Common use of Disposition and Termination Clause in Contracts

Disposition and Termination. The Depositor and the Issuer agree to jointly notify the Escrow Agent in writing of the closing date of the offering (the “Offering Closing Date”) and whether or not the Issuer received subscriptions that will result in the Issuer receiving gross proceeds of at least $7,000,000 (the “Minimum Subscription Amount”). Upon receipt of such written notification the following procedure will take place. (i) If the Escrow Agent receives into the Escrow Fund subscriptions for the Minimum Subscription Amount on or before September 30, 2017, which date may be extended upon the joint written instructions of the Issuer and Depositor (such date, as it may be extended, “Outside Date”), the Escrow Fund will be promptly paid to or credited to the accounts of, or otherwise transferred to, the Issuer and the Depositor pursuant to the joint instructions from the Issuer and the Depositor. (ii) If (a) the Issuer does not receive into the Escrow Fund subscriptions for the Minimum Subscription Amount by the Outside Date, (b) any subscription is not accepted by the Issuer or (c) the offering is abandoned or terminated, the Issuer and Depositor shall notify the Escrow Agent pursuant to a joint written instruction. Escrow Agent shall also be provided by Depositor with suitable notice and, to the extent not previously provided pursuant to Section 2 above, a list containing the amount received from each subscriber whose funds have been deposited with the Escrow Agent (with respect to each subscriber the “Subscriber Investment Amount”) and the name, address and TIN of each subscriber. The aggregate of all Subscriber Investment Amounts shall not exceed the amount of the Escrow Fund on the Offering Closing Date or date of termination or abandonment thereof. The Escrow Agent shall distribute to each subscriber the appropriate Subscriber Investment Amount without interest or deduction within 10 days of receipt of the information described in this Section 4(ii). (iii) If any date that is a deadline under this Escrow Agreement is not a Business Day, then such date shall be the Business Day that immediately follows that date. “Business Day” shall mean any day other than a Saturday, Sunday or any other day on which the Escrow Agent located at the notice address set forth on Schedule 1 is authorized or required by law or executive order to remain closed. Upon delivery of the Escrow Fund to the Issuer or the subscribers as the case may be, by the Escrow Agent, this Escrow Agreement shall terminate, subject to the provisions of Section 8.

Disposition and Termination. The Depositor and the Issuer agree agrees to jointly notify the Escrow Agent in writing of the closing date of on which the offering Registration Statement has been declared effective by the SEC (the “Offering Closing Registration Date”) and whether or not the Issuer received subscriptions that will result Initial Closing Date (as defined in the Issuer receiving gross proceeds of at least $7,000,000 (the “Minimum Subscription Amount”Registration Statement). Upon receipt of such written notification the following procedure will take place. (i) If Upon receipt of written notification of the Initial Closing Date, the Escrow Agent receives into agrees that the Escrow Fund subscriptions for the Minimum Subscription Amount on or before September 30, 2017, which date may be extended upon the joint written instructions full balance of the Issuer and Depositor (such date, as it may be extended, “Outside Date”), the Escrow Fund will be promptly paid to or credited to the accounts account of, or otherwise transferred to, to the Issuer and the Depositor pursuant to the joint instructions from the Issuer and the Depositoraccount listed on Schedule 1. (ii) If (a) the Issuer does determines that the Initial Closing Date will not receive into occur on or prior to the Escrow Fund subscriptions for ninetieth calendar day after the Minimum Subscription Amount by the Outside Registration Date, (b) any subscription is not accepted by the Issuer or (c) the offering is abandoned or terminated, the Issuer and Depositor shall notify send the Escrow Agent pursuant to a joint written instruction. Escrow Agent shall also be provided by Depositor notice together with suitable notice and, to the extent not previously provided pursuant to Section 2 above, a list containing the amount received from each subscriber whose funds have been deposited with the Escrow Agent (with respect to each subscriber the “Subscriber Investment Amount”) and the name, address and TIN Taxpayer Identification Number (“TIN”) of each subscriber. The aggregate of all Subscriber Investment Amounts shall not exceed be equal to the amount of the Escrow Fund on the Offering Closing Date or date of termination or abandonment thereofDate. The Escrow Agent shall promptly distribute to each subscriber the appropriate Subscriber Investment Amount without and interest or deduction thereon pursuant to written instructions of the Issuer, and, in any event, such funds shall be returned within 10 45 days of receipt of the information described in this Section 4(ii). (iii) If any date that is a deadline under this Escrow Agreement is not a Business Day, then such date shall be the Business Day that immediately follows that date. “Business Day” shall mean any day other than a Saturday, Sunday or any other day on which the Escrow Agent located at the notice address set forth on Schedule 1 is authorized or required by law or executive order to remain closed. Upon delivery of the Escrow Fund to the Issuer or the subscribers as the case may be, by the Escrow Agent, this Escrow Agreement shall terminate, subject to the provisions of Section 8.

Disposition and Termination. The Depositor and the Issuer agree agrees to jointly notify the Escrow Agent in writing of the closing date of on which the offering Registration Statement has been declared effective by the SEC (the “Offering Closing Registration Date”) and whether or not the Issuer received subscriptions that will result Initial Closing Date (as defined in the Issuer receiving gross proceeds of at least $7,000,000 (the “Minimum Subscription Amount”Registration Statement). Upon receipt of such written notification the following procedure will take place. (i) If Upon receipt of written notification of the Initial Closing Date, the Escrow Agent receives into agrees that the Escrow Fund subscriptions for the Minimum Subscription Amount on or before September 30, 2017, which date may be extended upon the joint written instructions full balance of the Issuer and Depositor (such date, as it may be extended, “Outside Date”), the Escrow Fund will be promptly paid to or credited to the accounts account of, or otherwise transferred to, to the Issuer and the Depositor pursuant to the joint instructions from the Issuer and the Depositoraccount listed on Schedule 1. (ii) If (a) the Issuer does determines that the Initial Closing Date will not receive into occur on or prior to the Escrow Fund subscriptions for ninetieth calendar day after the Minimum Subscription Amount by the Outside Registration Date, (b) any subscription is not accepted by the Issuer or (c) the offering is abandoned or terminated, the Issuer and Depositor shall notify send the Escrow Agent pursuant to a joint written instruction. Escrow Agent shall also be provided by Depositor notice together with suitable notice and, to the extent not previously provided pursuant to Section 2 above, a list containing the amount received from each subscriber whose funds have been deposited with the Escrow Agent (with respect to each subscriber the “Subscriber Investment Amount”) and the name, address and TIN Taxpayer Identification Number (“TIN”) of each subscriber. The aggregate of all Subscriber Investment Amounts shall not exceed be equal to the amount of the Escrow Fund on the Offering Closing Date or date of termination or abandonment thereofDate. The Escrow Agent shall distribute to each subscriber the appropriate Subscriber Investment Amount without and interest or deduction thereon pursuant to written instructions of the Issuer within 10 45 days of receipt of the information described in this Section 4(ii). (iii) If any date that is a deadline under this Escrow Agreement is not a Business Day, then such date shall be the Business Day that immediately follows that date. “Business Day” shall mean any day other than a Saturday, Sunday or any other day on which the Escrow Agent located at the notice address set forth on Schedule 1 is authorized or required by law or executive order to remain closed. Upon delivery of the Escrow Fund to the Issuer or the subscribers as the case may be, by the Escrow Agent, this Escrow Agreement shall terminate, subject to the provisions of Section 8.

Disposition and Termination. (a) The Depositor Fund shall be paid by the Escrow Agent in accordance with the following: (i) In the event that the Company and the Issuer agree to jointly notify Underwriter advise the Escrow Agent in writing of that the closing date of the offering Offering has been terminated (the “Offering Closing Date”) and whether or not the Issuer received subscriptions that will result in the Issuer receiving gross proceeds of at least $7,000,000 (the “Minimum Subscription Amount”). Upon receipt of such written notification the following procedure will take place. (i) If the Escrow Agent receives into the Escrow Fund subscriptions for the Minimum Subscription Amount on or before September 30, 2017, which date may be extended upon the joint written instructions of the Issuer and Depositor (such date, as it may be extended, “Outside DateTermination Notice”), the Escrow Fund will be Agent shall promptly return the funds paid by each Investor to said Investor without interest or credited offset. The Underwriter shall provide to the accounts of, or otherwise transferred to, the Issuer and the Depositor pursuant to the joint instructions from the Issuer and the Depositor. (ii) If (a) the Issuer does not receive into the Escrow Fund subscriptions for the Minimum Subscription Amount by the Outside Date, (b) any subscription is not accepted by the Issuer or (c) the offering is abandoned or terminated, the Issuer and Depositor shall notify the Escrow Agent pursuant an electronic spreadsheet or list in a form acceptable to a joint written instruction. the Escrow Agent shall also be provided by Depositor with suitable notice and, to the extent not previously provided pursuant to Section 2 above, a list containing the amount received from each subscriber Investor whose funds have been deposited with the Escrow Agent (with respect to each subscriber Investor the “Subscriber Investor Investment Amount”) along with the name and the name, address and TIN of each subscriberInvestor. The aggregate of all Subscriber Investor Investment Amounts shall not exceed be equal to the amount of the Escrow Fund on the Offering Closing Date offering closing date. (ii) Provided that the Escrow Agent does not receive the Termination Notice in accordance with paragraph 4(a)(i) and there is the Minimum Amount deposited into the Escrow Account on or date prior to the Termination Date, the Escrow Agent shall, upon written notification from the Parties, promptly inform the Company and the Underwriter of termination the Minimum Amount that has been deposited in the account on such date. Then upon receipt of written instructions in a form and substance satisfactory to the Escrow Agent, received from the Company and Underwriter, pay the Fund in accordance with such written instructions, such payment or abandonment thereofpayments to be made by wire transfer as soon as practicable after receipt of such written instructions. The Escrow Agent shall distribute to each subscriber Parties agree among themselves that, such instructions will not be provided by the appropriate Subscriber Investment Amount without interest or deduction within 10 days of Company and Underwriter unless they have received confirmation from the NYSE Amex that the Shares will be listed on the NYSE Amex. After receipt of the information described aforementioned confirmation, the Parties will send written release instructions to the Escrow Agent via facsimile, in this accordance with Section 4(ii)10, herein. (iii) If by (x) 3:00 PM Eastern time on the Termination Date, the total amount of the Fund is less than the Minimum Amount, or (y) 5:00 PM Eastern Time on the Termination Date, the Escrow Agent has not received written instructions from the Company and the Underwriter regarding the disbursement of the Fund, then the Escrow Agent shall be directed to return the Fund to the Investors pro rata without interest and/or offset, and in accordance with the Investor release requirements referenced in Section 4.(a), (i) herein. (iv) The Escrow Agent shall not be required to pay any uncollected funds or any funds that are not available for withdrawal. (v) If the Termination Date or any date that is a deadline under this Agreement for giving the Escrow Agreement Agent notice or instructions or for the Escrow Agent to take action is not a Business Banking Day, then such date shall be the Business Banking Day that immediately follows subsequent to that date. “Business Day” shall mean any day other than a Saturday, Sunday or any other day on which the Escrow Agent located at the notice address set forth on Schedule 1 is authorized or required by law or executive order to remain closed. . (b) Upon delivery of the Escrow Fund to the Issuer or the subscribers as the case may be, by the Escrow Agent, this Escrow Agreement shall terminate, subject to the provisions of Section 88(b).

Disposition and Termination. The Depositor and the Issuer agree to jointly notify the Escrow Agent in writing of the closing date of the offering (the “Offering Closing Date”) and whether or not the Issuer received subscriptions that will result in the Issuer receiving gross proceeds of at least $7,000,000 8,000,000 (the “Minimum Subscription Amount”). Upon receipt of such written notification the following procedure will take place. (i) If the Escrow Agent receives into the Escrow Fund subscriptions for the Minimum Subscription Amount on or before September June 30, 20172018, which date may be extended upon subject to extension by the joint mutual written instructions agreement of the Issuer Company and Depositor to a date no later than December 31, 2018 (such date, as it may be extended, “Outside Date”)) , the Escrow Fund will be promptly paid to or credited to the accounts of, or otherwise transferred to, the Issuer and the Depositor pursuant to the joint joint-instructions from the Issuer and the Depositor. (ii) If (a) the Issuer does not receive into the Escrow Fund subscriptions for the Minimum Subscription Amount by the Outside Date, (b) or if any subscription is not accepted by the Issuer or (c) the offering is abandoned or terminated, the Issuer and Depositor shall notify the Escrow Agent pursuant to a joint written instruction. Escrow Agent shall also be provided by Depositor with suitable notice and, to the extent not previously provided pursuant to Section 2 above, and a list containing the amount received from each subscriber whose funds have been deposited with the Escrow Agent (with respect to each subscriber the “Subscriber Investment Amount”) and the name, address and TIN Taxpayer Identification Number (“TIN”) of each subscriber. The aggregate of all Subscriber Investment Amounts shall not exceed the amount of the Escrow Fund on the Offering Closing Date or date of termination or abandonment thereofDate. The Escrow Agent shall distribute to each subscriber the appropriate Subscriber Investment Amount without interest or deduction within 10 days of receipt of the information described in this Section 4(ii). (iii) If any date that is a deadline under this Escrow Agreement is not a Business Day, then such date shall be the Business Day that immediately follows that date. “Business Day” shall mean any day other than a Saturday, Sunday or any other day on which the Escrow Agent located at the notice address set forth on Schedule 1 is authorized or required by law or executive order to remain closed. Upon delivery of the Escrow Fund to the Issuer or the subscribers as the case may be, by the Escrow Agent, this Escrow Agreement shall terminate, subject to the provisions of Section 8.

Disposition and Termination. The Depositor and the Issuer agree to jointly notify the Escrow Agent in writing of the closing date of the offering (the “"Offering Closing Date”") and whether or not the Issuer received subscriptions that will result in for the Issuer receiving gross proceeds of at least $7,000,000 (the “Minimum Subscription Amount”). Upon receipt of such written notification the following procedure will take place. (i) If the Escrow Agent receives into the Escrow Fund Issuer has received subscriptions for the Minimum Subscription Amount on or before September 30, 2017, which date may be extended upon by the joint written instructions of the Issuer and Depositor (such date, as it may be extended, “Outside offering Closing Date”), the Escrow Fund will be promptly paid to or credited to the accounts account of, or otherwise transferred to, to the Issuer and the Depositor pursuant to the joint instructions from the Issuer and the DepositorIssuer. (ii) If (a) the Issuer does has not receive into the Escrow Fund received subscriptions for the Minimum Subscription Amount by the Outside DateAmount, (b) any subscription is not accepted by the Issuer or (c) the offering is abandoned or terminated, the Issuer and Depositor shall notify the Escrow Agent pursuant to a joint written instruction. Escrow Agent shall also be provided by Depositor with suitable notice and, to the extent not previously provided pursuant to Section 2 above, a list containing the amount received from each subscriber whose funds have been deposited with the Escrow Agent (with respect to each subscriber the “"Subscriber Investment Amount”") and the name, address and TIN Taxpayer Identification Number ("TIN") of each subscriber. In addition, the Issuer or Depositor shall calculate the interest earned on each Subscriber Investment Amount as of the Offering Closing Date and provide such information to the Escrow Agent. The aggregate of all Subscriber Investment Amounts and interest thereon shall not exceed be equal to the amount of the Escrow Fund on the Offering Closing Date or date of termination or abandonment thereofDate. The Escrow Agent shall distribute to each subscriber the appropriate Subscriber Investment Amount without and interest or deduction thereon pursuant to joint written instructions of the Issuer and Depositor within 10 45 days of receipt of the information described in this Section 4(ii). (iii) If any date that is a deadline under this Escrow Agreement is not a Business Day, then such date shall be the Business Day that immediately follows that date. “Business Day” shall mean any day other than a Saturday, Sunday or any other day on which the Escrow Agent located at the notice address set forth on Schedule 1 is authorized or required by law or executive order to remain closed. Upon delivery of the Escrow Fund to the Issuer issuer or the subscribers as the case may be, by the Escrow Agent, this Escrow Agreement shall terminate, subject to the provisions of Section 8.

Disposition and Termination. The Depositor and the Issuer agree Sponsor agrees to jointly notify the Escrow Agent in writing of the closing date of the offering with respect to any Series (the “"Series Offering Closing Date”") and whether or not the Issuer received subscriptions that will result in the Issuer receiving gross proceeds respect of at least any Series for fifteen million dollars ($7,000,000 15,000,000) (the “"Series Minimum Subscription Amount”"). Upon receipt of such written notification the following procedure will take place. (i) If If, with respect to any Series, the Escrow Agent receives into the Escrow Fund Issuer has received subscriptions for the Series Minimum Subscription Amount on or before September 30, 2017, which date may be extended upon by the joint written instructions of the Issuer and Depositor (such date, as it may be extended, “Outside Series Offering Closing Date”), the Escrow Fund corresponding to such Series will be promptly paid to or credited to the accounts account of, or otherwise transferred to, to the Issuer and the Depositor pursuant to the joint written instructions from the Issuer and Sponsor on behalf of the DepositorIssuer. (ii) If (a) If, with respect to any Series, the Issuer does has not receive into the Escrow Fund received subscriptions for the Series Minimum Subscription Amount by the Outside DateAmount, (b) any subscription is not accepted by the Issuer or (c) the offering is abandoned or terminated, the Issuer and Depositor shall notify the Escrow Agent pursuant to a joint written instruction. Escrow Agent shall also be provided by Depositor with suitable notice and, to the extent not previously provided pursuant to Section 2 above, a list containing the amount received from each subscriber to Units of such Series whose funds have been deposited with the Escrow Agent (with respect to each such subscriber the “"Subscriber Investment Amount”") and the name, address and TIN Taxpayer Identification Number ("TIN") of each such subscriber. The Escrow Agent must receive an originally executed W-9 or W-8 I.R.S. form for each Subscriber who desposits funds into the Subscription Escrow Account. In addition, the Issuer shall calculate the interest earned on each such Subscriber Investment Amount as of the applicable Series Offering Closing Date and provide such information to the Escrow Agent. The aggregate of all Subscriber Investment Amounts with respect to any Series and interest thereon shall not exceed be equal to the amount of the Escrow Fund corresponding to such Series on the applicable Series Offering Closing Date or date of termination or abandonment thereofDate. The Escrow Agent shall distribute to each such subscriber the appropriate Subscriber Investment Amount without and interest or deduction within 10 thereon pursuant to joint written instructions of the Sponsor, on behalf of the Issuer, as promptly as practicable but in no event more than 30 days of after receipt of the information described in this Section 4(ii). (iii) The Sponsor, on behalf of the Issuer, may reject any subscription for any reason or for no reason. Subscribers may, under certain circumstances, rescind their subscriptions. If the Sponsor rejects any date that is a deadline under this Escrow Agreement is not a Business Day, then such date shall be the Business Day that immediately follows that date. “Business Day” shall mean any day other than a Saturday, Sunday or any other day on subscription for which the Escrow Agent located at has already collected funds, or in the notice address set forth on Schedule 1 is authorized event that a 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 Sponsor and the Sponsor has notified the Escrow Agent thereof, the Escrow Agent shall promptly issue a refund check or required by law or executive order wire transfer (if the Sponsor provides the Escrow Agent with directions and wire instructions) to remain closedthe subscriber, excluding any interest thereon, in the amount of the original subscription amount. Upon delivery of the each Escrow Fund to the Issuer or the subscribers applicable subscribers, as the case may be, by the Escrow Agent, this Escrow Agreement shall terminateterminate with respect to such Escrow Fund and such Series, subject to the provisions of Section 8.

Disposition and Termination. The Depositor and the Issuer agree to jointly notify the Escrow Agent in writing of the closing date of the offering (the “"Offering Closing Date”") and whether or not the Issuer received subscriptions that will result in for the Issuer receiving gross proceeds of at least $7,000,000 (the “Minimum Subscription Amount”). Upon receipt of such written notification the following procedure will take place. (i) If the Escrow Agent receives into the Escrow Fund issuer has received subscriptions for the Minimum Subscription Amount on or before September 30, 2017, which date may be extended upon by the joint written instructions of the Issuer and Depositor (such date, as it may be extended, “Outside offering Closing Date”), the Escrow Fund will be promptly paid to or credited to the accounts account of, or otherwise transferred to, to the Issuer and the Depositor pursuant to the joint instructions from the Issuer and the DepositorIssuer. (ii) If (a) the Issuer does has not receive into the Escrow Fund received subscriptions for the Minimum Subscription Amount by the Outside DateAmount, (b) any subscription is not accepted by the Issuer or (c) the offering is abandoned or terminated, the Issuer and Depositor shall notify the Escrow Agent pursuant to a joint written instruction. Escrow Agent shall also be provided by Depositor with suitable notice and, to the extent not previously provided pursuant to Section 2 above, a list containing the amount received from each subscriber whose funds have been deposited with the Escrow Agent (with respect to each subscriber the “"Subscriber Investment Amount”") and the name, address and TIN Taxpayer Identification Number ("TIN") of each subscriber. In addition, the Issuer or Depositor shall calculate the interest earned on each Subscriber Investment Amount as of the Offering Closing Date and provide such information to the Escrow Agent. The aggregate of all Subscriber Investment Amounts and interest thereon shall not exceed be equal to the amount of the Escrow Fund on the Offering Closing Date or date of termination or abandonment thereofDate. The Escrow Agent shall distribute to each subscriber the appropriate Subscriber Investment investment Amount without and interest or deduction thereon pursuant to joint written instructions of the Issuer and Depositor within 10 45 days of receipt of the information described in this Section 4(ii). (iii) If any date that is a deadline under this Escrow Agreement is not a Business Day, then such date shall be the Business Day that immediately follows that date. “Business Day” shall mean any day other than a Saturday, Sunday or any other day on which the Escrow Agent located at the notice address set forth on Schedule 1 is authorized or required by law or executive order to remain closed. Upon delivery of the Escrow Fund to the Issuer issuer or the subscribers as the case may be, by the Escrow Agent, this Escrow Agreement shall terminate, subject to the provisions of Section 8.

Disposition and Termination. The Depositor and the Issuer agree to jointly notify the Escrow Agent in writing of (i) the initial closing date of the offering (the “Offering Initial Closing Date”) and whether or not (ii) the Issuer received subscriptions that will result in the Issuer receiving gross proceeds of at least $7,000,000 second closing date (the “Minimum Subscription AmountSecond Closing Date”); or if the Offering has been terminated (either in whole or for a particular subscriber) either before or after the Initial Closing Date. Upon receipt of such written notification the following procedure will take place.: (i) If the Escrow Agent receives into the Escrow Fund subscriptions for the Minimum Subscription Amount on or before September 30, 2017, which date may be extended upon the joint Upon receipt of written instructions notification of the Issuer and Depositor Initial Closing Date, One Million Nine Hundred Thousand Dollars (such date, as it may be extended, “Outside Date”), $1,900,000) of the Escrow Fund will be promptly paid to or credited to the accounts of, or otherwise transferred to, the Issuer and the Depositor pursuant to the joint joint-instructions from the Issuer and the Depositor. (ii) If (a) Upon receipt of written notification of the Issuer does not receive into Second Closing Date, any and all funds remaining in the Escrow Fund subscriptions for after the Minimum Subscription Amount by Initial Closing Date will be promptly paid to or credited to the Outside Dateaccounts of, (b) any subscription is not accepted by the Issuer or (c) the offering is abandoned or terminatedotherwise transferred to, the Issuer pursuant to the joint-instructions from the Issuer and Depositor shall notify the Depositor. (iii) Upon receipt of written notification that the Offering is terminated (either in whole or only for a particular subscriber), either before or after the Initial Closing Date, the Escrow Agent pursuant to a joint written instruction. Escrow Agent shall also be provided by Depositor with suitable notice and, to the extent not previously provided pursuant to Section 2 above, a list containing the amount received from each subscriber whose funds have been deposited with the Escrow Agent and remain in the Escrow Fund (with respect to each subscriber the “Subscriber Investment Amount”) and the name, address and TIN Taxpayer Identification Number (“TIN”) of each such subscriber. The aggregate of all Subscriber Investment Amounts shall not exceed the amount of the Escrow Fund on at the Offering Closing Date or date time of termination or abandonment thereofthe Escrow Agent’s receipt of such notice. The Escrow Agent shall distribute to each subscriber the appropriate Subscriber Investment Amount without interest or deduction pursuant to joint written instructions of the Issuer and Depositor within 10 days of receipt of the information described in this Section 4(ii4(iii). (iii) If any date that is a deadline under this Escrow Agreement is not a Business Day, then such date shall be the Business Day that immediately follows that date. “Business Day” shall mean any day other than a Saturday, Sunday or any other day on which the Escrow Agent located at the notice address set forth on Schedule 1 is authorized or required by law or executive order to remain closed. Upon full delivery of the Escrow Fund to the Issuer or the subscribers as the case may be, by the Escrow Agent, this Escrow Agreement shall terminate, subject to the provisions of Section 8.

Disposition and Termination. The Depositor Issuer and the Issuer PV agree to jointly notify the Escrow Agent in writing of the closing date of the offering Offering (the “Offering Closing Date”) and whether or not the Issuer received subscriptions that will result in distribution amounts and recipients from the Issuer receiving gross proceeds of at least $7,000,000 (the “Minimum Subscription Amount”)Escrow Deposit. Upon receipt of such written notification the following procedure will take place. (i) If the Escrow Agent receives into the Escrow Fund subscriptions for the Minimum Subscription Amount on or before September 30the Closing Before Date (defined in Schedule 1 hereto), 2017, which date may be extended upon subject to extension by the joint written instructions notice of the Issuer and Depositor PV to a date no later than the Outside Date (such date, as it may be extended, “Outside Date”defined in Schedule 1 hereto), the Escrow Fund will be promptly (and, in any event, within one Business Day) paid to or credited to the accounts of, or otherwise transferred to, the Issuer and the Depositor its designees pursuant to the joint instructions from the Issuer and the DepositorPV. (ii) If (a) the Issuer does not receive into the Escrow Fund subscriptions for the Minimum Subscription Amount by the Outside Date, (b) or if any subscription is not accepted by the Issuer Issuer, or (c) if a subscription is not confirmed upon the offering extension of the offering, or rejected by PV, or the Offering is abandoned or terminatedterminated by the Issuer, the Issuer and Depositor shall notify the Escrow Agent pursuant to a joint written instruction. Escrow Agent shall also be provided by Depositor Issuer and PV with suitable reasonable notice and, to the extent not previously provided pursuant to Section 2 above, and a list containing the amount received from each subscriber whose funds have been deposited with the Escrow Agent (with respect to each subscriber subscriber, the “Subscriber Investment Amount”) and the name, address and TIN Taxpayer Identification Number (“TIN”) of each subscriber. The aggregate of all Subscriber Investment Amounts shall not exceed the amount of the Escrow Fund on the Offering Closing Date or date of termination or abandonment thereofDate. The Escrow Agent shall distribute to each subscriber the appropriate Subscriber Investment Amount without interest interest, deduction or deduction offset within 10 days of receipt of the information described in this Section 4(ii). (iii) If any date that is a deadline under this Escrow Agreement is not a Business Day, then such date shall be the Business Day that immediately follows that date. “Business Day” shall mean any day other than a Saturday, Sunday or any other day on which the Escrow Agent located at the notice address set forth on Schedule 1 is authorized or required by law or executive order to remain closed. Upon delivery in full of the Escrow Fund to the Issuer Issuer, PV or the subscribers subscribers, as the case may be, by the Escrow Agent, this Escrow Agreement shall terminate, subject to the provisions of Section 8.

Disposition and Termination. The Depositor and the Issuer agree to jointly notify the Escrow Agent in writing of the closing date of the offering (the “Offering Closing Date”) and whether or not the Issuer received subscriptions that will result in for the Issuer receiving gross proceeds of at least $7,000,000 (the “Minimum Subscription Amount”). Upon receipt of such written notification the following procedure will take place. (i) . If the Escrow Agent receives into the Escrow Fund Issuer has received subscriptions for the Minimum Subscription Amount on or before September 30, 2017, which date may be extended upon by the joint written instructions of the Issuer and Depositor (such date, as it may be extended, “Outside Offering Closing Date”), the Escrow Fund will be promptly paid to or credited to the accounts account of, or otherwise transferred to, to the Issuer and the Depositor pursuant to the joint instructions from the Issuer and the Depositor. (ii) Issuer. If (a) the Issuer does has not receive into the Escrow Fund received subscriptions for the Minimum Subscription Amount by the Outside DateAmount, (b) any subscription is not accepted by the Issuer or (c) the offering is abandoned or terminated, the Issuer and Depositor shall notify the Escrow Agent pursuant to a joint written instruction. Escrow Agent shall also be provided by Depositor with suitable notice and, to the extent not previously provided pursuant to Section 2 above, a list containing the amount received from each subscriber whose funds have been deposited with the Escrow Agent (with respect to each subscriber the “Subscriber Investment Amount”) and the name, address and TIN Taxpayer Identification Number (“TIN”) of each subscriber. In addition, the Issuer or Depositor shall calculate the interest earned on each Subscriber Investment Amount as of the Offering Closing Date and provide such information to the Escrow Agent. The aggregate of all Subscriber Investment Amounts and interest thereon shall not exceed be equal to the amount of the Escrow Fund on the Offering Closing Date or date of termination or abandonment thereofDate. The Escrow Agent shall distribute to each subscriber the appropriate Subscriber Investment Amount without and interest or deduction thereon pursuant to joint written instructions of the Issuer and Depositor within 10 45 days of receipt of the information described in this Section 4(ii). (iii) If any date that is a deadline under this Escrow Agreement is not a Business Day, then such date shall be the Business Day that immediately follows that date. “Business Day” shall mean any day other than a Saturday, Sunday or any other day on which the Escrow Agent located at the notice address set forth on Schedule 1 is authorized or required by law or executive order to remain closed. Upon delivery of the Escrow Fund to the Issuer or the subscribers as the case may be, by the Escrow Agent, this Escrow Agreement shall terminate, subject to the provisions of Section Sections 7 and 8.

Disposition and Termination. The Depositor and the Issuer agree to jointly notify the Escrow Agent in writing of the closing date of the offering offering, which shall not be later than the second anniversary of the effectiveness of the Registration Statement (the “"Offering Closing Date”") and whether or not the Issuer received subscriptions that will result in for the Issuer receiving gross proceeds of at least $7,000,000 (the “Minimum Subscription Amount”). Upon receipt of such written notification the following procedure will take place. (i) If the Escrow Agent receives into the Escrow Fund Issuer has received subscriptions for the Minimum Subscription Amount on or before September 30, 2017, which date may be extended upon by the joint written instructions of the Issuer and Depositor (such date, as it may be extended, “Outside Offering Closing Date”), the Escrow Fund will be promptly paid to or credited to the accounts account of, or otherwise transferred to, to the Issuer and the Depositor pursuant to the joint instructions from the Issuer and the DepositorIssuer. (ii) If (a) the Issuer does has not receive into the Escrow Fund received subscriptions for the Minimum Subscription Amount by the Outside DateAmount, (b) any subscription is not accepted by the Issuer or (c) the offering is abandoned or terminated, the Issuer and Depositor shall notify the Escrow Agent pursuant to a joint written instruction. Escrow Agent shall also be provided by Depositor with suitable notice and, to the extent not previously provided pursuant to Section 2 above, a list containing the amount received from each subscriber whose funds have been deposited with the Escrow Agent (with respect to each subscriber the “"Subscriber Investment Amount”") and the name, address and TIN Taxpayer Identification Number ("TIN") of each subscriber. In addition, the Issuer or Depositor shall calculate the interest earned on each Subscriber Investment Amount as of the Offering Closing Date and provide such information to the Escrow Agent. The aggregate of all Subscriber Investment Amounts and interest thereon shall not exceed be equal to the amount of the Escrow Fund on the Offering Closing Date or date of termination or abandonment thereofDate. The Escrow Agent shall distribute to each subscriber the appropriate Subscriber Investment Amount without and interest or deduction thereon pursuant to joint written instructions of the Issuer and Depositor within 10 45 days of receipt of the information described in this Section 4(ii). (iii) If any date that is a deadline under this Escrow Agreement is not a Business Day, then such date shall be the Business Day that immediately follows that date. “Business Day” shall mean any day other than a Saturday, Sunday or any other day on which the Escrow Agent located at the notice address set forth on Schedule 1 is authorized or required by law or executive order to remain closed. Upon delivery of the Escrow Fund to the Issuer or the subscribers as the case may be, by the Escrow Agent, this Escrow Agreement shall terminate, subject to the provisions of Section 8.

Disposition and Termination. The Depositor and the Issuer agree to jointly notify the Escrow Agent in writing of the closing date of the offering (the “Offering Closing Date”) and whether ), on or not before January 31, 2017. There is no minimum subscription amount. The sale of the Issuer received subscriptions that will result in the Issuer receiving gross proceeds of at least $7,000,000 (the “Minimum Subscription Amount”)Units is being made on a best efforts, no minimum amount basis. Upon receipt of such written notification the following procedure will take place. (i) If the Escrow Agent Issuer receives into the Escrow Fund subscriptions for the Minimum Subscription Amount Units, and the Issuer and the Depositor agree to a closing date, so long as the closing date is on or before September 30the close of business on January 31, 2017, which date may be extended upon the joint written instructions of the Issuer and Depositor (such date, as it may be extended, “Outside Date”), the Escrow Fund will be promptly paid to or credited to the accounts of, or otherwise transferred to, the Issuer and the Depositor pursuant to the joint joint-instructions from the Issuer and the Depositor. (ii) If (a) the Issuer does not receive into the Escrow Fund subscriptions for the Minimum Subscription Amount by the Outside DateUnits being sold, (b) or if any subscription is not accepted by the Issuer Issuer, or (c) the fundamental terms of the offering are changed, or the offering is abandoned or terminated, the Issuer and Depositor shall notify the Escrow Agent pursuant to a joint written instruction. Escrow Agent shall also be provided by Depositor with suitable notice and, to the extent not previously provided pursuant to Section 2 above, and a list containing the amount received from each subscriber whose funds have been deposited with the Escrow Agent (with respect to each subscriber the “Subscriber Investment Amount”) and the name, address and TIN Taxpayer Identification Number (“TIN”) of each subscriber. The aggregate of all Subscriber Investment Amounts shall not exceed the amount of the Escrow Fund on the Offering Closing Date or date of termination or abandonment thereofFund. The Escrow Agent shall distribute to each subscriber the appropriate Subscriber Investment Amount without interest or deduction pursuant to joint written instructions of the Issuer and Depositor within 10 days of receipt of the information described in this Section 4(ii). (iii) If any date that is a deadline under this Escrow Agreement is not a Business Day, then such date shall be the Business Day that immediately follows that date. “Business Day” shall mean any day other than a Saturday, Sunday or any other day on which the Escrow Agent located at the notice address set forth on Schedule 1 is authorized or required by law or executive order to remain closed. Upon delivery of the Escrow Fund to the Issuer or the subscribers as the case may be, by the Escrow Agent, this Escrow Agreement shall terminate, subject to the provisions of Section 8.