Common use of Subscription Procedure Clause in Contracts

Subscription Procedure. In order to purchase Units, Purchaser shall deliver to the Company at 1▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇, Attention: Chief Executive Officer: (i) one completed and duly executed copy of this Agreement; and (ii) immediately available funds, or a certified check or bank check, in an amount equal to the Aggregate Purchase Price. Execution and delivery of this Agreement shall constitute an irrevocable subscription for that number of Units set forth on the signature page hereto. Payment for the Units may be made by wire transfer to: XXXXXXXXXXX XXXXXXXXXXX ABA number XXXXXXXXX Account number XXXXXXXX For further credit: Blue Calypso, Inc. or by check made payable to: “Blue Calypso, Inc.” Receipt by the Company of funds wired, or deposit and collection by the Company of the check tendered herewith, will not constitute acceptance of this Agreement by the Company. The Units subscribed for will not be deemed to be issued to, or owned by, Purchaser until the Company has executed this Agreement. All funds tendered by Purchaser will be held by the Company pending acceptance or rejection of this Agreement by the Company and the closing of Purchaser’s purchase of Units. This Agreement will either be accepted by the Company, in whole or in part, in its sole discretion, or rejected by the Company as promptly as practicable. If this Agreement is accepted only in part, Purchaser agrees to purchase such smaller number of Units as the Company determines to sell to Purchaser. If this Agreement is rejected for any reason, including the termination of the Offering by the Company, this Agreement and all funds tendered herewith will be promptly returned to Purchaser, without interest or deduction of any kind, and this Agreement will be void and of no further force or effect.

Subscription Procedure. In order to purchase Units, Purchaser shall deliver to the Company at 1▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, Attention: Chief Executive Officer: (i) one completed and duly executed copy of this Agreement; and (ii) immediately available funds, or a certified check or bank check, in an amount equal to the Aggregate Purchase Price. Execution and delivery of this Agreement shall constitute an irrevocable subscription for that number of Units set forth on the signature page hereto. Payment for the Units may be made by wire transfer to: XXXXXXXXXXX XXXXXXXXXXX xxx xxx xxx Phone: xxx-xxx-xxx SWIF Code: Routing/ABA number XXXXXXXXX Number: Beneficiary Account number XXXXXXXX For further creditNumber: Blue Calypsoxxx xxx Virtual Piggy, Inc. xxx or by check made payable to: “Blue CalypsoVirtual Piggy, Inc.” Receipt by the Company of funds wired, or deposit and collection by the Company of the check tendered herewith, will not constitute acceptance of this Agreement by the Company. The Units subscribed for will not be deemed to be issued to, or owned by, Purchaser until the Company has executed this Agreement. All funds tendered by Purchaser will be held by the Company pending acceptance or rejection of this Agreement by the Company and the closing of Purchaser’s purchase of Units. This Agreement will either be accepted by the Company, in whole or in part, in its sole discretion, or rejected by the Company as promptly as practicable. If this Agreement is accepted only in part, Purchaser agrees to purchase such smaller number of Units as the Company determines to sell to Purchaser. If this Agreement is rejected for any reason, including the termination of the Offering by the Company, this Agreement and all funds tendered herewith will be promptly returned to Purchaser, without interest or deduction of any kind, and this Agreement will be void and of no further force or effect.

Subscription Procedure. In order to purchase Units, Purchaser shall deliver to the Company at 1▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇, Attention: Chief Executive Officershall: (i) deliver via mail, fax or e-mail to the Company one completed and duly executed copy of this Agreement; , and (ii) immediately available funds, or a certified check or bank check, deposit into the Escrow Account payment for the Units in an amount equal to the Aggregate Purchase PricePrice by certified or bank check covering immediately available funds or through wire transmission, which Escrow Account will be provided upon request. Execution and delivery of this Agreement shall constitute an irrevocable subscription for that number aggregate principal amount of Units set forth on the signature page hereto. Payment for the Units may be made by wire transfer to: XXXXXXXXXXX XXXXXXXXXXX ABA number XXXXXXXXX Account number XXXXXXXX For further credit: Blue Calypso, Inc. or by check made payable to: “Blue Calypso, Inc.” Receipt by the Company in the Escrow Account of funds wired, or deposit and collection by into the Company Escrow Account of the check tendered herewith, herewith will not constitute acceptance of this Agreement by the Company. The Units subscribed for will not be deemed to be issued to, or owned by, Purchaser until the Company has executed this Agreement. All funds consideration tendered by Purchaser will be held by the Company pending acceptance or rejection of this Agreement by the Company and the closing of Purchaser’s purchase of Units. This Agreement will either be accepted by the Company, in whole or in part, in its sole discretion, or rejected by the Company as promptly as practicableprior to the termination of the Offering. If this Agreement is accepted only in part, Purchaser agrees to purchase such smaller number principal amount of Units as the Company determines to sell to Purchaser. If this Agreement is rejected for any reason, including the termination of the Offering by the Company, this Agreement and all funds or other consideration tendered herewith will be promptly returned to Purchaser, without interest or deduction of any kind, and this Agreement will be void and of no further force or effect. Until the Company elects to accept or reject a Purchaser’s Securities Purchase Agreement, the Purchaser’s subscription is irrevocable.

Subscription Procedure. In order to purchase UnitsShares, Purchaser shall shall: (i) deliver to the Company at 12▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇, Attn: S▇▇▇ ▇▇▇▇▇, Attention: Chief Executive Officer: (i) one completed and duly executed copy of this Agreement; , and (ii) immediately available funds, or a certified check or bank check, payment for the Shares in an amount equal to the amount of purchase price indicated on the signature page hereto (the “Aggregate Purchase Price. ”) by certified or bank check covering immediately available funds or through wire transmission pursuant to the instructions attached hereto as Exhibit F. Execution and delivery of this Agreement shall constitute an irrevocable subscription for that number of Units Shares set forth on the signature page hereto. Payment for the Units may be made by wire transfer to: XXXXXXXXXXX XXXXXXXXXXX ABA number XXXXXXXXX Account number XXXXXXXX For further credit: Blue Calypso, Inc. or by check made payable to: “Blue Calypso, Inc.” Receipt by the Company of funds wired, or deposit and collection by the Company of the check tendered herewith, will not constitute acceptance of this Agreement by the Company. The Units Shares subscribed for will not be deemed to be issued to, or owned by, Purchaser until the Company has executed this Agreement. All funds tendered by Purchaser will be held by the Company pending acceptance or rejection of this Agreement by the Company and the closing of Purchaser’s purchase of Units. This Agreement will either be accepted by the Company, in whole or in part, in its sole discretion, or rejected by the Company as promptly as practicableprior to the termination of the Offering. If this Agreement is accepted only in part, Purchaser agrees to purchase such smaller number of Units Shares as the Company determines to sell to Purchaser. If this Agreement is rejected for any reason, including the termination of the Offering by the Company, this Agreement and all funds tendered herewith will be promptly returned to Purchaser, without interest or deduction of any kind, and this Agreement will be void and of no further force or effect. Until we elect to accept or reject a Purchaser’s Securities Purchase Agreement, the Purchaser’s subscription is irrevocable.

Subscription Procedure. In order to purchase Units, Purchaser shall deliver to the Company Company, at 1▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇, Attention: Chief Executive Officerits principal executive office identified below: (i) one completed and duly executed copy of this Agreement; and (ii) immediately available funds, or a certified check or bank check, check in an amount equal to the Aggregate Purchase Price. Execution and delivery of this Agreement shall constitute an irrevocable subscription for that number of Units set forth on the signature page hereto. The minimum investment that may be made by a Purchaser is $45,000, although the Company may, in its sole discretion, accept subscriptions for a lesser amount. Payment for the Units Securities may be made by wire transfer to: XXXXXXXXXXX XXXXXXXXXXX ABA number XXXXXXXXX Account number XXXXXXXX AmSouth Bank Birmingham, AL S.W.I.F.T., TID: AMSBUS44 TELEX: 682719 AMSOBHM For further creditCredit to: Blue CalypsoCustomer Name: GeM Solutions, Inc. Customer Address: ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ ▇▇▇ Customer Account: 0046696598 AmSouth Branch: Vanderbilt or by check made payable to: “Blue CalypsoGeM Solutions, Inc.” , ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇. Receipt by the Company of funds wired, or deposit and collection by the Company of the check tendered herewith, will not constitute acceptance of this Agreement by the Company. The Units subscribed for will not be deemed to be issued to, or owned by, Purchaser until the Company has executed this Agreement. All funds tendered by Purchaser will be held by the Company pending acceptance or rejection of this Agreement by the Company and the closing of Purchaser’s purchase of Units. This Agreement will either be accepted by the Company, in whole or in part, in its sole discretion, or rejected by the Company as promptly as practicable. If this Agreement is accepted only in part, Purchaser agrees to purchase such smaller number of Units as the Company determines to sell to Purchaser. If this Agreement is rejected for any reason, including the termination of the Offering by the Company, this Agreement and all funds tendered herewith will be promptly returned to Purchaser, without interest or deduction of any kind, and this Agreement will be void and of no further force or effect.

Subscription Procedure. In order to purchase Units, Purchaser shall deliver to the Company at 1▇▇▇▇ ▇▇▇▇▇ . ▇▇▇▇▇▇ ▇▇▇▇▇▇▇Rd., ▇▇▇▇▇ ▇▇▇Suite 200, ▇▇▇▇▇▇Richardson, ▇▇▇▇▇ ▇▇▇▇▇, AttentionTX 75082: Chief Executive Officer: (i) one completed and duly executed copy of this Agreement; and (ii) immediately available funds, or a certified check or bank check, in an amount equal to the Aggregate Purchase Price. Execution and delivery of this Agreement shall constitute an irrevocable subscription for that number of Units set forth on the signature page hereto. Payment for the Units may be made by wire transfer to: XXXXXXXXXXX XXXXXXXXXXX ABA number XXXXXXXXX Account number XXXXXXXX For further credit: Blue Calypso, Inc. ▇▇▇ ▇. ▇▇▇▇▇▇ Rd., Suite 200 Richardson, TX 75082 ABA number: XXXXXXXX Account number: XXXXXXXX or by check made payable to: “Blue Calypso, Inc.” Receipt by the Company of funds wired, or deposit and collection by the Company of the check tendered herewith, will not constitute acceptance of this Agreement by the Company. The Units subscribed for will not be deemed to be issued to, or owned by, Purchaser until the Company has executed this Agreement. All funds tendered by Purchaser will be held by the Company pending acceptance or rejection of this Agreement by the Company and the closing of Purchaser’s purchase of Units. This Agreement will either be accepted by the Company, in whole or in part, in its sole discretion, or rejected by the Company as promptly as practicable. If this Agreement is accepted only in part, Purchaser agrees to purchase such smaller number of Units as the Company determines to sell to Purchaser. If this Agreement is rejected for any reason, including the termination of the Offering by the Company, this Agreement and all funds tendered herewith will be promptly returned to Purchaser, without interest or deduction of any kind, and this Agreement will be void and of no further force or effect.

Subscription Procedure. In order to purchase UnitsShares, Purchaser shall deliver to the Company Company, at 1▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇, Attention: Chief Executive Officerits principal executive office identified in Section 16 hereof: (i) one completed and duly executed copy of this Agreement; and (ii) immediately available funds, or a certified check or bank check, in an amount equal to the Aggregate Purchase Price. Execution and delivery of this Agreement shall constitute an irrevocable subscription for that number of Units Shares set forth on the signature page hereto. The minimum investment that may be made by a Purchaser is 100,000 Shares for a purchase price of $30,000, although the Company may, in its sole discretion, accept subscriptions for a lesser number of Shares. Payment for the Units Shares may be made by wire transfer to: XXXXXXXXXXX XXXXXXXXXXX ABA number XXXXXXXXX Sovereign Bank ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇. ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ ABA# 231 372 691 For Credit to: Sydys Corporation ▇ ▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Account number XXXXXXXX For further creditNo: Blue Calypso, Inc. 236 106 4081 or by check made payable to: “Blue CalypsoSYDYS Corporation, Inc.” ▇ ▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇. Receipt by the Company of funds wired, or deposit and collection by the Company of the check tendered herewith, will not constitute acceptance of this Agreement by the Company. The Units Shares subscribed for will not be deemed to be issued to, or owned by, Purchaser until the Company has executed this Agreement. All funds tendered by Purchaser will be held by the Company pending acceptance or rejection of this Agreement by the Company and the closing of Purchaser’s purchase of UnitsShares. This Agreement will either be accepted by the Company, in whole or in part, in its sole discretion, or rejected by the Company as promptly as practicable. If this Agreement is accepted only in part, Purchaser agrees to purchase such smaller number of Units Shares as the Company determines to sell to Purchaser. If this Agreement is rejected for any reason, including the termination of the Offering by the Company, this Agreement and all funds tendered herewith will be promptly returned to Purchaser, without interest or deduction of any kind, and this Agreement will be void and of no further force or effect.

Subscription Procedure. In order to purchase Units, Purchaser shall deliver to the Company Company, at 1▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇, Attention: Chief Executive Officerits principal executive office identified below: (i) one completed and duly executed copy of this Agreement; and (ii) immediately available funds, or a certified check or bank check, in an amount equal to the Aggregate Purchase Price. Execution and delivery of this Agreement shall constitute an irrevocable subscription for that number of Units set forth on the signature page hereto. The minimum investment that may be made by a Purchaser is $45,000, although the Company may, in its sole discretion, accept subscriptions for a lesser amount. Payment for the Units Securities may be made by wire transfer to: XXXXXXXXXXX XXXXXXXXXXX ABA number XXXXXXXXX Account number XXXXXXXX AmSouth Bank Birmingham, AL S.W.I.F.T., TID: AMSBUS44 TELEX: 682719 AMSOBHM For further creditCredit to: Blue CalypsoCustomer Name: Stellar Technologies, Inc. Customer Address: ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ ▇▇▇ Customer Account: 0046696598 AmSouth Branch: Vanderbilt or by check made payable to: “Blue CalypsoStellar Technologies, Inc.” , ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇. Receipt by the Company of funds wired, or deposit and collection by the Company of the check tendered herewith, will not constitute acceptance of this Agreement by the Company. The Units subscribed for will not be deemed to be issued to, or owned by, Purchaser until the Company has executed this Agreement. All funds tendered by Purchaser will be held by the Company pending acceptance or rejection of this Agreement by the Company and the closing of Purchaser’s 's purchase of Units. This Agreement will either be accepted by the Company, in whole or in part, in its sole discretion, or rejected by the Company as promptly as practicable. If this Agreement is accepted only in part, Purchaser ▇▇▇▇▇▇▇▇▇ agrees to purchase such smaller number of Units as the Company determines to sell to Purchaser. If this Agreement is rejected for any reason, including the termination of the Offering by the Company, this Agreement and all funds tendered herewith will be promptly returned to Purchaser, without interest or deduction of any kind, and this Agreement will be void and of no further force or effect.

Subscription Procedure. In order to purchase UnitsShares, Purchaser shall deliver to the Company at 1▇▇4▇▇ ▇. ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇., ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: Chief Executive Officer: (i) one completed and duly executed copy of this Agreement; and (ii) immediately available funds, or a certified check or bank check, in an amount equal to the Aggregate Purchase Price. Execution and delivery of this Agreement shall constitute an irrevocable subscription for that number of Units Shares set forth on the signature page hereto. Payment for the Units Shares may be made by wire transfer to: XXXXXXXXXXX XXXXXXXXXXX ABA number XXXXXXXXX Account number XXXXXXXX For further credit: Blue Calypso, Inc. or by check made payable to: “Blue CalypsoCytocore, Inc.” Receipt by the Company of funds wired, or deposit and collection by the Company of the check tendered herewith, will not constitute acceptance of this Agreement by the Company. The Units Shares subscribed for will not be deemed to be issued to, or owned by, Purchaser until the Company has executed this Agreement. All funds tendered by Purchaser will be held by the Company pending acceptance or rejection of this Agreement by the Company and the closing of Purchaser’s purchase of UnitsShares. This Agreement will either be accepted by the Company, in whole or in part, in its sole discretion, or rejected by the Company as promptly as practicable. If this Agreement is accepted only in part, Purchaser agrees to purchase such smaller number of Units Shares as the Company determines to sell to Purchaser. If this Agreement is rejected for any reason, including the termination of the Offering by the Company, this Agreement and all funds tendered herewith will be promptly returned to Purchaser, without interest or deduction of any kind, and this Agreement will be void and of no further force or effect.

Subscription Procedure. In order to purchase Units, Purchaser shall deliver to the Company Company, at 1▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇, Attention: Chief Executive Officerits principal executive office identified in Section 16 hereof: (i) one completed and duly executed copy of this Agreement; and (ii) immediately available funds, or a certified check or bank check, in an amount equal to the Aggregate Purchase Price. Execution and delivery of this Agreement shall constitute an irrevocable subscription for that number of Units set forth on the signature page hereto. The minimum investment that may be made by a Purchaser is 15,000 Units for a purchase price of $27,000, although the Company may, in its sole discretion, accept subscriptions for a lesser number of Units. Payment for the Units Securities may be made by wire transfer to: XXXXXXXXXXX XXXXXXXXXXX Frost National Bank Houston, TX ABA number XXXXXXXXX Account number XXXXXXXX For further credit# 114 000 093 Credit to: Blue CalypsoTouchstone Resources USA, Inc. 1600 Smith Street, Ste. 5100 ▇▇▇▇▇▇▇, TX 77002 Account #: 5400 15822 or by check made payable to: “Blue CalypsoTouchstone Resources USA, Inc.” , 1600 Smith Street, Suite 5100, Housto▇, ▇▇ ▇▇▇▇▇. Receipt by the Company of funds wired, or deposit and collection by the Company of the check tendered herewith, will not constitute acceptance of this Agreement by the Company. The Units subscribed for will not be deemed to be issued to, or owned by, Purchaser until the Company has executed this Agreement. All funds tendered by Purchaser will be held by the Company pending acceptance or rejection of this Agreement by the Company and the closing of Purchaser’s 's purchase of Units. This Agreement will either be accepted by the Company, in whole or in part, in its sole discretion, or rejected by the Company as promptly as practicable. If this Agreement is accepted only in part, Purchaser agrees to purchase such smaller number of Units as the Company determines to sell to Purchaser. If this Agreement is rejected for any reason, including the termination of the Offering by the Company, this Agreement and all funds tendered herewith will be promptly returned to Purchaser, without interest or deduction of any kind, and this Agreement will be void and of no further force or effect.

Subscription Procedure. In order to purchase UnitsShares, Purchaser shall deliver to the Company at 1▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇, ▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇, Attention: Chief Executive Financial Officer: (i) one completed and duly executed copy of this Agreement; (ii) a completed Purchaser Questionnaire, in the form attached hereto as Annex A, and (iiiii) immediately available funds, or a certified check or bank check, in an amount equal to the Aggregate Purchase Price. Execution and delivery of this Agreement shall constitute an irrevocable subscription for that number of Units Shares set forth on the signature page hereto. Payment for the Units Shares may be made by wire transfer to: XXXXXXXXXXX XXXXXXXXXXX CitiBank, N.A. ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Phone: ▇▇▇-▇▇▇-▇▇▇▇ Routing/ABA number XXXXXXXXX Account number XXXXXXXX For further creditNumber: Blue CalypsoBeneficiary Virtual Piggy, Inc. Account Number: or by check made payable to: “Blue Calypso"Virtual Piggy, Inc.” " Receipt by the Company of funds wired, or deposit and collection by the Company of the check tendered herewith, will not constitute acceptance of this Agreement by the Company. The Units Shares subscribed for will not be deemed to be issued to, or owned by, any Purchaser until the Company has executed this Agreement. All funds tendered by Purchaser Purchasers will be held by the Company pending acceptance or rejection of this Agreement by the Company and the closing of such Purchaser’s 's purchase of UnitsShares. This Agreement will either be accepted by the Company, in whole or in part, in its sole discretion, or rejected by the Company as promptly as practicable. If this Agreement a Purchaser’s subscription is accepted only in part, such Purchaser agrees to purchase such smaller number of Units Shares as the Company determines to sell to Purchaser. If this Agreement a Purchaser’s entire subscription is rejected for any reason, including the termination of the Offering by the Company, this Agreement and all funds tendered herewith will be promptly returned to Purchaser, without interest or deduction of any kind, and this Agreement will be void and of no further force or effect.

Subscription Procedure. In order to purchase UnitsNotes, Purchaser shall shall: (i) deliver to the Company at 1▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, AttentionAttn: Chief Executive Officer: ▇▇▇▇▇▇ ▇▇▇▇▇ (ior via facsimile to ▇▇▇-▇▇▇-▇▇▇▇ or email to ▇▇▇▇▇▇@▇▇▇▇.▇▇▇): (X) one completed and duly executed copy of this Agreement, (Y) one completed and duly executed copy of the Security Agreement and (Z) one completed and duly executed Accredited Investor Questionnaire in the form attached hereto as Exhibit D; and (ii) immediately available fundsin the case of purchasers for cash, or a certified check or bank check, deposit into the Escrow Account payment for the Notes in an amount equal to the Aggregate Purchase PricePrice by certified or bank check covering immediately available funds or through wire transmission, which Escrow Account is identified on Exhibit E, or otherwise provided upon request, and in the case of Purchasers exchanging Prior Secured Notes, by delivery of such Prior Secured Notes to the Company at the address set forth above. Delivery of the Prior Secured Notes and the closing of this Offering and acceptance thereof shall constitute satisfaction in full of amounts due under the Prior Secured Notes and the collateral therefor shall be released thereupon. Execution and delivery of this Agreement shall constitute an irrevocable subscription for that number aggregate principal amount of Units Notes set forth on the signature page hereto. Payment for the Units may be made by wire transfer to: XXXXXXXXXXX XXXXXXXXXXX ABA number XXXXXXXXX Account number XXXXXXXX For further credit: Blue Calypso, Inc. or by check made payable to: “Blue Calypso, Inc.” Receipt by the Company in the Escrow Account of funds wired, or deposit and collection by into the Company Escrow Account of the check tendered herewith, or of the original Prior Secured Notes, as the case may be, will not constitute acceptance of this Agreement by the Company. The Units Notes subscribed for will not be deemed to be issued to, or owned by, Purchaser until the Company has executed this Agreement. All funds consideration tendered by Purchaser will be held by the Company pending acceptance or rejection of this Agreement by the Company and the closing of Purchaser’s purchase of UnitsNotes. This Agreement will either be accepted by the Company, in whole or in part, in its sole discretion, or rejected by the Company as promptly as practicableprior to the termination of the Offering. If this Agreement is accepted only in part, Purchaser agrees to purchase such smaller number principal amount of Units Notes as the Company determines to sell to Purchaser. If this Agreement is rejected for any reason, including the termination of the Offering by the Company, this Agreement and all funds or other consideration tendered herewith will be promptly returned to Purchaser, without interest or deduction of any kind, and this Agreement will be void and of no further force or effect. Until the Company elects to accept or reject a Purchaser’s Securities Purchase Agreement, the Purchaser’s subscription is irrevocable.

Subscription Procedure. In order to purchase Units, Purchaser shall deliver to the Company Company, at 1▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇, Attention: Chief Executive Officerits principal executive office identified in Section 16 hereof: (i) one completed and duly executed copy of this Agreement; and (ii) immediately available funds, or a certified check or bank check, in an amount equal to the Aggregate Purchase Price. Execution and delivery of this Agreement shall constitute an irrevocable subscription for that number of Units set forth on the signature page hereto. The minimum investment that may be made by a Purchaser is 10,000 Units for a purchase price of $100,000, although the Company may, in its sole discretion, accept subscriptions for a lesser number of Units. Payment for the Units Securities may be made by wire transfer to: XXXXXXXXXXX XXXXXXXXXXX ABA number XXXXXXXXX Account number XXXXXXXX For further credit: Blue Calypso, Inc. or by certified or bank check made payable to: “Blue Calypsoto Maverick Oil and Gas, Inc.” Inc. Receipt by the Company of funds wired, or deposit and collection by the Company of the check tendered herewith, will not constitute acceptance of this Agreement by the Company. The Units subscribed for will not be deemed to be issued to, or owned by, Purchaser until the Company has executed this Agreement. All funds tendered by Purchaser will be held by the Company pending acceptance or rejection of this Agreement by the Company and the closing of Purchaser’s 's purchase of Units. This Agreement will either be accepted by the Company, in whole or in part, in its sole discretion, or rejected by the Company as promptly as practicable. If this Agreement is accepted only in part, Purchaser agrees to purchase such smaller number of Units as the Company determines to sell to Purchaser. If this Agreement is rejected for any reason, including the termination of the Offering by the Company, this Agreement and all funds tendered herewith will be promptly returned to Purchaser, without interest or deduction of any kind, and this Agreement will be void and of no further force or effect.

Subscription Procedure. In order to purchase Units, Purchaser shall deliver to the Company Company, at 1▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇, Attention: Chief Executive Officerits principal executive office identified in Section 16 hereof: (i) one completed and duly executed copy of this Agreement; and (ii) immediately available funds, or a certified check or bank check, in an amount equal to the Aggregate Purchase Price. Execution and delivery of this Agreement shall constitute an irrevocable subscription for that number of Units set forth on the signature page hereto. The minimum investment that may be made by a Purchaser is $50,000, although the Company may, in its sole discretion, accept subscriptions for a number of Units at a lesser amount. Payment for the Units Securities may be made by wire transfer to: XXXXXXXXXXX XXXXXXXXXXX ABA number XXXXXXXXX Account number XXXXXXXX Sovereign Bank Wyomissing, PA ABA# 231 372 691 For further creditCredit to: Blue CalypsoBPK Resources, Inc. ▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇., ▇▇▇▇▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Account# 236 103 5871 or by check made payable to: “Blue CalypsoBPK Resources, Inc.” , c/o ▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇ ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇. Receipt by the Company of funds wired, or deposit and collection by the Company of the check tendered herewith, will not constitute acceptance of this Agreement by the Company. The Units subscribed for will not be deemed to be issued to, or owned by, Purchaser until the Company has executed this Agreement. All funds tendered by Purchaser will be held by the Company pending acceptance or rejection of this Agreement by the Company and the closing of Purchaser’s 's purchase of Units. This Agreement will either be accepted by the Company, in whole or in part, in its sole discretion, or rejected by the Company as promptly as practicable. If this Agreement is accepted only in part, Purchaser agrees to purchase such smaller number of Units as the Company determines to sell to Purchaser. If this Agreement is rejected for any reason, including the termination of the Offering by the Company, this Agreement and all funds tendered herewith will be promptly returned to Purchaser, without interest or deduction of any kind, and this Agreement will be void and of no further force or effect.

Subscription Procedure. In order to purchase Units, Purchaser shall deliver to the Company at 1▇▇▇▇ ▇▇▇▇▇ . ▇▇▇▇▇▇ ▇▇▇▇▇▇▇Rd., ▇▇▇▇▇ ▇▇▇Suite 280, ▇▇▇▇▇▇Richardson, ▇▇▇▇▇ ▇▇▇▇▇, AttentionTX 75082: Chief Executive Officer: (i) one completed and duly executed copy of this Agreement; (ii) one completed and duly executed investor questionnaire in the form attached hereto as Exhibit B and (ii) immediately available funds, or a certified check or bank check, in an amount equal to the Aggregate Purchase Price. Execution and delivery of this Agreement shall constitute an irrevocable subscription for that number of Units set forth on the signature page hereto. Payment for the Units may be made by wire transfer to: XXXXXXXXXXX XXXXXXXXXXX XXXXXXXXX XXXXXXXXX ABA number XXXXXXXXX XXXXXXXX Account name XXXXXXX Account number XXXXXXXX For further credit: Blue Calypso, Inc. XXXXXXX or by check made payable to: “Blue Calypso, Inc.” Receipt by the Company of funds wired, or deposit and collection by the Company of the check tendered herewith, will not constitute acceptance of this Agreement by the Company. The Units subscribed for will not be deemed to be issued to, or owned by, Purchaser until the Company has executed this Agreement. All funds tendered by Purchaser will be held by the Company pending acceptance or rejection of this Agreement by the Company and the closing of Purchaser’s purchase of Units. This Agreement will either be accepted by the Company, in whole or in part, in its sole discretion, or rejected by the Company as promptly as practicable. If this Agreement is accepted only in part, Purchaser agrees to purchase such smaller number of Units as the Company determines to sell to Purchaser. If this Agreement is rejected for any reason, including the termination of the Offering by the Company, this Agreement and all funds tendered herewith will be promptly returned to Purchaser, without interest or deduction of any kind, and this Agreement will be void and of no further force or effect.

Subscription Procedure. In order to purchase UnitsShares, Purchaser shall deliver to the Company at 1▇▇▇▇ ▇▇Company, ▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Attention: Chief Executive Officer: (i) one completed and duly executed copy of this Agreement; and (ii) immediately available funds, or a certified check or bank check, in an amount equal to the Aggregate Purchase Price. Execution and delivery of this Agreement shall constitute an irrevocable subscription for that number of Units Shares set forth on the signature page hereto. The minimum investment that may be made by a Purchaser is $50,000 or 50,000 Shares, although the Company may, in its sole discretion, accept subscriptions for a lesser amount. Payment for the Units Shares may be made by wire transfer to: XXXXXXXXXXX XXXXXXXXXXX ABA number XXXXXXXXX Sovereign Bank ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇. ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ ABA# 231 372 691 For Credit to: Zone Mining Limited ▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Account number XXXXXXXX For further credit: Blue Calypso, Inc. # 236 106 7331 or by check made payable to: “Blue Calypso, Inc.Zone Mining Limited.” Receipt by the Company of funds wired, or deposit and collection by the Company of the check tendered herewith, will not constitute acceptance of this Agreement by the Company. The Units Shares subscribed for will not be deemed to be issued to, or owned by, Purchaser until the Company has executed this Agreement. All funds tendered by Purchaser will be held by the Company pending acceptance or rejection of this Agreement by the Company and the closing of Purchaser’s purchase of UnitsShares. This Agreement will either be accepted by the Company, in whole or in part, in its sole discretion, or rejected by the Company as promptly as practicable. If this Agreement is accepted only in part, Purchaser agrees to purchase such smaller number of Units Shares as the Company determines to sell to Purchaser. If this Agreement is rejected for any reason, including the termination of the Offering by the Company, this Agreement and all funds tendered herewith will be promptly returned to Purchaser, without interest or deduction of any kind, and this Agreement will be void and of no further force or effect.

Subscription Procedure. In order to purchase Units, Purchaser shall deliver to the Company Company, at 1▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇, Attention: Chief Executive Officerits principal executive office identified below: (i) one completed and duly executed copy of this Agreement; and (ii) immediately available funds, or a certified check or bank check, check in an amount equal to the Aggregate Purchase Price. Execution and delivery of this Agreement shall constitute an irrevocable subscription for that number of Units set forth on the signature page hereto. The minimum investment that may be made by a Purchaser is $45,000, although the Company may, in its sole discretion, accept subscriptions for a lesser amount. Payment for the Units Securities may be made by wire transfer to: XXXXXXXXXXX XXXXXXXXXXX ABA number XXXXXXXXX Account number XXXXXXXX AmSouth Bank Birmingham, AL S.W.I.F.T., TID: AMSBUS44 TELEX: 682719 AMSOBHM For further creditCredit to: Blue CalypsoCustomer Name: Stellar Technologies, Inc. Customer Address: ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ ▇▇▇ Customer Account: 0046696598 AmSouth Branch: Vanderbilt or by check made payable to: “Blue CalypsoStellar Technologies, Inc.” , ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇. Receipt by the Company of funds wired, or deposit and collection by the Company of the check tendered herewith, will not constitute acceptance of this Agreement by the Company. The Units subscribed for will not be deemed to be issued to, or owned by, Purchaser until the Company has executed this Agreement. All funds tendered by Purchaser will be held by the Company pending acceptance or rejection of this Agreement by the Company and the closing of Purchaser’s purchase of Units. This Agreement will either be accepted by the Company, in whole or in part, in its sole discretion, or rejected by the Company as promptly as practicable. If this Agreement is accepted only in part, Purchaser agrees to purchase such smaller number of Units as the Company determines to sell to Purchaser. If this Agreement is rejected for any reason, including the termination of the Offering by the Company, this Agreement and all funds tendered herewith will be promptly returned to Purchaser, without interest or deduction of any kind, and this Agreement will be void and of no further force or effect.

Subscription Procedure. In order to purchase Units, Purchaser shall deliver to the Company at 1▇▇▇▇ ▇▇▇▇▇ . ▇▇▇▇▇▇ ▇▇▇▇▇▇▇Rd., ▇▇▇▇▇ ▇▇▇Suite 200, ▇▇▇▇▇▇Richardson, ▇▇▇▇▇ ▇▇▇▇▇, AttentionTX 75082: Chief Executive Officer: (i) one completed and duly executed copy of this Agreement; and (ii) immediately available funds, or a certified check or bank check, in an amount equal to the Aggregate Purchase Price. Execution and delivery of this Agreement shall constitute an irrevocable subscription for that number of Units set forth on the signature page hereto. Payment for the Units may be made by wire transfer to: XXXXXXXXXXX XXXXXXXXXXX XXXXXXXXX ABA number XXXXXXXXX number: XXXXXXXX Account number number:XXXXXXXX For further credit: Blue Calypso, Inc. or by check made payable to: “Blue Calypso, Inc.” Receipt by the Company of funds wired, or deposit and collection by the Company of the check tendered herewith, will not constitute acceptance of this Agreement by the Company. The Units subscribed for will not be deemed to be issued to, or owned by, Purchaser until the Company has executed this Agreement. All funds tendered by Purchaser will be held by the Company pending acceptance or rejection of this Agreement by the Company and the closing of Purchaser’s purchase of Units. This Agreement will either be accepted by the Company, in whole or in part, in its sole discretion, or rejected by the Company as promptly as practicable. If this Agreement is accepted only in part, Purchaser agrees to purchase such smaller number of Units as the Company determines to sell to Purchaser. If this Agreement is rejected for any reason, including the termination of the Offering by the Company, this Agreement and all funds tendered herewith will be promptly returned to Purchaser, without interest or deduction of any kind, and this Agreement will be void and of no further force or effect.

Subscription Procedure. In order to purchase UnitsShares, Purchaser shall deliver to the Company Company, at 1▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇, Attention: Chief Executive Officerits principal executive office identified in Section 16 hereof: (i) one completed and duly executed copy of this Agreement; and (ii) immediately available funds, or a certified check or bank check, in an amount equal to the Aggregate Purchase Price. Execution and delivery of this Agreement shall constitute an irrevocable subscription for that number of Units Shares set forth on the signature page hereto. The minimum investment that may be made by a Purchaser is 100,000 Shares for a purchase price of $30,000, although the Company may, in its sole discretion, accept subscriptions for a lesser number of Shares. Payment for the Units Shares may be made by wire transfer to: XXXXXXXXXXX XXXXXXXXXXX ABA number XXXXXXXXX Sovereign Bank 1▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇. ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ ABA# 231 372 691 For Credit to: Sydys Corporation 7 ▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Account number XXXXXXXX For further creditNo: Blue Calypso, Inc. 236 106 4081 or by check made payable to: “Blue CalypsoSYDYS Corporation, Inc.” 7 ▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇. Receipt by the Company of funds wired, or deposit and collection by the Company of the check tendered herewith, will not constitute acceptance of this Agreement by the Company. The Units Shares subscribed for will not be deemed to be issued to, or owned by, Purchaser until the Company has executed this Agreement. All funds tendered by Purchaser will be held by the Company pending acceptance or rejection of this Agreement by the Company and the closing of Purchaser’s purchase of UnitsShares. This Agreement will either be accepted by the Company, in whole or in part, in its sole discretion, or rejected by the Company as promptly as practicable. If this Agreement is accepted only in part, Purchaser agrees to purchase such smaller number of Units Shares as the Company determines to sell to Purchaser. If this Agreement is rejected for any reason, including the termination of the Offering by the Company, this Agreement and all funds tendered herewith will be promptly returned to Purchaser, without interest or deduction of any kind, and this Agreement will be void and of no further force or effect.

Subscription Procedure. In order to purchase Units, Purchaser shall deliver to the Company at 1▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇, Attention: Chief Executive Officer: (i) one completed and duly executed copy of this Agreement; and (ii) immediately available funds, or a certified check or bank check, in an amount equal to each respective closing’s subscription amount as specified on the Aggregate Purchase Pricesignature page hereto. Execution and delivery of this Agreement shall constitute an irrevocable subscription for that number of Units set forth on the signature page hereto. Payment for the Units may be made by wire transfer to: XXXXXXXXXXX XXXXXXXXXXX XXX XXX XXX XXX-XXX-XXXX SWIF Code: XXX Routing/ABA number XXXXXXXXX Account number XXXXXXXX For further creditNumber: Blue CalypsoXXX Beneficiary Virtual Piggy, Inc. Account Number: XXX or by check made payable to: “Blue CalypsoVirtual Piggy, Inc.” Receipt by the Company of funds wired, or deposit and collection by the Company of the check tendered herewith, will not constitute acceptance of this Agreement by the Company. The Units subscribed for will not be deemed to be issued to, or owned by, Purchaser until the Company has executed this Agreement. All funds tendered by Purchaser will be held by the Company pending acceptance or rejection of this Agreement by the Company and the closing of Purchaser’s purchase of Units. This Agreement will either be accepted by the Company, in whole or in part, in its sole discretion, or rejected by the Company as promptly as practicable. If this Agreement is accepted only in part, Purchaser agrees to purchase such smaller number of Units as the Company determines to sell to Purchaser. If this Agreement is rejected for any reason, including the termination of the Offering by the Company, this Agreement and all funds tendered herewith will be promptly returned to Purchaser, without interest or deduction of any kind, and this Agreement will be void and of no further force or effect.

Subscription Procedure. In order to purchase Units, Purchaser shall deliver to the Company Company, at 1▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇, Attention: Chief Executive Officerits principal executive office identified in Section 16 hereof: (i) one completed and duly executed copy of this Agreement; and (ii) immediately available funds, or a certified check or bank check, in an amount equal to the Aggregate Purchase Price. Execution and delivery of this Agreement shall constitute an irrevocable subscription for that number of Units set forth on the signature page hereto. The minimum investment that may be made by a Purchaser is 15,000 Units for a purchase price of $27,000, although the Company may, in its sole discretion, accept subscriptions for a lesser number of Units. Payment for the Units Securities may be made by wire transfer to: XXXXXXXXXXX XXXXXXXXXXX Frost National Bank Houston, TX ABA number XXXXXXXXX Account number XXXXXXXX For further credit# 114 000 093 Credit to: Blue CalypsoTouchstone Resources USA, Inc. 1600 Smith Street, Ste. 5100 ▇▇▇▇▇▇▇, TX 77002 Account #: 5400 15822 or by check made payable to: “Blue CalypsoTouchstone Resources USA, Inc.” , 1600 Smith Street, Suite 5100, Houston, ▇▇ ▇▇▇▇▇. Receipt by the Company of funds wired, or deposit and collection by the Company of the check tendered herewith, will not constitute acceptance of this Agreement by the Company. The Units subscribed for will not be deemed to be issued to, or owned by, Purchaser until the Company has executed this Agreement. All funds tendered by Purchaser will be held by the Company pending acceptance or rejection of this Agreement by the Company and the closing of Purchaser’s 's purchase of Units. This Agreement will either be accepted by the Company, in whole or in part, in its sole discretion, or rejected by the Company as promptly as practicable. If this Agreement is accepted only in part, Purchaser agrees to purchase such smaller number of Units as the Company determines to sell to Purchaser. If this Agreement is rejected for any reason, including the termination of the Offering by the Company, this Agreement and all funds tendered herewith will be promptly returned to Purchaser, without interest or deduction of any kind, and this Agreement will be void and of no further force or effect.

Subscription Procedure. In order to purchase Units, Purchaser shall deliver to the Company Company, at 1▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇, Attention: Chief Executive Officerits principal executive office identified in Section 16 hereof: (i) one completed and duly executed copy of this Agreement; and (ii) immediately available funds, or a certified check or bank check, in an amount equal to the Aggregate Purchase Price. Execution and delivery of this Agreement shall constitute an irrevocable subscription for that number of Units set forth on the signature page hereto. The minimum investment that may be made by a Purchaser is 15,000 Units for a purchase price of $27,000, although the Company may, in its sole discretion, accept subscriptions for a lesser number of Units. Payment for the Units Securities may be made by wire transfer to: XXXXXXXXXXX XXXXXXXXXXX Frost National Bank Houston, TX ABA number XXXXXXXXX Account number XXXXXXXX For further credit# 114 000 093 Credit to: Blue CalypsoTouchstone Resources USA, Inc. 1600 Smith Street, Ste. 51▇▇ ▇▇▇▇▇▇▇, TX 77002 Account #: 5400 15822 or by check made payable to: “Blue CalypsoTouchstone Resources USA, Inc.” , 1600 Smith Street, Suite 5▇▇▇, ▇▇▇▇▇▇▇, TX 77002. Receipt by the Company of funds wired, or deposit and collection by the Company of the check tendered herewith, will not constitute acceptance of this Agreement by the Company. The Units subscribed for will not be deemed to be issued to, or owned by, Purchaser until the Company has executed this Agreement. All funds tendered by Purchaser will be held by the Company pending acceptance or rejection of this Agreement by the Company and the closing of Purchaser’s 's purchase of Units. This Agreement will either be accepted by the Company, in whole or in part, in its sole discretion, or rejected by the Company as promptly as practicable. If this Agreement is accepted only in part, Purchaser agrees to purchase such smaller number of Units as the Company determines to sell to Purchaser. If this Agreement is rejected for any reason, including the termination of the Offering by the Company, this Agreement and all funds tendered herewith will be promptly returned to Purchaser, without interest or deduction of any kind, and this Agreement will be void and of no further force or effect.