Common use of Publication; Disclosure Clause in Contracts

Publication; Disclosure. By executing this Agreement, the Parties and the Escrow Agent acknowledge that this Agreement (including related attachments) contains certain information that is sensitive and confidential in nature and agree that such information needs to be protected from improper disclosure, including the publication or dissemination of this Agreement and related information to individuals or entities not a party to this Agreement. The Parties further agree to take reasonable measures to mitigate any risks associated with the publication or disclosure of this Agreement and information contained therein. If a Party is aware on the date hereof that it must disclose or publish this Agreement or information contained therein pursuant to any regulatory, statutory, or governmental requirement, as well as any judicial, or administrative order, subpoena or discovery request, it will, to the extent permitted by law, notify in writing the other Party and the Escrow Agent prior to the time of execution of this Agreement of the legal requirement to do so. If, after the date of execution of this Agreement, a Party becomes subject to an obligation to disclose or publish this Agreement or information contained herein pursuant to any regulatory, statutory, or governmental requirement, as well as any judicial or administrative order, subpoena or discovery request, it will, to the extent permitted by law, notify in writing the other Party and the Escrow Agent of the legal requirement to do so. If any Party becomes aware of any threatened or actual unauthorized disclosure, publication or use of this Agreement, that Party will promptly notify in writing the other Parties and the Escrow Agent. Notwithstanding the foregoing, the Parties will be permitted to disclose any information to their respective employees, advisors and consultants on a need-to-know basis. [The remainder of this page left intentionally blank.]

Publication; Disclosure. By executing this Escrow Agreement, the Parties and agree with the Escrow Agent acknowledge that this Escrow Agreement (including related attachments) contains certain information that is sensitive and confidential in nature and agree that they will not disclose this Escrow Agreement to any person, except for their representatives who have been instructed to keep such information needs confidential, except as may be required by applicable law or legal process. In the event that disclosure is required by applicable law or legal process, the Parties agree, to be protected from improper disclosurethe extent legally permissible, including to notify the publication or dissemination Escrow Agent upon becoming aware of this Agreement such legal requirement and related information to individuals or entities not a party to this Agreement. The Parties further agree to take consult with the Escrow Agent regarding reasonable measures to mitigate any risks associated with the publication or disclosure of this Escrow Agreement and information contained therein. If herein, including, without limitation, the redaction of the manual signatures of the signatories to this Escrow Agreement, redaction of any account numbers and/or wiring instructions, or, in the alternative, publishing a Party is aware on the date hereof that it must disclose or publish this Agreement or information contained therein pursuant to any regulatory, statutory, or governmental requirement, as well as any judicial, or administrative order, subpoena or discovery request, it will, to the extent permitted by law, notify in writing the other Party and the Escrow Agent prior to the time of execution conformed copy of this Agreement of the legal requirement to do so. If, after the date of execution of this Escrow Agreement, a Party becomes subject to an obligation to disclose or publish this Agreement or information contained herein pursuant to any regulatory, statutory, or governmental requirement, as well as any judicial or administrative order, subpoena or discovery request, it will, to the extent permitted by law, notify in writing the other Party and the Escrow Agent of the legal requirement to do so. If any Party becomes aware of any threatened or actual unauthorized disclosure, publication or use of this Escrow Agreement, that Party will shall promptly notify in writing the other Parties and the Escrow Agent. Notwithstanding Direction to use the foregoingfollowing Xxxxx Fargo Money Market Deposit Accounts for Cash Balances for the escrow account or accounts (the “Account”) established under the Escrow Agreement to which this EXHIBIT A is attached. You are hereby directed to deposit, as indicated below, or as the Parties shall direct further in writing from time to time, all cash in the Account in the following money market deposit account of Xxxxx Fargo Bank, National Association: The Parties understand that amounts on deposit in the MMDA are insured, subject to the applicable rules and regulations of the Federal Deposit Insurance Corporation (“FDIC”), in the basic FDIC insurance amount of $250,000 per depositor, per insured bank. This includes principal and accrued interest up to a total of $250,000. The Parties acknowledge that the Parties have full power to direct investments of the Account. The Parties understand that the Parties may change this direction at any time and that it shall continue in effect until revoked or modified by the Parties by written notice to you. 40775103v5 Corporate Trust Services Schedule of fees to provide escrow agent services TDS Broadband Service LLC Working Capital & Indemnity Escrow Account Approximate size: $2,000,000 Indemnity Escrow Fund $750,000 Working Capital Escrow Fund Acceptance fee Waived A one-time fee for our initial review of governing documents, account set-up and customary duties and responsibilities related to the closing. This fee is payable at closing. Annual administration fee $3,500 An annual fee for customary administrative services provided by the escrow agent, including daily routine account management; cash management transactions processing (including wire and check processing), disbursement of funds in accordance with the agreement, tax reporting for one entity, and providing account statements to the Parties. The administration fee is payable annually in advance per escrow agreement. The first installment of the administrative fee is payable at closing. Out-of-pocket expenses At cost Out-of- pocket expenses will be permitted billed as incurred at cost at the sole discretion of Xxxxx Fargo. Extraordinary services Standard rate The charges for performing services not contemplated at the time of execution of the governing documents or not specifically covered elsewhere in this schedule will be at Xxxxx Fargo’s rates for such services in effect at the time the expense is incurred. The review of complex tax forms, including by way of example but not limited to disclose any information IRS Form W-8IMY, shall be considered extraordinary services. Assumptions This proposal is based upon the following assumptions with respect to their respective employeesthe role of escrow agent: • Number of escrow accounts to be established: 2 • Amount of escrow: $ 2,750,000 o Working capital: $750,000 o Indemnity: $2,000,000 • Term of escrow: o Working capital: Approximately 120 days o Indemnity: 12 months • Number of tax reporting parties: 3 • Number of parties to the transaction: 4 • Number of cash transactions (deposits/disbursements): 2 deposits / 5 disbursements • Fees quoted assume all transaction account balances will be held uninvested or invested in select Xxxxx Fargo Bank, advisors N.A. deposit products. • Disbursements shall be made only to the Parties specified in the agreement. Any payments to other parties are at the sole discretion and consultants on a need-to-know basis. [The remainder subject to the requirements of this page left intentionally blankXxxxx Fargo and shall be considered extraordinary services.]

Publication; Disclosure. By executing this Escrow Agreement, the Parties and the Escrow Agent acknowledge that this Escrow Agreement (including related attachments) contains certain information that is sensitive and confidential in nature and agree that such information needs to be protected from improper disclosure, including the publication or dissemination of this Escrow Agreement and related information to individuals or entities not a party to this Escrow Agreement. The Parties further agree to take reasonable measures to mitigate any risks associated with the publication or disclosure of this Escrow Agreement and information contained therein, including, without limitation, to the extent permitted by applicable law, the redaction of the manual signatures of the signatories to this Escrow Agreement, or, in the alternative, publishing a conformed copy of this Escrow Agreement. If a Party is aware on the date hereof that it must disclose or publish this Escrow Agreement or information contained therein pursuant to any regulatory, statutory, or governmental requirement, as well as any judicial, or administrative order, subpoena or discovery request, it willshall, to the extent permitted by applicable law, notify in writing the other Party and the Escrow Agent prior to at the time of execution of this Escrow Agreement of the legal requirement to do so. If, after the date of execution of this Agreement, a Party becomes subject to an obligation to disclose or publish this Agreement or information contained herein pursuant to any regulatory, statutory, or governmental requirement, as well as any judicial or administrative order, subpoena or discovery request, it will, to the extent permitted by law, notify in writing the other Party and the Escrow Agent of the legal requirement to do so. If any Party becomes aware of any threatened or actual unauthorized disclosure, publication or use of this Escrow Agreement, that Party will shall promptly notify in writing the other Parties and the Escrow AgentAgent and shall be liable for any unauthorized release or disclosure. Notwithstanding The Parties have executed this Escrow Agreement as of the foregoingdate first above written. Tax Certification: Taxpayer ID#: Customer is a (check one): ✔ Corporation ___ Municipality ___ Partnership ___ Non-profit or Charitable Org ___ Individual ___ REMIC ___ Trust __ Other: Limited Liability Company Under the penalties of perjury, the Parties will undersigned certifies that: (1) the entity is organized under the laws of the United States (2) the number shown above is its correct Taxpayer Identification Number (or it is waiting for a number to be permitted issued to disclose any information it); and (3) it is not subject to their respective employeesbackup withholding because: (a) it is exempt from backup withholding or (b) it has not been notified by the Internal Revenue Service (IRS) that it is subject to backup withholding as a result of failure to report all interest or dividends, advisors and consultants on a need-to-know basis. [The remainder of this page left intentionally blankor (c) the IRS has notified it that it is no longer subject to backup withholding.]

Publication; Disclosure. By executing this Escrow Agreement, the Parties Acquiror, Shareholder Representative and the Escrow Agent acknowledge that this Escrow Agreement (including related attachments) contains certain information that is sensitive and confidential in nature and agree that such information needs to be protected from improper disclosuredisclosure (subject to the parties’ right to enforce this Escrow Agreement), including the publication or dissemination of this Escrow Agreement and related information to individuals or entities not a party to this Escrow Agreement. The Parties parties further agree to take reasonable measures to mitigate any risks associated with the publication or disclosure of this Escrow Agreement and information contained thereintherein in contravention of the previous sentence, including the redaction of the manual signatures of the signatories to this Escrow Agreement, or, in the alternative, publishing a conformed copy of this Escrow Agreement. If a Party is aware on the date hereof that it party must disclose or publish this Escrow Agreement or information contained therein pursuant to any regulatory, statutory, or governmental requirement, as well as any judicial, or administrative order, subpoena or discovery request, it will, to the extent permitted by law, shall notify in writing the other Party and the Escrow Agent prior to parties at the time of execution of this Escrow Agreement (or the applicable subsequent time) of the legal requirement to do so. If, after All obligations of Escrow Agent under this Section 10.13 are subject to and consistent with Section 7(j). [The next page is the signature page.] The parties have executed and delivered this Escrow Agreement as of the date of execution first written above. ACQUIROR: FINTECH ECOSYSTEM DEVELOPMENT CORP. By: Name: Title: SHAREHOLDER REPRESENTATIVE: XXXXX XXXXXXXX ESCROW AGENT: COMPUTERSHARE TRUST COMPANY, N.A., solely in its capacity as Escrow Agent hereunder By: Name: Title: Acquiror certifies that the names, titles, telephone numbers, e-mail addresses and specimen signatures set forth in Parts I and II of this AgreementSchedule A-1 identify the persons authorized to provide direction and initiate or confirm transactions, including funds transfer instructions, on behalf of Acquiror, and that the option checked in Part III of this Schedule A-1 is the security procedure selected by Acquiror for use in verifying that a Party becomes subject to an obligation to disclose or publish this Agreement or information contained herein pursuant to any regulatory, statutory, or governmental requirement, as well as any judicial or administrative order, subpoena or discovery request, it will, to the extent permitted funds transfer instruction received by law, notify in writing the other Party and the Escrow Agent is that of Acquiror. Acquiror has reviewed each of the legal requirement to do so. If any Party becomes aware of any threatened or actual unauthorized disclosure, publication or use security procedures and has determined that the option checked in Part III of this AgreementSchedule A-1 best meets its requirements; given the size, that Party type and frequency of the instructions it will promptly notify in writing the other Parties and the issue to Escrow Agent. Notwithstanding By selecting the foregoing, the Parties will be permitted to disclose any information to their respective employees, advisors and consultants on a need-to-know basis. [The remainder security procedure specified in Part III of this page left intentionally blankSchedule A-1, Acquiror acknowledges that it has elected to not use the other security procedures described and agrees to be bound by any funds transfer instruction, whether or not authorized, issued in its name and accepted by Escrow Agent in compliance with the particular security procedure chosen by Acquiror.]

Publication; Disclosure. By executing this Escrow Agreement, the Parties Acquiror, Member Representative and the Escrow Agent acknowledge that this Escrow Agreement (including related attachments) contains certain information that is sensitive and confidential in nature and agree that such information needs to be protected from improper disclosuredisclosure (subject to the parties’ right to enforce this Escrow Agreement), including the publication or dissemination of this Escrow Agreement and related information to individuals or entities not a party to this Escrow Agreement. The Parties parties further agree to take reasonable measures to mitigate any risks associated with the publication or disclosure of this Escrow Agreement and information contained thereintherein in contravention of the previous sentence, including the redaction of the manual signatures of the signatories to this Escrow Agreement, or, in the alternative, publishing a conformed copy of this Escrow Agreement. If a Party is aware on the date hereof that it party must disclose or publish this Escrow Agreement or information contained therein pursuant to any regulatory, statutory, or governmental requirement, as well as any judicial, or administrative order, subpoena or discovery request, it will, to the extent permitted by law, shall notify in writing the other Party and the Escrow Agent prior to parties at the time of execution of this Escrow Agreement (or the applicable subsequent time) of the legal requirement to do so. If, after All obligations of Escrow Agent under this Section 10.13 are subject to and consistent with Section 7(j). [The next page is the signature page.] The parties have executed and delivered this Escrow Agreement as of the date of execution first written above. ACQUIROR: FINTECH ECOSYSTEM DEVELOPMENT CORP. By: Name: Title: MEMBER REPRESENTATIVE: XXXXXXX XXXXX ESCROW AGENT: COMPUTERSHARE TRUST COMPANY, N.A., solely in its capacity as Escrow Agent hereunder By: Name: Title: Acquiror certifies that the names, titles, telephone numbers, e-mail addresses and specimen signatures set forth in Parts I and II of this AgreementSchedule A-1 identify the persons authorized to provide direction and initiate or confirm transactions, including funds transfer instructions, on behalf of Acquiror, and that the option checked in Part III of this Schedule A-1 is the security procedure selected by Acquiror for use in verifying that a Party becomes subject to an obligation to disclose or publish this Agreement or information contained herein pursuant to any regulatory, statutory, or governmental requirement, as well as any judicial or administrative order, subpoena or discovery request, it will, to the extent permitted funds transfer instruction received by law, notify in writing the other Party and the Escrow Agent is that of Acquiror. Acquiror has reviewed each of the legal requirement to do so. If any Party becomes aware of any threatened or actual unauthorized disclosure, publication or use security procedures and has determined that the option checked in Part III of this AgreementSchedule A-1 best meets its requirements; given the size, that Party type and frequency of the instructions it will promptly notify in writing the other Parties and the issue to Escrow Agent. Notwithstanding By selecting the foregoing, the Parties will be permitted to disclose any information to their respective employees, advisors and consultants on a need-to-know basis. [The remainder security procedure specified in Part III of this page left intentionally blankSchedule A-1, Acquiror acknowledges that it has elected to not use the other security procedures described and agrees to be bound by any funds transfer instruction, whether or not authorized, issued in its name and accepted by Escrow Agent in compliance with the particular security procedure chosen by Acquiror.]