Common use of Establishment of the Bank Account Clause in Contracts

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest bearing bank account at a branch of XX Xxxxxx Chase selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “Bank Account”). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, or wire transfers) which are received by the Underwriter from prospective purchasers of the Securities and are delivered by the Underwriter to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter shall notify the Escrow Agent in writing of the effective date of the Registration Statement (the “Effective Date”), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering period, which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”). The Offering Period shall be extended by an Extension Period (as defined in the Information Sheet) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove provided), is referred to herein as the “Termination Date”. Except as provided in Section 4.3 hereof, after the Termination Date the Underwriter shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest interest-bearing bank account at a the branch of XX Xxxxxx Chase Bank selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “Bank Account”). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, checks or wire transfers) which are received by the Underwriter Issuer from prospective purchasers of the Securities and are delivered by the Underwriter Issuer to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, system and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter Issuer shall notify the Escrow Agent in writing of the effective date of the Registration Statement commencement of the Offering (the “Effective Date”), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering period, “Offering Period,” which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by at the Issuer’s discretion (an “Extension Period (as defined in the Information SheetPeriod”) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove herein above provided), is referred to herein as the “Termination Date”. Except as provided in Section 4.3 hereof, after the Termination Date Date, the Underwriter Issuer shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest bearing bank account at a branch of XX Xxxxxx Chase selected by (the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “"Bank Account”). The ") for the purpose of the Bank Account is for (a) the deposit of depositing all subscription monies (checks, cash or wire transfers) which are received by the Underwriter Escrow Agent from prospective purchasers of the Securities and are delivered by the Underwriter to the Escrow AgentSubscribers (directly, or indirectly from broker/dealers) who have submitted Valid Subscriptions (as defined in Section 3.1), (b) the holding of amounts of subscription monies which are collected through the banking system, and (c) the disbursement of for disbursing collected funds, all as described herein. All broker/dealers must transmit subscription monies directly to the Escrow Agent by noon of the next business day after receipt. 2.2 On or before the date of the initial deposit The Escrow Agent shall invest all subscription monies deposited in the Bank Account pursuant to this Agreementin the Investment Fund, which shall be invested only in investments permitted for the Underwriter subscription monies under Rule 15c2-4 promulgated by the Securities and Exchange Commission. Individual records of the amount deposited by each Subscriber and interest earned thereon shall notify be maintained by the Escrow Agent in writing of the effective date of the Registration Statement (the “Effective Date”), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notificationAgent. 2.3 The offering period, which shall be deemed to commence on the Effective Date, period ("Offering Period") shall consist of the number period of calendar days or business days time set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by an additional period of time (the "Extension Period (as defined in the Information SheetPeriod") only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five two (52) business days prior to the expiration of the Offering Period. The Extension Period, which Period shall be deemed to commence on the next calendar day following the expiration of the Offering Period, Period and shall consist of end on the number of calendar days or business days date set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove provided), is referred to herein as the “"Termination Date”. ." Except as provided in Section Section 4.3 hereof, after the Termination Date the Underwriter shall not depositDate, and the Escrow Agent shall not accept, accept any additional amounts representing payments by prospective purchasersfrom Subscribers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest bearing bank account at a the Los Angeles branch of XX Xxxxxx Chase selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “Bank Account”). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, or wire transfers) which are received by the Underwriter Selling Agents from prospective purchasers of the Securities and are delivered by the Underwriter Selling Agents to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter [__________] shall notify the Escrow Agent in writing of the effective date Qualification Date of the Registration Offering Statement (the “Effective Qualification Date”), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering periodOffering Period, which shall be deemed to commence on the Effective Qualification Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (Sheet, including the “Offering Period”). The Offering Period shall be extended by an Extension Period (as defined in the Information Sheet) only extension described therein; provided, however that if such extension is initiated, the Escrow Agent shall have received joint be provided with written notice thereof from the Issuer and the Underwriter at least five of such extension no later than one (51) business days prior to day after the expiration of the Offering Period. The Extension Period, date on which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheetsuch extension is initiated. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove provided)may be extended, is referred to herein as the “Termination Date”. Except as provided in Section 4.3 hereof, after After the Termination Date Date, the Underwriter Selling Agents shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest bearing bank account at a the branch of XX Xxxxxx Chase selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “Bank Account”). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, or wire transfers) which are received by the Underwriter from prospective purchasers of the Securities and are delivered by the Underwriter to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter shall notify the Escrow Agent in writing of the effective date Effective Date of the Registration Statement (the “Effective Date”), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering periodOffering Period, which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by an Extension Period (as defined in the Information Sheet) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove provided), is referred to herein as the “Termination Date”. Except as provided in Section 4.3 hereof, after the Termination Date the Underwriter shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest interest-bearing bank account at a the branch of XX Xxxxxx Chase Chemical Bank selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “"Bank Account”"). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, cash or wire transfers) which are received by the Underwriter Issuer and participating selected dealers, if any, from prospective purchasers of the Securities and are delivered by the Underwriter Issuer and participating selected dealers, if any, to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter Issuer shall notify the Escrow Agent in writing of the effective date of the Registration Statement (the “"Effective Date”"), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering periodOffering Period, which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by an Extension Period (as defined in the Information Sheet) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove provided), is referred to herein as the “"Termination Date”". Except as provided in Section 4.3 hereof, after the Termination Date the Underwriter shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest interest-bearing bank account at a branch an FDlC insured financial institution located in the State of XX Xxxxxx Chase Florida selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “"Bank Account”"). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, cash or wire transfers) which are received by the Underwriter Escrow Agent from prospective purchasers of the Securities and are delivered by the Underwriter to the Escrow AgentSecurities, (b) the holding of amounts of subscription monies which are collected through the banking system, and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter lssuer shall notify the Escrow Agent in writing of the effective date of the Registration Statement (the “The "Effective Date”"), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering periodOffering Period, which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)information Sheet. The Offering Period shall be extended by an Extension Period (as defined in the Information Sheet) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove provided), is referred to herein as the “"Termination Date”". Except as provided in Section 4.3 hereof, after the Termination Date the Underwriter lssuer shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest bearing bank account at a the branch of XX JX Xxxxxx Chase Cxxxx selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “Bank "Escrow Account”"). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, or wire transfers) which are received by the Underwriter Placement Agent from prospective purchasers of the Securities and are delivered by the Underwriter Placement Agent to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter “The Placement Agent shall notify the Escrow Agent in writing of the effective date Effective Date of the Registration Statement (the “"Effective Date”"), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering periodOffering Period, which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by an Extension Period (as defined in the Information Sheet) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove provided), is referred to herein as the “"Termination Date”. Except as provided in Section 4.3 hereof, after the Termination Date the Underwriter Placement Agent shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest bearing bank account at a the branch of XX Xxxxxx Chase selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “Bank Account”). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, or wire transfers) which are received by the Underwriter Selling Agents from prospective purchasers of the Securities and are delivered by the Underwriter Selling Agents to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter Joint Bookrunning Manager shall notify the Escrow Agent in writing of the effective date Qualification Date of the Registration Offering Statement (the “Effective Qualification Date”), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering periodOffering Period, which shall be deemed to commence on the Effective Qualification Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (Sheet, including the “Offering Period”). The Offering Period shall be extended by an Extension Period (as defined in the Information Sheet) only extension described therein; provided, however that if such extension is initiated, the Escrow Agent shall have received joint be provided with written notice thereof from the Issuer and the Underwriter at least five of such extension no later than one (51) business days prior to day after the expiration of the Offering Period. The Extension Period, date on which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheetsuch extension is initiated. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove provided)may be extended, is referred to herein as the “Termination Date”. Except as provided in Section 4.3 hereof, after After the Termination Date Date, the Underwriter Selling Agents shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest bearing bank account at a the branch of XX Xxxxxx Chase selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “Bank Account”). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, or wire transfers) which are received by the Underwriter from prospective purchasers of the Securities and are delivered by the Underwriter to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the “The Underwriter shall notify the Escrow Agent in writing of the effective date Effective Date of the Registration Statement (the “Effective Date”), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering periodOffering Period, which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by an Extension Period (as defined in the Information Sheet) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove provided), is referred to herein as the “Termination Date”. Except as provided in Section 4.3 hereof, after the Termination Date the Underwriter shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest bearing bank account at a the branch of XX JX Xxxxxx Chase selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “Bank Account”). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, or wire transfers) which are received by the Underwriter from prospective purchasers of the Securities and are delivered by the Underwriter to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter shall notify the Escrow Agent in writing of the effective date Effective Date of the Registration Statement (the “Effective Date”), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering periodOffering Period, which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by an Extension Period (as defined in the Information Sheet) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five two (52) business days prior to the expiration of the Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove provided), is referred to herein as the “Termination Date”. Except as provided in Section 4.3 hereof, after the Termination Date the Underwriter shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest bearing bank account at a the branch of XX Xxxxxx Chase Two River Community Bank selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “Bank Account”). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, or wire transfers) which are received by the Underwriter Placement Agent from prospective purchasers of the Securities and are delivered by the Underwriter Placement Agent to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter Placement Agent shall notify the Escrow Agent in writing of the effective date Effective Date of the Registration Statement (the “Effective Date”), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering periodOffering Period, which shall be deemed to commence on no sooner than the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by an Extension Period (as defined in the Information Sheet) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five two (52) business days prior to the expiration of the Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove provided), is referred to herein as the “Termination Date”. Except as provided in Section 4.3 hereof, after the Termination Date the Underwriter Placement Agent shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest bearing bank account at a the branch of XX Xxxxxx Chase selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “Bank Account”). While the funds are on deposit, the Escrow Agent may earn bank credits or other consideration The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, or wire transfers) which are received by the Underwriter or the Issuer from prospective purchasers of the Securities and are delivered by the Underwriter to the Escrow Agent, (b) the bank to establish reasonable controls and required due diligence performed to comply with USA Patriot Act, Office of the Foreign Asset Control (OFAC) regulations and the Bank Secrecy Act, (c) the holding of amounts of subscription monies which are collected through the banking system, and (cd) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, “the Underwriter shall notify the Escrow Agent in writing of the effective date Effective Date of the Registration Statement (the “Effective Date”), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering periodOffering Period, which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by an Extension Period (as defined in the Information Sheet) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove provided), is referred to herein as the “Termination Date”. Except as provided in Section 4.3 hereof, after the Termination Date the Underwriter shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest interest-bearing bank account at a the branch of XX Xxxxxx Chase Chemical Bank selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “"Bank Account”"). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, cash or wire transfers) which are received by the Underwriter from prospective purchasers of the Securities and are delivered by the Underwriter to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter shall notify the Escrow Agent in writing of the effective date of the Registration Statement (the “"Effective Date”"), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering periodOffering Period, which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by an Extension Period (as defined in the Information Sheet) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove provided), is referred to herein as the “"Termination Date”". Except as provided in Section 4.3 hereof, after the Termination Date the Underwriter shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest interest-bearing bank account at a branch of XX Xxxxxx Chase selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “"Bank Account”") at the ________________ branch of __________________ (the "Bank"). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, checks or wire transfers) which are received by the Underwriter from prospective purchasers of the Securities and are delivered by the Underwriter to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter shall notify the Escrow Agent in writing of the The effective date of the commencement of the offering pursuant to the Registration Statement is [_____ __, 1999] (the “"Effective Date”"), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notificationdate. 2.3 The offering periodinitial Offering Period, which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days period set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by for an Extension Period (as defined in the Information Sheet) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five two (52) business days prior to the scheduled expiration of the Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following simultaneously with the expiration of the then initial Offering Period, shall consist of the number of calendar days or business days set forth in such notice not to exceed the period set forth on the Information Sheet. The last day of the initial Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove provided), is referred to herein as the “"Termination Date”". Except as provided in Section 4.3 hereof, after After the Termination Date the Underwriter subscribers shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest bearing bank account at a the branch of XX Xxxxxx Chase Bank selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “Bank Account”). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, checks or wire transfers) which are received by the Underwriter Placement Agent from prospective purchasers Investors of the Securities Shares and are delivered by the Underwriter Placement Agent to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, system and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter Placement Agent shall notify the Escrow Agent in writing of the effective date of the Registration Statement commencement of the Offering (the “Effective Date”), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering period, “Offering Period,” which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by an at the mutual discretion of the Issuer and the Placement Agent (the “Extension Period (as defined in the Information SheetPeriod”) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering PeriodPeriod or an Extension Period(s), as the case may be. The An Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period or an Extension Period, as the case may be, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the final Extension Period Period, as the case may be (if the Escrow Agent has received written notice thereof as hereinabove herein above provided), is referred to herein as the “Termination Date”. .” Except as provided in Section 4.3 hereof, after the Termination Date Date, the Underwriter Placement Agent shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasersInvestors.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest interest-bearing bank account at a the branch of XX Xxxxxx Chase Bank selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “Bank Account”). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, checks or wire transfers) which are received by the Underwriter Platforms from prospective purchasers of the Securities and are delivered by the Underwriter Platform to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, system and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter Issuer shall notify the Escrow Agent in writing of the effective date of the Registration Statement commencement of the Offering (the “Effective Date”), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering period, “Offering Period,” which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by at the Issuer’s discretion (an “Extension Period (as defined in the Information SheetPeriod”) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove herein above provided), is referred to herein as the “Termination Date”. Except as provided in Section 4.3 hereof, after the Termination Date Date, the Underwriter Platforms shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest bearing bank account at a the branch of XX JX Xxxxxx Chase Cxxxx selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “"Bank Account”"). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, or wire transferstransfers only) which are received by the Underwriter from prospective purchasers of the Securities and are delivered by the Underwriter to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter Placement Agent shall notify the Escrow Agent in writing of the effective date Effective Date of the Registration Statement (the “"Effective Date”"), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering periodOffering Period, which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by an Extension Period (as defined in the Information Sheet) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove provided), is referred to herein as the “"Termination Date”. Except as provided in Section 4.3 hereof, after the Termination Date neither the Underwriter investors nor any sub-agent on their behalf shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest interest-bearing bank account at a the branch of XX Xxxxxx Chase Bank selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “Bank Account”). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, credit card deposits or wire transfers) which are received by the Underwriter Issuer from prospective purchasers of the Securities and are delivered by the Underwriter Issuer or an Investor to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, system and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter Issuer shall notify the Escrow Agent in writing of the effective date of the Registration Statement commencement of the Offering (the “Effective Date”), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering period, “Offering Period,” which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by at the Issuer’s discretion (an “Extension Period (as defined in the Information SheetPeriod”) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove herein above provided), is referred to herein as the “Termination Date”. Except as provided in Section 4.3 hereof, after the Termination Date Date, the Underwriter Issuer shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers. 2.4 Esquire Bank, the merchant service provider shall be a party to this Agreement and, as such, be granted unencumbered access to electronically withdraw funds from the Escrow Account representing refunds or chargebacks without providing notice. The Escrow Agent shall notify Esquire Bank when the escrow is closed and funds have been distributed to the Issuer . Furthermore, the Issuer grants Esquire Bank, for a period of 12 months beyond conclusion of the investment round, unencumbered rights to debit the account below for any fees and chargebacks. If at any time, during the term of this Agreement and for 12 months thereafter, Issuer will notify Esquire Bank of any changes to the bank account below to include the opening or subsequent accounts.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest bearing bank account at a the branch of XX Xxxxxx Chase Xxxxx selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “Bank Account”). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, or wire transfers) which are received by the Underwriter from prospective purchasers of the Securities and are delivered by the Underwriter to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, and (c) the disbursement of collected fundscollectedfunds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter shall notify the Escrow Agent in writing of the effective date Effective Date of the Registration Statement (the “Effective Date”), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering periodOffering Period, which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by an Extension Period (as defined in the Information Sheet) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five two (52) business days prior to the expiration of the Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove provided), is referred to herein as the “Termination Date”. Except as provided in Section 4.3 hereof, after the Termination Date the Underwriter shall not deposit, and the Escrow theEscrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest bearing bank account at a the branch of XX JX Xxxxxx Chase selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “"Bank Account”"). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, or wire transfers) which are received by the Underwriter from prospective purchasers of the Securities and are delivered by the Underwriter to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, and (c) the disbursement of collected funds, all as described herein. All funds in the Escrow Account, if invested, will be invested only in investments permissible under Rule 15C2-4 of the Securities Act of 1934, as amended. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the “The Underwriter shall notify the Escrow Agent in writing of the effective date Effective Date of the Registration Statement (the “"Effective Date”"), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering periodOffering Period, which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by an Extension Period (as defined in the Information Sheet) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove provided), is referred to herein as the “"Termination Date”. Except as provided in Section 4.3 hereof, after the Termination Date the Underwriter shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest interest-bearing bank account at a the branch of XX Xxxxxx Chase Bank selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “Bank Account”). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, checks or wire transfers) which are received by the Underwriter Placement Agents from prospective purchasers of the Securities Units and are delivered by the Underwriter Placement Agents to the Escrow AgentAgent (the “Escrow Amounts”), (b) the holding of amounts of subscription monies Escrow Amounts which are collected through the banking system, system and (c) the disbursement of collected fundsEscrow Amounts, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter Placement Agents shall notify the Escrow Agent in writing of the effective date of the Registration Statement commencement of the Offering (the “Effective Date”), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering period, “Offering Period,” which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by an at the mutual discretion of the Issuer and the Placement Agents (the “Extension Period (as defined in the Information SheetPeriod”) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering Period. The An Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, Period shall consist of the number of calendar days or business days (if any) set forth on the Information Sheet. The last day of the Offering Period, or the last day of the final Extension Period Period, as the case may be (if the Escrow Agent has received written notice thereof as hereinabove herein above provided), is referred to herein as the “Termination Date”. Except as provided in Section 4.3 hereof, after the Termination Date Date, the Underwriter Placement Agents shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest interest-bearing bank account at a branch of XX Xxxxxx Chase selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “"Bank Account”"). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, cash or wire transfers) which are received by the Underwriter Issuer from prospective purchasers of the Securities and are delivered by the Underwriter Issuer to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter Issuer shall notify the Escrow Agent in writing of the effective date of the Registration Statement (the “"Effective Date”"), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering periodOffering Period, which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by an Extension Period (as defined in the Information Sheet) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering PeriodIssuer. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove provided), is referred to herein as the “"Termination Date”". Except as provided in Section 4.3 hereof, after the Termination Date the Underwriter Issuer shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest interest-bearing bank account at a the branch of XX Xxxxxx Chase Bank selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “Bank Account”). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, checks or wire transfers) which are received by the Underwriter Issuer from prospective purchasers of the Securities and are delivered by the Underwriter Issuer to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, system and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter Issuer shall notify the Escrow Agent in writing of the effective date of the Registration Statement commencement of the Offering (the “Effective Date”), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering period, “Offering Period,” which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by at the Issuer’s discretion (an “Extension Period (as defined in the Information SheetPeriod”) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove herein above provided), is referred to herein as the “Termination Date”. Except as provided in Section 4.3 4.2 hereof, after the Termination Date Date, the Underwriter Issuer shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest bearing bank account at a the branch of XX JX Xxxxxx Chase selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “"Bank Account”"). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, or wire transfers) which are received by the Underwriter from prospective purchasers of the Securities and are delivered by the Underwriter to the Escrow Agent, other than those funds deposited and retained in a bank account established by the Underwriter's clearing firm (the "Clearing Firm Account"), in accordance with the terms set forth in the letter annexed as Exhibit B hereto, (b) the holding of amounts of subscription monies which are collected through the banking system, and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the “The Underwriter shall notify the Escrow Agent in writing of the effective date Effective Date of the Registration Statement (the “"Effective Date”"), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering periodOffering Period, which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by an Extension Period (as defined in the Information Sheet) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove provided), is referred to herein as the “"Termination Date”. Except as provided in Section 4.3 hereof, after the Termination Date the Underwriter shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest bearing bank account at a the branch of XX JX Xxxxxx Chase selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “"Bank Account”"). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, or wire transfers) which are received by the Underwriter Selling Agents from prospective purchasers of the Securities and are delivered by the Underwriter Selling Agents to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter Joint Bookrunning Manager shall notify the Escrow Agent in writing of the effective date Qualification Date of the Registration Offering Statement (the “Effective "Qualification Date”"), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering periodOffering Period, which shall be deemed to commence on the Effective Qualification Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (Sheet, including the “Offering Period”). The Offering Period shall be extended by an Extension Period (as defined in the Information Sheet) only extension described therein; provided, however that if such extension is initiated, the Escrow Agent shall have received joint be provided with written notice thereof from the Issuer and the Underwriter at least five of such extension no later than one (51) business days prior to day after the expiration of the Offering Period. The Extension Period, date on which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheetsuch extension is initiated. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove provided)may be extended, is referred to herein as the “"Termination Date”. Except as provided in Section 4.3 hereof, after After the Termination Date Date, the Underwriter Selling Agents shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest interest-bearing bank account at a the branch of XX Xxxxxx Chase Bank selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “Bank Account”). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, checks or wire transfers) which are received by the Underwriter from prospective purchasers of the Securities and are delivered by the Underwriter to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, system and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter Issuer shall notify the Escrow Agent in writing of the effective date of the Registration Statement commencement of the Offering (the “Effective Date”), and the . The Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering period, “Offering Period,” which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by at the Issuer’s discretion (an “Extension Period (as defined in the Information SheetPeriod”) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove herein above provided), is referred to herein as the “Termination Date”. Except as provided in Section 4.3 hereof, after the Termination Date Date, the Underwriter Issuer shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest interest-bearing bank account at a the branch of XX Xxxxxx Chase Bank selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “Bank Account”). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, checks or wire transfers) which are received by the Underwriter Placement Agent from prospective purchasers of the Securities and are delivered by the Underwriter Placement Agent to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, system and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter Placement Agent shall notify the Escrow Agent in writing of the effective date of the Registration Statement commencement of the Offering (the “Effective Date”), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering period, “Offering Period,” which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by at the discretion of the Placement Agent and the Issuer (an “Extension Period (as defined in the Information SheetPeriod”) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove herein above provided), is referred to herein as the “Termination Date”. Except as provided in Section 4.3 hereof, after the Termination Date Date, the Underwriter Placement Agent shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest bearing bank account at a the branch of XX JX Xxxxxx Chase selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “Bank Account”). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, or wire transfers) which are received by the Underwriter Placement Agent from prospective purchasers of the Securities and are delivered by the Underwriter Placement Agent to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter “The Placement Agent shall notify the Escrow Agent in writing of the effective date Effective Date of the Registration Statement (the “Effective Date”), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering periodOffering Period, which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by an Extension Period (as defined in the Information Sheet) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter Placement Agent at least five (5) business days prior to the expiration of the Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove provided), is referred to herein as the “Termination Date”. Except as provided in Section 4.3 hereof, after the Termination Date the Underwriter Placement Agent shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a nonan interest-interest bearing bank account at a the branch of XX Xxxxxx Chase Bank selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet Exhibit A (heretofore defined as the “"Bank Account”"). The purpose of the Bank Account is for (a) the deposit of all subscription monies the Warrant Escrow Amount (checks, checks or wire transfers) which are received by the Underwriter Placement Agent or Sichenzia Xxxx Xxxxxxxx & Xxxxxxx LLP from prospective purchasers of Investors, or the Securities Investors, and are delivered by the Underwriter to the Escrow AgentAgent at the closing of the Offering, (b) the holding of amounts the Warrant Escrow Amount from the closing of subscription monies which are collected the Offering through the banking systemperiod set forth in Section 4 hereof, and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter Placement Agent shall notify the Escrow Agent in writing of the effective date of the Registration Statement closing of the Offering (the “"Effective Date”"), and the Escrow Agent shall not be required to accept any amounts for credit to the Warrant Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering period, Initial "Escrow Period," which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth end on the Information Sheet date that is 120 days from the Effective Date unless (i) prior to such date on which disbursement is made pursuant to Section 4.1 hereof, or (ii) extended by the “Offering Period”)Placement Agent pursuant to Section 4.2 hereof. The Offering Period shall be extended by pursuant to Section 4.2 hereof (an "Extension Period (as defined in the Information SheetPeriod") only if unless the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration Placement Agent instructing refund of the Offering PeriodEscrow Amount pursuant to Section 4.2. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering initial Escrow Period, shall consist of the number of 60 calendar days or business days set forth on the Information Sheetdays. The last day of the Offering Escrow Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove herein above provided), is referred to herein as the “"Termination Date”. Except as provided in Section 4.3 hereof, after the Termination Date the Underwriter shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers".

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest interest-bearing bank account at a the branch of XX Xxxxxx Chase Bank selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “"Bank Account”"). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, checks or wire transfers) which are received by the Underwriter from prospective purchasers of the Securities and which are delivered by the Underwriter to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, system and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter Placement Agent shall notify the Escrow Agent in writing of the effective date of the Registration Statement commencement of the Offering (the “Effective -Effective Date”"), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering period, "Offering Period," which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by at the Placement Agent's discretion (an "Extension Period (as defined in the Information SheetPeriod") only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove herein above provided), is referred to herein as the “"Termination Date”". Except as provided in Section 4.3 hereof, after the Termination Date Date, the Underwriter Placement Agent shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest interest-bearing bank account at a the branch of XX Xxxxxx Chase Manhattan Bank selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “"Bank Account”"). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, cash or wire transfers) which are received by the Underwriter Company or the QIU from prospective purchasers of the Securities Shares and are delivered by the Underwriter Company or the QIU to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the The initial deposit in the Bank Account pursuant to this Agreement, the Underwriter shall notify the Escrow Agent in writing of the effective date of the Registration Statement offering period (the “Effective Date”"Initial Offering Period"), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering period, which shall be deemed to commence on the Effective Datedate of the prospectus for the Company's initial public offering, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Initial Offering Period shall be extended by an Extension Period (as defined in the Information Sheet) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five three (53) business days prior to the expiration of the Initial Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Initial Offering Period, shall consist of the number of calendar days or business days set forth on the Information SheetSheet (the period commencing on the date of the Prospectus for the Company's initial public offering, as the same may be extended, is referred to as the "Offering Period"). The last day of the Initial Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove provided), is referred to herein as the “"Termination Date”. Except as provided in Section 4.3 hereof, after ." After the Termination Date Date, neither the Underwriter Company nor the QIU shall not depositdeliver, and the Escrow Agent shall not accept, any additional amounts representing additional payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest bearing bank account at a branch of XX Xxxxxx Chase selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “Bank Account”). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, or wire transfers) which are received by the Underwriter from prospective purchasers of the Securities and are delivered by the Underwriter to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter shall notify the Escrow Agent in writing of the effective date of the Registration Statement (the “Effective Date”), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering periodperiod of the Offering, which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”). The Offering Period shall be extended by an Extension Period (as defined in the Information Sheet) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove provided), is referred to herein as the “Termination Date”. Except as provided in Section 4.3 hereof, after the Termination Date the Underwriter shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest interest- bearing bank account at a the branch of XX Xxxxxx Chase Manhattan Bank selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “"Bank Account”"). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, cash or wire transfers) which are received by the Underwriter Company from prospective purchasers of the Securities Units and are delivered by the Underwriter Company to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the The initial deposit in the Bank Account pursuant to this Agreement, the Underwriter shall notify the Escrow Agent in writing of the effective date of the Registration Statement offering period (the “Effective Date”"Initial Offering Period"), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering period, which shall be deemed to commence on the Effective Datedate hereof, shall consist continue until the close of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)_______ ___, 2000 [45 DAYS AFTER THE DATE OF THE PRIVATE PLACEMENT MEMORANDUM WHICH REGARDS THE OFFERING]. The Initial Offering Period shall be extended by an Extension Period (as defined in upon prior written notice by the Information Sheet) only if Company to the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering PeriodAgent. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Initial Offering Period, shall consist continue until the close of business on _________ ___, 2000 [90 DAYS AFTER THE DATE OF THE PRIVATE PLACEMENT MEMORANDUM WHICH REGARDS THE OFFERING], or such earlier date as is specified in the notice to the Escrow Agent (the period commencing on the date hereof, as the same as may be extended, is referred to as the "Offering Period"). The later of the number of calendar days or business days set forth on the Information Sheet. The last day of the Initial Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove provided)Period, is referred to herein as the “"Termination Date”. Except as provided in Section 4.3 hereof, after ." After the Termination Date the Underwriter shall not depositDate, and the Escrow Agent shall not accept, accept any additional amounts representing additional payments by prospective purchaserspurchasers except upon receiving written authorization signed by the Company at any time prior to the close of business on the Termination Date.

Establishment of the Bank Account. 2.1 2.1. The Escrow Agent shall establish a non-interest interest-bearing bank account at a the branch of XX Xxxxxx J.P.Morgan Chase Bank, N.A. selected by the Escrow Agent, and bearing the designation set xxx xxxxxxatxxx xet forth on the Information Sheet (heretofore defined as the “"Bank Account”"). The purpose of the Bank Account is for for: (a) the deposit of all subscription monies (checks, cash or wire transfers) which are received by the Underwriter Issuer and/or a participating broker-dealer from prospective purchasers of the Securities and are arc delivered by the Underwriter Issuer and/or a participating broker-dealer to the Escrow Agent, ; (b) the holding of amounts of subscription monies which are collected through the banking system, ; and (c) the disbursement of collected funds, all as described herein. 2.2 2.2. On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter Issuer shall notify the Escrow Agent in writing of the effective date of the Registration Statement is declared effective (the “"Effective Date”"), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 2.3. The offering period, which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period offering period shall be extended by an Extension Period (as defined in the Information Sheet) extension period only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering Period. offering period, The Extension Periodextension period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Periodoffering period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Periodoffering period, or the last day of the Extension Period extension period (if the Escrow Agent has received written notice thereof as hereinabove herein above provided), ) is referred to herein as the “"Termination Date”. ." Except as provided in Section 4.3 hereof, after the Termination Date the Underwriter the, Issuer shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by the prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a nonan interest-interest bearing bank account at a the branch of XX Xxxxxx Chase Bank selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet Exhibit A (heretofore defined as the “`Bank Account”_). The purpose of the Bank Account is for (a) the deposit of all subscription monies the Warrant Escrow Amount (checks, checks or wire transfers) which are received by the Underwriter Placement Agent or Sichenzia Xxxx Xxxxxxxx & Xxxxxxx LLP from prospective purchasers of Investors, or the Securities Investors, and are delivered by the Underwriter to the Escrow AgentAgent at the closing of the Offering, (b) the holding of amounts the Warrant Escrow Amount from the closing of subscription monies which are collected the Offering through the banking systemperiod set forth in Section 4 hereof, and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter Placement Agent shall notify the Escrow Agent in writing of the effective date of the Registration Statement closing of the Offering (the “`Effective Date”_), and the Escrow Agent shall not be required to accept any amounts for credit to the Warrant Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering period, Initial `Escrow Period,_ which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth end on the Information Sheet date that is 120 days from the Effective Date unless (i) prior to such date on which disbursement is made pursuant to Section 4.1 hereof, or (ii) extended by the “Offering Period”)Placement Agent pursuant to Section 4.2 hereof. The Offering Period shall be extended by pursuant to Section 4.2 hereof (an `Extension Period (as defined in the Information SheetPeriod_) only if unless the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration Placement Agent instructing refund of the Offering PeriodEscrow Amount pursuant to Section 4.2. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering initial Escrow Period, shall consist of the number of 60 calendar days or business days set forth on the Information Sheetdays. The last day of the Offering Escrow Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove herein above provided), is referred to herein as the “`Termination Date”. Except as provided in Section 4.3 hereof, after the Termination Date the Underwriter shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers_.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest interest- bearing bank account at a the branch of XX Xxxxxx Chase Bank selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “"Bank Account”"). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, cash or wire transfers) which are received by the Underwriter Issuer from prospective purchasers of the Securities and are delivered by the Underwriter Issuer to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement,', the Underwriter Issuer shall notify the Escrow Agent in writing of the effective date of the Registration Statement (the “"Effective Date”"), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering periodOffering Period, which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by an Extension Period (as defined in the Information Sheet) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering Period. .* The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as 'hereinabove provided), is referred to herein as the “"Termination Date”". Except as provided in Section 4.3 hereof, after the Termination Date the Underwriter Issuer shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest interest- bearing bank account at a branch of XX Xxxxxx Chase selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “"Bank Account”"). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, cash or wire transfers) which are received by the Underwriter Issuer from prospective purchasers of the Securities and are delivered by the Underwriter Issuer to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement,', the Underwriter Issuer shall notify the Escrow Agent in writing of the effective date of the Registration Statement (the “"Effective Date”"), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering periodOffering Period, which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by an Extension Period (as defined in the Information Sheet) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering PeriodIssuer. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove provided), is referred to herein as the “"Termination Date”". Except as provided in Section 4.3 hereof, after the Termination Date the Underwriter Issuer shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest interest-bearing bank account at a the branch of XX Xxxxxx Chase Bank selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “"Bank Account”"); while the funds are on deposit, the Escrow Agent may earn bank credits or other consideration. The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, or wire transfers) which are received by the Underwriter from prospective purchasers Investors of the Securities and which are delivered by the Underwriter to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, system and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter Placement Agent shall notify the Escrow Agent in writing of the effective date of the Registration Statement commencement of the Offering (the “"Effective Date”"), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering period, "Offering Period," which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by at the Placement Agent's discretion (an "Extension Period (as defined in the Information SheetPeriod") only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5"Extension Notice") business days prior to the expiration of the Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information SheetExtension Notice. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof an Extension Notice as hereinabove herein above provided), is referred to herein as the “"Termination Date”". Except as provided in Section 4.3 hereof, after the Termination Date Date, the Underwriter Placement Agent shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasersInvestors.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest bearing bank account at a the branch of XX JX Xxxxxx Chase selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “"Bank Account”"). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, or wire transfers) which are received by the Underwriter from prospective purchasers of the Securities and are delivered by the Underwriter to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the “The Underwriter shall notify the Escrow Agent in writing of the effective date Effective Date of the Registration Statement (the “"Effective Date”"), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering periodOffering Period, which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by an Extension Period (as defined in the Information Sheet) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove provided), is referred to herein as the “"Termination Date”. Except as provided in Section 4.3 hereof, after the Termination Date the Underwriter shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Except as to subscriptions, from residents of Ohio, Pennsylvania and Tennessee the Escrow Agent shall establish a non-interest interest-bearing bank account at a branch an FDlC insured financial institution located in the State of XX Xxxxxx Chase Florida selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “Bank Account”). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, cash or wire transfers) which are received by the Underwriter Escrow Agent from prospective purchasers of the Securities and are delivered by the Underwriter to the Escrow AgentSecurities, (b) the holding of amounts of subscription monies which are collected through the banking system, and (c) the disbursement of collected funds, all as described herein. Interest will be paid on subscriptions from residents of Ohio, Pennsylvania and Tennessee unless the associated minimum is raised ($3,000,000 as to Pennsylvania and $37,500,000 as to Ohio and Tennessee) within 90 days of the registration being declared effective. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter lssuer shall notify the Escrow Agent in writing of the effective date of the Registration Statement (the The “Effective Date”), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering periodOffering Period, which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)information Sheet. The Offering Period shall be extended by an Extension Period (as defined in the Information Sheet) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove provided), is referred to herein as the “Termination Date”. Except as provided in Section 4.3 hereof, after the Termination Date the Underwriter lssuer shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 2.1. The Escrow Agent shall establish a non-interest bearing bank account at a branch of XX Xxxxxx Chase selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “Bank Account”). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, or wire transfers) which are received by the Underwriter from prospective purchasers of the Securities and are delivered by the Underwriter to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, and (c) the disbursement of collected funds, all as described herein. 2.2 2.2. On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter shall notify the Escrow Agent in writing of the effective date of the Registration Statement (the “Effective Date”), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 2.3. The offering periodperiod of the Offering, which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”). The Offering Period shall be extended by an Extension Period (as defined in the Information Sheet) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove provided), is referred to herein as the “Termination Date”. Except as provided in Section 4.3 hereof, after the Termination Date the Underwriter shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 a) The Escrow Agent shall establish a non-interest bearing bank account at a the branch of XX Xxxxxx Chase the Bank selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet Agent (heretofore defined as the “Bank Account”). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, checks or wire transfers) which are received by the Underwriter from prospective purchasers of the Securities Shares and are delivered by the Underwriter to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, and (c) the disbursement of collected funds, all as described herein. 2.2 b) On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter Issuer shall notify the Escrow Agent in writing of the effective date of the Registration Statement (the “Effective Date”), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 c) The offering periodInitial Offering Period, which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Initial Offering Period shall be extended by an Extension Period (as defined in the Information Sheet) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five three (53) business days prior to the expiration of the Initial Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Initial Offering Period, shall consist of the number of calendar days or business days set forth in such written notice, but in no event more than that number of calendar days or business days set forth on the Information Sheet. The last day of the Initial Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove provided), is referred to herein as the “Termination Date”. .” Except as provided in Section 4.3 4(c) hereof, after the Termination Date the Underwriter shall not deposit, and the Escrow Agent shall not accept, accept any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest interest-bearing bank account at a the branch of XX JX Xxxxxx Chase selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “Bank Account”). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, or wire transfers) which are received by the Underwriter from prospective purchasers of the Securities and are delivered by the Underwriter to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter shall notify the Escrow Agent in writing of the effective date Effective Date of the Registration Statement (the “Effective Date”), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering periodOffering Period, which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by an Extension Period (as defined in the Information Sheet) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove provided), is referred to herein as the “Termination Date”. Except as provided in Section 4.3 hereof, after the Termination Date the Underwriter shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest interest-bearing bank account at a the branch of XX Xxxxxx Chase Bank selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “Bank Account”). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, checks or wire transfers) which are received by the Underwriter from prospective purchasers of the Securities and which are delivered by the Underwriter to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, system and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter Placement Agent shall notify the Escrow Agent in writing of the effective date of the Registration Statement commencement of the Offering (the “Effective Date”), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering period, “Offering Period,” which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by at the Placement Agent’s discretion (an “Extension Period (as defined in the Information SheetPeriod”) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove herein above provided), is referred to herein as the “Termination Date”. Except as provided in Section 4.3 hereof, after the Termination Date Date, the Underwriter Placement Agent shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasersInvestors.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest interest-bearing bank account at a the branch of XX Xxxxxx Chase Bank selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “Bank Account”). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, checks or wire transfers) which are received by the Underwriter from prospective purchasers of the Securities and which are delivered by the Underwriter to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, system and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter Placement Agent shall notify the Escrow Agent in writing of the effective date of the Registration Statement commencement of the Offering (the “Effective Date”), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering period, “Offering Period,” which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by at the Placement Agent’s discretion (an “Extension Period (as defined in the Information SheetPeriod”) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove herein above provided), is referred to herein as the “Termination Date”. Except as provided in Section 4.3 hereof, after the Termination Date Date, the Underwriter Placement Agent shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest interest-bearing bank account at a the branch of XX Xxxxxx Chase Bank selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “Bank Account”). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, checks or wire transfers) which are received by the Underwriter from prospective purchasers of the Securities and Units which are delivered by the Underwriter to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, system and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter Placement Agent shall notify the Escrow Agent in writing of the effective date of the Registration Statement commencement of the Offering (the “Effective Date”), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering period, “Offering Period,” which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by at the Placement Agent’s discretion (an “Extension Period (as defined in the Information SheetPeriod”) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days Placement Agent prior to the expiration of the Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove herein above provided), is referred to herein as the “Termination Date”. Except as provided in Section 4.3 hereof, after the Termination Date Date, the Underwriter Placement Agent shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest interest-bearing bank account at a the branch of XX Xxxxxx Chase the Bank selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “Bank Account”). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, checks or wire transfers) which are received by the Underwriter from prospective purchasers of the Securities Units and are delivered by the Underwriter to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter Placement Agent shall notify the Escrow Agent in writing of the effective date of the Registration Statement commencement of the Offering (the “Effective Date”), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering period, “Offering Period,” which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by at the mutual discretion of both the Company and the Placement Agent (an “Extension Period (as defined in the Information SheetPeriod”) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove herein above provided), is referred to herein as the “Termination Date”. .” Except as provided in Section 4.3 hereof, after the Termination Date Date, the Underwriter Placement Agent shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest interest-bearing bank account at a the branch of XX Xxxxxx Chase Chemical Bank selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “"Bank Account”"). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, cash or wire transfers) which are received by the Underwriter from prospective purchasers of the Securities and are delivered by the Underwriter to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter shall notify the Escrow Agent in writing of the effective date of the Registration Statement (the “"Effective Date”"), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering periodOffering Period, which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by an Extension Period (as defined in the Information Sheet) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove provided), is referred to herein as the “"Termination Date”". Except as provided in Section 4.3 hereof, after the Termination Date the Underwriter shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest interest-bearing bank account at a the branch of XX Xxxxxx Chase Bank selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “"Bank Account”"). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, checks or wire transfers) which are received by the Underwriter from prospective purchasers of the Securities and which are delivered by the Underwriter to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, system and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter Placement Agent shall notify the Escrow Agent in writing of the effective date of the Registration Statement commencement of the Offering (the “Effective "Commencement Date”"), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering period, "Offering Period," which shall be deemed to commence on the Effective Commencement Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by at the Placement Agent's and the Issuer's discretion (an "Extension Period (as defined in the Information SheetPeriod") only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove herein above provided), is referred to herein as the “"Termination Date”". Except as provided in Section 4.3 hereof, after the Termination Date Date, the Underwriter Placement Agent shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest bearing bank account at a the branch of XX Xxxxxx Chase selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “"Bank Account”"). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, or wire transfers) which are received by the Underwriter Issuer from prospective purchasers of the Securities and are delivered by the Underwriter Issuer to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter "The Issuer shall notify the Escrow Agent in writing of the effective date Effective Date of the Registration Statement (the “"Effective Date”"), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering periodOffering Period, which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by an Extension Period (as defined in the Information Sheet) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove provided), is referred to herein as the “"Termination Date”". Except as provided in Section 4.3 hereof, after the Termination Date the Underwriter Issuer shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 3.1 The Escrow Agent shall establish a non-interest interest-bearing bank account at a the branch of XX Xxxxxx Chase the Bank selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet Subscription Agreement (heretofore defined as the “Bank Account”). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, checks or wire transfers) which are received by the Underwriter from prospective purchasers subscribers of the Securities Offering and are delivered by the Underwriter to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter shall notify the Escrow Agent in writing of the effective date of the Registration Statement (the “Effective Date”), and the 3.2 The Escrow Agent shall not be required to accept any amounts for credit to funds either from the Escrow Account Prior Escrowed Funds or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering periodbeginning no earlier than July 8, which shall be deemed to commence on the Effective Date2011 and no later than July 11, shall consist of the number of calendar days or business days set forth on the Information Sheet 2011 (the “Offering Period”). The Offering Period shall be extended by at the mutual discretion of both the Issuer and the Subscribers Representative (an “Extension Period (as defined in the Information SheetPeriod”) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheetnotice provided by the Issuer and Subscribers Representative. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove herein above provided), is referred to herein as the “Termination Date”. .” Except as provided in Section 4.3 5.3 hereof, after the Termination Date Date, the Underwriter Representative of Subscribers shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchaserssubscribers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest interest-bearing bank account at a the branch of XX Xxxxxx Chase Bank selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “Bank Account”"BANK ACCOUNT"). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, checks or wire transfers) which are received by the Underwriter Placement Agent from prospective purchasers of the Securities and are delivered by the Underwriter Placement Agent to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, system and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter Placement Agent shall notify the Escrow Agent in writing of the effective date of the Registration Statement commencement of the Offering (the “"Effective Date”"), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering period, "Offering Period," which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by at the mutual discretion of the Issuer and the Placement Agent (an Extension Period (as defined in the Information Sheet"EXTENSION PERIOD") only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove herein above provided), is referred to herein as the “"Termination Date”". Except as provided in Section 4.3 hereof, after the Termination Date Date, the Underwriter Placement Agent shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 2.1. The Escrow Agent shall establish a non-interest interest-bearing bank account at a the branch of XX Xxxxxx Chase Bank selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “Bank Account”); while the funds are on deposit, the Escrow Agent may earn bank credits or other consideration. The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, checks or wire transfers) which are received by the Underwriter from prospective purchasers of the Securities and which are delivered by the Underwriter to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, system and (c) the disbursement of collected funds, all as described herein. 2.2 2.2. On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter Placement Agents shall notify the Escrow Agent in writing of the effective date of the Registration Statement commencement of the Offering (the “Effective Date”), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 2.3. The offering period, “Offering Period,” which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by at the Placement Agents’ discretion (an “Extension Period (as defined in the Information SheetPeriod”) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove herein above provided), is referred to herein as the “Termination the“Termination Date”. Except as provided in Section 4.3 hereof, after the Termination Date the Underwriter Date, prospective purchasers shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest bearing bank account at a the branch of XX Xxxxxx Chase Xxxxx selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “Bank Account”); while the funds are on deposit, the Escrow Agent may earn bank credits or other consideration. The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, or wire transfers) which are received by the Underwriter Placement Agent from prospective purchasers of the Securities and are delivered by the Underwriter Placement Agent to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter “The Placement Agent shall notify the Escrow Agent in writing of the effective date Effective Date of the Registration Statement (the “Effective Date”), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering periodOffering Period, which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by an Extension Period (as defined in the Information Sheet) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five one (51) business days day prior to the expiration of the Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove provided), is referred to herein as the “Termination Date”. Except as provided in Section 4.3 hereof, after the Termination Date the Underwriter Placement Agent shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest bearing bank account at a the branch of XX JX Xxxxxx Chase Cxxxx selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “Bank Account”); while the funds are on deposit, the Escrow Agent may earn bank credits or other consideration. The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, or wire transfers) which are received by the Underwriter from prospective purchasers of the Securities and are delivered by the Underwriter to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter shall notify the Escrow Agent in writing of the effective date Effective Date of the Registration Statement (the “Effective Date”), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering periodOffering Period, which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended at the Underwriter’s discretion by an Extension Period (as defined in the Information Sheet) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove provided), is referred to herein as the “Termination Date”. Except as provided in Section 4.3 hereof, after the Termination Date the Underwriter shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest bearing bank account at a the branch of XX JX Xxxxxx Chase selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “Bank Account”). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, or wire transfers) which are received by the Underwriter or the Issuer from prospective purchasers of the Securities and are delivered by the Underwriter to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter shall notify the Escrow Agent in writing of the effective date Effective Date of the Registration Statement (the “Effective Date”), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering periodOffering Period, which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by an Extension Period (as defined in the Information Sheet) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove provided), is referred to herein as the “Termination Date”. Except as provided in Section 4.3 hereof, after the Termination Date the Underwriter shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest interest-bearing bank account at a the branch of XX Xxxxxx Chase Bank selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “"Bank Account”"). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, checks or wire transfers) which are received by the Underwriter from prospective purchasers of the Securities and which are delivered by the Underwriter to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, system and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter Placement Agent shall notify the Escrow Agent in writing of the effective date of the Registration Statement commencement of the Offering (the “"Effective Date”"), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering period, "Offering Period," which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by at the Placement Agent's discretion (an "Extension Period (as defined in the Information SheetPeriod") only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove herein above provided), is referred to herein as the “"Termination Date”". Except as provided in Section 4.3 hereof, after the Termination Date Date, the Underwriter Placement Agent shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest bearing bank account at a the branch of XX Xxxxxx Chase selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “Bank Account”). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, or wire transfers) which are received by the Underwriter Placement Agents from prospective purchasers of the Securities and are delivered by the Underwriter Placement Agents to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter Placement Agents shall notify the Escrow Agent in writing of the effective date Effective Date of the Registration Statement (the “Effective Date”), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering periodOffering Period, which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by an Extension Period (as defined in the Information Sheet) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five three (53) business days prior to the expiration of the Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove provided), is referred to herein as the “Termination Date”. Except as provided in Section 4.3 hereof, after the Termination Date the Underwriter Placement Agents shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest interest-bearing bank account at a the branch of XX Xxxxxx Chase Bank selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “Bank Account”). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, checks or wire transfers) which are received by the Underwriter from prospective purchasers of the Securities and are delivered by the Underwriter to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, system and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter Issuer shall notify the Escrow Agent in writing of the effective date of the Registration Statement commencement of the Offering (the “Effective Date”), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering period, “Offering Period,” which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by at the Issuer’s discretion (an “Extension Period (as defined in the Information SheetPeriod”) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove herein above provided), is referred to herein as the “Termination Date”. Except as provided in Section 4.3 hereof, after the Termination Date Date, the Underwriter Issuer shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest bearing bank account at a the branch of XX Xxxxxx Chase Xxxxx selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “Bank Account”); while the funds are on deposit, the Escrow Agent may earn bank credits or other consideration. The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, or wire transfers) which are received by the Underwriter from prospective purchasers of the Securities and are delivered by the Underwriter to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter shall notify the Escrow Agent in writing of the effective date Effective Date of the Registration Statement (the “Effective Date”), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering periodOffering Period, which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by an Extension Period (as defined in the Information Sheet) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to the expiration of the Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove provided), is referred to herein as the “Termination Date”. Except as provided in Section 4.3 hereof, after the Termination Date the Underwriter shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest interest-bearing bank account at a branch of XX Xxxxxx Chase selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “"Bank Account”") at Compass Bank, Dallas, Texas (the "Bank"). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, bank drafts, money orders or wire transfers) which are received by the Underwriter from prospective purchasers of the Securities and are delivered by the Underwriter to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter shall notify the Escrow Agent in writing of the effective date of the Registration Statement (the “Effective Date”), and the The Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt the effective date of such notificationthe Registration Statement (the "Effective Date"). 2.3 The offering period, which shall be deemed to commence on the Effective Date, initial Offering Period shall consist of the number of calendar days or business days period set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by for an Extension Period (as defined in the Information Sheet) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five two (52) business days prior to the scheduled expiration of the Offering Period. The Extension Period, which shall be deemed to commence on the next calendar day following simultaneously with the expiration of then initial Offering Period and shall end on the Offering Period, shall consist of date set forth in such notice not to exceed the number of calendar days or business days period set forth on the Information Sheet. The last day of the initial Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove provided), is referred to herein as the “"Termination Date”". Except as provided in Section 4.3 hereof, after After the Termination Date the Underwriter subscribers shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.

Establishment of the Bank Account. 2.1 The Escrow Agent shall establish a non-interest interest-bearing bank account at a the branch of XX Xxxxxx Chase the Bank selected by the Escrow Agent, and bearing the designation set forth on the Information Sheet (heretofore defined as the “Bank Account”). The purpose of the Bank Account is for (a) the deposit of all subscription monies (checks, checks or wire transfers) which are received by the Underwriter from prospective purchasers of the Securities and are delivered by the Underwriter to the Escrow Agent, (b) the holding of amounts of subscription monies which are collected through the banking system, and (c) the disbursement of collected funds, all as described herein. 2.2 On or before the date of the initial deposit in the Bank Account pursuant to this Agreement, the Underwriter Placement Agent shall notify the Escrow Agent in writing of the effective date of the Registration Statement commencement of the Offering (the “Effective Date”), and the Escrow Agent shall not be required to accept any amounts for credit to the Escrow Account or for deposit in the Bank Account prior to its receipt of such notification. 2.3 The offering period, “Offering Period,” which shall be deemed to commence on the Effective Date, shall consist of the number of calendar days or business days set forth on the Information Sheet (the “Offering Period”)Sheet. The Offering Period shall be extended by at the mutual discretion of both the Company and the Placement Agent (an “Extension Period (as defined in the Information SheetPeriod”) only if the Escrow Agent shall have received joint written notice thereof from the Issuer and the Underwriter at least five (5) business days prior to to, or reasonable promptly after the expiration of the Offering Period. The Escrow Agent shall enquire as to whether there has been an extension prior to releasing any Escrow Funds. The Extension Period, which shall be deemed to commence on the next calendar day following the expiration of the Offering Period, shall consist of the number of calendar days or business days set forth on the Information Sheet. The last day of the Offering Period, or the last day of the Extension Period (if the Escrow Agent has received written notice thereof as hereinabove herein above provided), is referred to herein as the “Termination Date”. Except as provided in Section 4.3 hereof, after the Termination Date Date, the Underwriter Placement Agent shall not deposit, and the Escrow Agent shall not accept, any additional amounts representing payments by prospective purchasers.