list showing the name, address, and tax identification number of each Subscriber as well as the name and address together with a copy of a fully completed subscription agreement for each payor, by Series, which list shall not be cumulative but shall identify only new depositsSubscriber. The Escrow Agent shall keep a current list by Series of the persons who have subscribed for the Units Securities and deposited money, showing name, date, address and amount of each subscription. All funds so deposited shall remain the property of the Subscribers, subject to the provisions of Section Paragraph 5 hereinhereof. The Escrow Agent shall promptly forward to the Company any subscription agreements which it may receive directly from Subscribers. d. If the Company rejects any subscriptions for which the Escrow Agent has already collected funds, or in the event that the Subscriber rescinds its subscription in conformity with the requirements of the North American Securities Administrators Association Inc. Guidelines for Registration of Commodity Pool Programs, which rescission has been approved by the Company and the Company has notified the Escrow Agent thereof, the Escrow Agent shall promptly issue a refund check to the payor, rejected Subscriber in the amount of the original deposit collected from such payor via first class U.S. mail, with interest and without deduction for expensesSubscriber. If the Company rejects any subscription for which the Escrow Agent has not yet collected funds but has submitted the Subscriber's check for collection, the Escrow Agent shall promptly issue a check in the amount of the rejected Subscriber's check upon actual collection. The Escrow Agent shall promptly remit the Subscriber's check directly to the Subscriber. e. In the event that the Threshold Amount for any Series is not deposited with Escrow Agent on or before within 90 days from the effective date for the closing of the initial offering period as set forth in the Prospectus, which date shall be provided prospectus relating to the Escrow Agent in writing Shares, unless such period is extended by the Company (unless that date is extended in accordance therewithfor up to an additional 30 days, and the Company has notified the Escrow Agent in writing of such extension), a copy of which is attached hereto as Exhibit A, the Escrow Agent shall promptly return the funds which have been deposited in the Escrow Account to the payors (in the same way described above in Section 1 (d))Subscribers, in the amount and to the addresses as shown on its records, plus any Interest Income with interest earned. The Company will notify Escrow Agent of the effective date of such prospectus and provide Escrow Agent with a copy of the same. If the Offering is terminated due to the failure to fulfill Threshold Amount, Escrow Agent will inform the Company of the total amount of interest earned on such subscription fundsfunds deposited with Escrow Agent, and the Company will calculate the amount of interest earned by each Subscriber and inform Escrow Agent how much of the total interest accrued to pay each Subscriber. For purposes of reporting to tax authorities, Escrow Agent will report all interest earned by the escrow as paid upon distribution. f. Upon receipt of (i) the Threshold Amount for each Series (or such greater amount as the Company may direct in writing) and (ii) written confirmation from the Company that funds may be released from escrow, the Escrow Agent shall release the escrow funds, including all Interest Income less accumulated interest income and any unpaid fees and expenses, to the TrustCompany. Interest income shall be distributed to the Company. At the Company's option, it may continue to deposit proceeds from the sale of additional Units Securities (after receipt and/or distribution of the Threshold Amount or any greater amount as directed in writing by the Company) and to direct the disbursement from time to time of funds so deposited after subscriptions for the Threshold Amount have been received but not to exceed 3 months from the date of this Agreementreceived.