Code of Maine Rules › 02 - DEPARTMENT OF PROFESSIONAL AND FINANCIAL REGULATION › 032 - OFFICE OF SECURITIES › Chapter 523 - RULE REGARDING SHORT-FORM SEED CAPITAL REGISTRATIONS › Fund Impoundment Agreement

Current through 2024-29, July 17, 2024
Name of Issuer: ______________________________________
Location of Issuer:
				  ______________________________________
Depository Institution Name:
				  ______________________________________
Location of Depository Institution:
				  ______________________________________
Fund Impound Account Number: _______________ Date:
				  _______________
Expiration Date: _______________ Sales Agent/Underwriter:
				  _______________
______________________________________
This Agreement, dated ______________, 20 ___, is hereby
				  entered into by and between ______________________ (hereinafter referred to as
				  "Issuer") and _________________________ (hereinafter referred to as
				  "Depository"). The Issuer warrants that it has filed a securities registration
				  statement with the Administrator of the State of Maine Office of Securities
				  (hereinafter referred to as "Administrator") to sell certain securities and the
				  Issuer intends that, if it is unable to sell securities in the sum of
				  $
[minimum offering amount]____
by the _____day of
				  __________ ______, 20 ____, (the "Closing Date") then the offering shall be
				  terminated and the proceeds paid in by each of the investors shall be returned
				  to them pursuant to this Agreement and as required by
				   32 M.R.S.
				  §16304(6-A)(F).
The Depository is willing to act as the depository
				  hereunder.
In consideration of the mutual covenants and of other good
				  and valuable consideration, the parties agree as follows:
1. The Issuer shall deposit all monies
				received from the sale of securities in a special impound account in the
				depository to be designated the "______________ Impound Account" (hereinafter
				the "Impound Account"). The Issuer and its agents shall cause all checks or
				other instruments received by it for the payment of securities to be made
				payable to the Impound Account. The Issuer agrees to include with the deposits
				made in the Impound Account a copy of each subscription agreement which shall
				include the name and address of each Investor and the date and amount of each
				subscription. All funds so deposited shall be held in escrow by the Depository,
				and shall not be subject to judgment or creditors' claims against the Issuer
				unless and until released to said Issuer in accordance with this
				Agreement.
2. Deposits in the form
				of checks that fail to clear the financial institution upon which they are
				drawn, together with the subscription agreement, shall be returned by the
				Depository to the Investor. A copy thereof shall be sent to the
				Issuer.
3. The impoundment period
				shall begin on the effective date of the offering disclosure document and shall
				terminate on the earliest of the following dates:
a. The total amount deposited reaches at
				least the minimum offering amount;
b. The Administrator has, by order, suspended
				or revoked the registration; or
c.
				Twelve months have expired from the effective date of the offering without the
				minimum offering amount having been met.