South Dakota Uses in Disputes Clause

Disputes from Escrow Agreement

Once the agreement(s) governing the acquisition(s) of a business(es) between the parties to this Agreement, if applicable, meeting the above criteria has (have) been executed, Rule 419 requires the Company to update the registration statement of which the prospectus relative to the acquisition registration is a part with a post-effective amendment. The post-effective amendment must contain information about: the proposed acquisition candidate(s) and its business(es), including audited financial statements; the results of this offering; and the use of the funds disbursed from the escrow account. The post-effective amendment must also include the terms of the reconfirmation offer mandated by Rule 419. The Company must execute an agreement for an acquisition(s) valued at at least 80% of the offering amount; second, the Company must successfully complete a reconfirmation offering which is reconfirmed by at least 80% of the shares sold in the offering; and third, the acquisition(s) meeting

Disputes. In the event that a dispute arises as to the terms of this Agreement, the Escrow Agent shall be entitled to deposit, in the nature of any interpleader action, any documents or proceeds then held by such Escrow Agent with any court of competent jurisdiction within the State of South Dakota and shall be reimbursed for all its attorney's fees and costs connected therewith, even if Escrow Agent, as attorney, represents himself.

Disputes from Escrow Agreement

In the even of any failure of the offering such as if the minimum offering is not completed, all net offering proceeds will be returned to investors.

Disputes. In the event that a dispute arises as to the terms of this Agreement, the Escrow Agent shall be entitled to deposit, in the nature of any interpleader action, any documents or proceeds then held by such Escrow Agent with any court of competent jurisdiction within the State of South Dakota and shall be reimbursed for all its attorney's fees and costs connected therewith, even if Escrow Agent, as attorney, represents himself.

Disputes from Escrow Agreement

In the even of any failure of the offering such as if the minimum offering is not completed, or the acquisition is not timely and properly consummated pursuant to Rule 419, all net offering proceeds will be returned to investors.

Disputes. In the event that a dispute arises as to the terms of this Agreement, the Escrow Agent shall be entitled to deposit, in the nature of any interpleader action, any documents or proceeds then held by such Escrow Agent with any court of competent jurisdiction within the State of South Dakota and shall be reimbursed for all its attorney's fees and costs connected therewith, even if Escrow Agent, as attorney, represents himself.