CWCB Escrow Agreement

accordance with the internal laws of the State of Colorado without giving effect to the conflict of
laws principles thereof.
21. Entire Agreement,No Third Party Beneficiaries. This Escrow Agreement
constitutes the entire agreement between the parties relating to the holding, investment and
disbursement of the Escrow Funds and sets forth in their entirety the obligations and duties of
Escrow Agent with respect to the Escrow Funds.Nothing in this Escrow Agreement,express or
implied,is intended to or shall confer upon any other person any right,benefit or remedy of any
nature whatsoever under or by reason of this Escrow Agreement.
22. Execution in Counterparts.Facsimiles. This Escrow Agreement and any Written
Direction may be executed in two or more counterparts,which when so executed shall constitute
one and the same agreement or direction. The delivery of copies of this Escrow Agreement and
any Written Direction and their respective signature pages by PDF or facsimile transmission
shall constitute effective execution and delivery as to the parties and may be used in lieu of
originals for all purposes.
23. Termination. This Escrow Agreement shall terminate upon the distribution of all
the Escrow Funds pursuant to any applicable provision of this Escrow Agreement,and Escrow
Agent shall thereafter have no further obligation or liability whatsoever with respect to this
Escrow Agreement or the Escrow Funds.
24. Dealings. The Escrow Agent and any stockholder,director,officer or employee
of the Escrow Agent may buy,sell,and deal in any of the securities of the Depositor and become
pecuniarily interested in any transaction in which the Depositor may be interested,and contract
and lend money to the Depositor and otherwise act as fully and freely as though it were not
Escrow Agent under this Agreement. Nothing herein shall preclude the Escrow Agent from
acting in any other capacity for the Depositor or CRMC or for any other entity.
25. Brokerage Confirmation Waiver. Depositor and CRMC acknowledge that to the
extent regulations of the Comptroller of the Currency or other applicable regulatory entity grant
either the right to receive brokerage confirmations for certain security transactions as they occur,
Depositor and CRMC specifically waive receipt of such confirmations to the extent permitted by
law. The Escrow Agent will furnish the Depositor periodic cash transaction statements that
include detail for all investment transactions made by the Escrow Agent.
26. Tax Reporting. Escrow Agent shall have no responsibility for the tax
consequences of this Escrow Agreement and Depositor and CRMC shall consult with
independent counsel concerning any and all tax matters. The parties acknowledge that Depositor
is a tax exempt entity. Depositor and CRMC shall provide Escrow Agent with a copy of its tax
exempt certificate(if applicable), Form W-9 and an original Form W-8,as applicable,for each
payee,together with any other documentation and information requested by Escrow Agent in
connection with Escrow Agent's reporting obligations under applicable IRS regulations. If such
tax documentation is not so provided,Escrow Agent shall withhold taxes as required by the IRS.
Depositor and CRMC have determined that any interest or income on Escrow Funds in
Depositor's Individual Escrow Account shall be reported on an accrual basis and deemed to be
for the account of Depositor. Depositor and CRMC have determined that any interest or income
on Escrow Funds in the Master Escrow Account shall be reported on an accrual basis and
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