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ESCROW AGREEMENT
This Escrow Agreement ("Agreement") is made by and among PaddleWheel Productions, Inc., a Mississippi corporation
("Seller"), _________________________________________ ("Buyer"), and
Brunini, Grantham, Grower, & Hewes, PLLC ("Escrow Agent").
RECITALS:
WHEREAS, Buyer has purchased _____ Investment Unit(s) in
Seller for the total consideration of $______________________ (the
"Consideration") on the date first written below;
WHEREAS, pursuant to the terms of the Prospectus of Seller, Seller has agreed to deliver the Consideration to Escrow Agent to be held in accordance herewith; and
WHEREAS, Seller and Buyer desire Escrow Agent to invest and disburse the monies deposited with it as herein provided.
NOW, THEREFORE, in consideration of the mutual covenants hereinafter set forth, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:
(1)	Appointment of Escrow Agent. The parties hereby appoint and designate Brunini, Grantham, Grower & Hewes, PLLC, as escrow agent for the purposes herein set forth, and Escrow Agent hereby accepts such appointment. Capitalized terms used but not otherwise defined in this Agreement have the meanings stated in the Prospectus.
(2)	Deposit of Escrow. Contemporaneously herewith Seller has deposited with Escrow Agent the Consideration (the "Escrow Fund") to be held in a special account established therefor with Escrow Agent (the "Escrow Account"). Escrow Agent hereby acknowledges receipt of the Escrow Fund and agrees to hold and distribute the Escrow Fund as provided herein.
(3)	Investment of Funds in the Escrow Account. Escrow Agent shall manage the Escrow Fund and any other amounts placed in or accruing to the Escrow Account under the terms of this Agreement and shall from time to time invest and reinvest the funds held in the Escrow Account in the Escrow Agent's money market account, or as and when instructed jointly by Seller and Buyer in writing (or orally if confirmed in writing within five (5) days).
(4)	Income from Investments. Subject to the provisions of Section 5 below, any income and interest realized from the investments of the funds in the Escrow Account shall be applied to