0001415889-15-001527 Sample Contracts

ESCROW DEPOSIT AGREEMENT
Escrow Deposit Agreement • May 5th, 2015 • Code Rebel Corp • Services-prepackaged software • New York

This ESCROW DEPOSIT AGREEMENT (this “Agreement”), dated as of this 4th day of May 2015 , by and among CODE REBEL CORPORATION, a Delaware corporation (the “Company”), having an address at 77 Ho’okele Street, Suite 102, Kahului, Hawaii 96732, BURNHAM SECURITIES INC. (the “Underwriter”), a Delaware corporation, having an address at 18500 Von Karman Ave., Suite 560, Irvine, California 92612, and SIGNATURE BANK (the “Escrow Agent”), a New York State chartered bank, having an office at 261 Madison Avenue, New York, New York 10016. All capitalized terms not herein defined shall have the meaning ascribed to them in that certain Prospectus incorporated in the Registration Statement on Form S-1, originally filed with the U.S. Securities and Exchange Commission on March 27, 2015, in connection with the Company’s initial public offering of its shares of Common Stock, as amended or supplemented from time to time, including all exhibits thereto (the “Prospectus”).

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