Funding Agreements between the Borrower and a Consultant shall be in form and substance satisfactory to RUS and provide for, among other matters, the following:

Specific reference by number to the applicable Consulting Contract entered into between the government and the Consultant;

Specific reference by number to the applicable Task Order (where applicable);

A brief description of the Application;

A requirement that Invoices make specific reference to:

The applicable contract and Task Order(s); and

The Escrow Account from which payment is to be made;

A requirement that the Final Invoice for a Task Order be clearly identified as such;

A description of the services to be provided by the Consultant to RUS and the applicable time frames for the provision of such services;

Agreement that the Borrower shall pay for the Consultant services provided to RUS under the applicable contract through an Escrow Account established pursuant to an Escrow Agreement, the Consultant shall not provide services to RUS under the applicable contract unless there are sufficient funds in the Escrow Account to pay for such services, the Consultant shall seek compensation for services provided under the applicable contract from, and only from, funds made available through the Escrow Account, and the Consultant must submit all Invoices to the government for approval.

A form of Escrow Agreement satisfactory to the Borrower, Consultant and the designated Third-party Commercial Institution;

A schedule setting forth when and in what amounts the Borrower shall fund the Escrow Account;

Acknowledgment by the Consultant of the Indemnification Agreement provided by the Borrower to the government; and

The Funding Agreement shall not be effective unless and until approved in writing by RUS.