GENERAL TERMS

As consideration for Lombard permitting you access to the OpenIPO System you agree to the terms and conditions contained in this Agreement as amended from time to time. This Agreement may be amended at any time by Lombard upon notice delivered to you.

"You" and "your" as used in this Agreement refers to each person or entity listed as account holders on your current New Account Form with Lombard ("Account Agreement") or a designate of any such person.

1. Access to and Delivery of OpenIPO Information. Access to the OpenIPO System requires you to provide a mailing address ("Mailing Address") and an electronic mail address ("E-Mail Address") to the extent such information is not provided in your Account Agreement. Lombard or the Underwriters are hereby authorized to deliver any and all communications to you including, without limitation, prospectuses, confirmations, notices and all other documents required in connection with securities offerings under the OpenIPO System ("OpenIPO information") to your Mailing Address or E-Mail Address, at their discretion, by mail, electronic mail or other means as described herein. If you are a joint account holder, you hereby agree that Lombard or the Underwriters may deliver OpenIPO information to any Mail Address or E-Mail Address provided by you upon opening the Account. You hereby agree you will not, for any reason, alter any OpenIPO information or URL Notice (as defined below) delivered to you electronically or otherwise.

Lombard or the Underwriters are authorized to deliver to you any OpenIPO information by providing you with notice, delivered as specified above, which directs you to an internet world wide web address ("URL") where the OpenIPO information is posted and may be read and printed. The provision of any such notice (a "URL Notice") shall be deemed effective delivery of the OpenIPO information referenced in such URL Notice, and Lombard and the Underwriters shall be under no further obligation to deliver such OpenIPO information except as specifically set forth herein. Lombard or the Underwriters may, in their discretion, provide you with URL Notice by mail, electronic mail, notification set forth in this Agreement or notification by Lombard or your registered representative upon submission of an OpenIPO Bid (as defined below). You hereby consent to delivery of OpenIPO information through URL Notice and acknowledge that such delivery shall constitute good and effective delivery to you of the OpenIPO information referenced in the URL Notice whether or not you access or review the OpenIPO information referenced in the URL Notice.

YOU ACKNOWLEDGE AND UNDERSTAND THAT THE PRELIMINARY AND FINAL PROSPECTUS WITH RESPECT TO EACH OFFERING SHALL BE AVAILABLE AT THE FOLLOWING WEBSITES: www.openipo.com or www.golombard.com, and that this notice constitutes a "URL Notice."

OpenIPO information and the URL Notices sent by Lombard or the Underwriters to the E-Mail Address or Mailing Address provided by you shall be deemed delivered regardless of whether actually received or not, unless you have notified Lombard and your registered representative in writing or by E-mail of a different address not less than ten (10) days prior to delivery. To the extent permitted by applicable law, OpenIPO information and URL Notices may also be provided to you orally. For purposes of this Agreement, OpenIPO information and URL Notices sent by electronic mail shall be deemed delivered by Lombard or the Underwriters upon transmission to your E-Mail Address. All notices sent by you to Lombard or the Underwriters, including without limitation, OpenIPO Bids (as defined below) shall be deemed received by Lombard or the Underwriters only upon actual receipt by Lombard or the Underwriters of such notice.

If you so request, Lombard or the Underwriters, as applicable, shall deliver a paper copy to you of any OpenIPO information legally required to be provided you. You agree that despite any such request and compliance with any such request by Lombard or the Underwriters, electronic delivery of such Open IPO information or delivery by URL Notice shall constitute good and effective delivery of such OpenIPO information and that the fact that a paper copy of such OpenIPO information was requested or delivered shall not imply the contrary.

2. OpenIPO Bids. With respect to public offerings of securities ("Offerings") within the OpenIPO System, after a registration statement relating to such offering has been filed, you may be permitted to enter a conditional bid ("OpenIPO Bid") with Lombard constituting an indication of interest in purchasing the securities proposed to be sold in the Offering when and as if issued. With respect to each Offering within the OpenIPO System in which you place an OpenIPO Bid, you shall be informed by Lombard, prior to the submission of you OpenIPO Bid to Lombard, as to the first date after which Lombard may refuse to accept any additional OpenIPO Bids ("the Auction Close"). The Auction Close may occur upon such indicate date or at any time thereafter, but in no event shall the Auction Close occur prior to the effective date of the registration statement relating to such Offering.

Posting of a notice of an Offering through the OpenIPO System shall not constitute an offer to sell or the solicitation of an offer to buy securities. No OpenIPO Bid may be accepted and no part of the purchase price can be received until the registration statement relating to such Offering has become effective, and any OpenOPO Bid may be withdrawn, modified or revoked, without obligation or commitment of any kind, at any time prior to the effectiveness of such registration statement and the Auction Close. An OpenIPO Bid submitted to Lombard prior to the effectiveness of the registration statement relating to such Offering will involve no obligation or commitment of any kind. Notwithstanding the foregoing, you will be required, upon the opening of a new Account with Lombard, to deposit sufficient funds (to be held in a money-market fund) in your Account, to cover the proposed transaction in the event you elect to proceed with it upon the effectiveness of the registration statement. An OpenIPO Bid submitted after the effectiveness of the registration statement relating to such Offering or an indication of interest when converted to a firm OpenIPO Bid after effectiveness of such registration statement shall constitute an offer to purchase which may be withdrawn, modified or revoked, without obligation or commitment of any kind, at any time prior to Auction Close, but shall become irrevocable on Auction Close and shall be a binding agreement to purchase at the Offering Price (as defined below) the number of securities accepted for purchase upon the Auction Close and Notice of Acceptance.

OpenIPO Bids shall include the number of securities (shares) which you propose to purchase and the price per security which you propose to pay for such securities. The price per share included in an OpenIPO Bid shall be in increments of at least 1/32 of a dollar ($0.03125). All OpenIPO Bids that alone, or that when cumulated with other OpenIPO Bids submitted and not canceled on behalf of your Account, constitute a bid for in excess of one percent (1%) of the shares available in the Offering (a "Large Quantity Bid") shall be subject to WRH+Co's rules with respect to Large Quantity Bids as set forth below.

Each OpenIPO Bid will be authorized by you and subject to the terms and conditions of this Agreement and your Account Agreement. Any OpenIPO Bid accepted by Lombard and the Underwriters shall be accepted on the basis that an actual purchase is intended and that you shall be obligated, in every case, to pay for the securities bid for upon closing of the sale of the securities bid for on behalf of your Account. The execution of a firm commitment underwriting agreement by WRH+Co and the Underwriters will be a condition to your obligation to pay for any securities.

Without limiting their rights as set forth herein to alter the method of allocation and pricing and subject to their rights with respect to Large Quantity Bids (as set forth below), WRH+Co and the Underwriters shall use reasonable efforts to: (I) accept in whole at the "Offering Price" (as defined below) all OpenIPO Bids setting forth a price in excess of the "Clearing Price" (as defined below); (ii) accept in part on a pro rata basis at the Offering Price all OpenIPO Bids setting forth a price equal to the Clearing Price; and (iii) sell such securities at the Clearing Price to persons submitting such OpenIPO Bids prior to the sale of such securities to other persons. Not withstanding the foregoing, you hereby agree that the submission of an OpenIPO Bid on behalf of your Account in no way entitles you to purchase the securities offered and that Lombard, WRH+Co and the Underwriters reserve the right and authority, in their discretion and without notice, to reject any OpenIPO Bid that Lombard, WRH+Co or the Underwriters deem manipulative of the OpenIPO System, disruptive with respect to a particular Offering, disruptive to the securities market, unusual is size, type or credit risk, or which Lombard, WRH+Co or the Underwriters otherwise deem necessary or beneficial to facilitate the orderly completion of the Offering. In addition, Lombard, WRH+Co and the Underwriters reserve the right and authority to, in their own discretion and without notice, alter the proposed method of allocation and allocate securities on a different basis if they deem necessary to facilitate the orderly completion of the Offering.

Lombard will require that your Account contain available funds or cleared funds equal to or in excess of the aggregate purchase price reflected by your OpenIPO Bids. Lombard reserves the right and authority to, in its sole discretion, reject any OpenIPO Bid received without requisite funds in your Account prior to the Auction Close or, if not rejected, and additional funds are not submitted prior to settlement, to liquidate your Account.

The "Clearing Price" with respect to any particular Offering shall be the Price at which sufficient OpenIPO Bids have been submitted to WRH+Co and the Underwriters to sell all of the securities proposed to be sold in such Offering. You understand and acknowledge that the price at which the securities in any Offering are sold to the public (the "Offering Price") may be less than the Clearing Price. Any OpenIPO Bid submitted by you that includes a price in excess of the Offering Price may be accepted by WRH+Co and the Underwriters (at the Offering Price), in whole or in part, whether or not such OpenIPO Bid is in excess of the Clearing Price.

3. Modification and Cancellation of OpenIPO Bids. Any request to cancel or modify an OpenIPO Bid will only be effected if such request is received by Lombard and the Underwriters prior to the Auction Close.

4. Applicable Rules and Regulations. Lombard's processing of any OpenIPO Bid and all transactions on behalf of your Account with respect to the OpenIPO System shall be subject to Lombard's policies and procedures, and to the rules and regulations of WRH+Co as managing underwriter of the Offering, which are subject to change at any time without notice. The rules and procedures applicable to use of the OpenIPO System shall be made available to you at any time upon request to Lombard or WRH+Co and may be delivered to you in the same manner as any other OpenIPO information (including by URL Notice). In addition, where applicable, the transactions in your Account with respect to the OpenIPO System shall be subject to the provisions of the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, and to the rules and regulations of the Securities and Exchange Commission, the Board of Governors of the Federal Reserve System, the NASD Regulation, Inc., and the applicable state jurisdictions ("Applicable Regulations").

Violation by you of Applicable Regulations, (including without limitation, restrictions on "Free-Riding" in violation of Regulation T of the Federal Reserve Board) may result in restrictions being placed on your ability to participate in Offerings through the OpenIPO System.

5. Large Quantity Bids. Without limiting any of the foregoing, WRH+Co and the Underwriters shall have the right to accept any Large Quantity Bid in part and limit the allocation of securities with respect to any Large Quantity Bid to an amount less than the total number of shares requested pursuant to such Large Quantity Bid, if in the sole discretion of WRH+Co or the Underwriters, such partial allocation of shares is necessary to facilitate a reasonable public distribution of the securities available in the Offering.

6. Transactions and Settlement. The purchase and sale of securities through the OpenIPO System are settled on "settlement date", which generally shall be the third business day after an OpenIPO Bid is accepted by WRH+Co or the Underwriters. If funds for settlement are not available in the Account and your OpenIPO Bid is accepted, your payment via wire or personal check or money order must immediately be submitted to Lombard. The payment must be sent and made payable to Lombard's clearing firm, BHC Securities, Inc. ("BHC"). If payment is not received, at Lombard's discretion, your Account may be liquidated without prior notice. In the event your Account is liquidated, you will be liable for resulting losses and all associated costs incurred by Lombard, WRH+Co or the Underwriters.

7. Restrictions. For their protection, Lombard, WRH+Co or the Underwriters may at any time, at their discretion and without prior notice to you, place restrictions on your ability to participate in the OpenIPO System.

8. Agency. You understand that with respect to Offerings through the OpenIPO System, BHC is acting as principal. BHC will purchase the shares from the issuer and sell them to you through Lombard.

9. Electronic Products and Services. You agree that you shall utilize only in accordance with this Agreement, and your Account Agreement, all products and services currently offered or offered in the future by Lombard or WRH+Co which, through the use of electronic or interactive data communications, allow you (I) to communicate with Lombard, WRH+Co, the Underwriters or any authorized service provider with respect to the OpenIPO System, (ii) to obtain information with respect to an Offering through the OpenIPO System, (iii) to buy securities in any Offering conducted within the OpenIPO System through Lombard. These products and services are referred to herein as "EPS."

You hereby agree that you shall be the only authorized user of any EPS under this Agreement and that you shall be solely responsible for the telecommunications costs (including internet access fees) incurred directly by you in accessing any EPS. You shall be solely responsible for the confidentiality of any user name, password or other alpha-numeric code or other device required to participate in the OpenIPO System or otherwise access any EPS ("Passwords"). You understand that you shall be solely responsible for all OpenIPO Bids submitted on behalf of your account using such Passwords.

If you become aware of any unauthorized use of your Account with respect to transactions through the OpenIPO System, you shall immediately notify Lombard in writing or vial E-mail. Upon receipt of such notice, Lombard shall take reasonable steps to stop any activity in your Account, but neither Lombard, WRH+Co, the Underwriters, nor any of their respective managers, directors, officers, employees, agents, affiliates, representatives or subsidiaries can or will have any responsibility or liability to you or any other person whose claim may arise through you for any claims with respect to the handling or mishandling of any transaction in the OpenIPO System resulting from the unauthorized use of your Account.

Lombard or WRH+Co may modify or discontinue any EPS without prior notice.

Neither Lombard, WRH+Co, FIS, BHC, the Underwriters, nor their respective affiliates, managers, directors, officers, employees, agents, representatives or subsidiaries shall be liable for any damages, whether direct or indirect (including without limitation, incidental, special or consequential damages) that result from inconvenience, delay or loss of the use of any EPS notwithstanding the fact that Lombard or WRH+Co has been advised of the possibility of any such damages. Lombard and WRH+Co do not make any warranty or other assurances as to the operation or functionality of their web sites, access to which may be interrupted, restricted or delayed from time to time for a variety of reasons which may be beyond their control.

10. Eligibility. You hereby acknowledge that Lombard or WRH+Co may notify you through electronic mail or otherwise of opportunities to participate in Offerings through the OpenIPO System. You understand that offerings are considered to be high risk investments. You agree that such notices from Lombard or WRH+Co of opportunities to participate in Offerings through the OpenIPO System are not intended to be, and shall not be considered to be, recommendations by either Lombard or WRH+Co that Offerings in general, or any Offering in particular, is or may be a suitable investment for you. On the contrary, you acknowledge and agree that investing in Offerings is speculative and highly risky and therefore only appropriate for investors who desire to take and can bear such risks. You further represent and warrant that you have disclosed to Lombard in your Account Agreement, or otherwise, whether you are an employee of any securities exchange, or of any corporation in which any securities exchange owns a majority of the capital stock, or a member of any exchange, or a member firm or any securities exchange or NASD Regulation, Inc., or a bank, trust company, insurance company, investment adviser or of any corporation, firm, or individual engaged in the business of dealing, either directly or as a broker or principal, in securities of if you are a member of the immediate family of any such person. You hereby agree to notify Lombard in writing if you or a member of your immediate family become or becomes so affiliated and to furnish Lombard such information as it may request to verify such representation. You represent, warrant and agree that any OpenIPO Bids you submit will be suitable investments for you based upon your investment objectives, your other securities holdings and your financial situation and needs. You hereby certify, nevertheless that you have furnished Lombard with personal information about your investment objectives, your financial situation (including, but not necessarily limited to, your current income, net worth, liquid net worth and tax bracket), your other securities holdings and your needs, and that such information is now current and accurate, and will be accurate and current, as of the date of each OpenIPO Bid. You further agree to furnish Lombard with notice of any changes thereto. If applicable, you represent, warrant and agree that you will not open an Account with Lombard or submit an OpenIPO Bid for which you have not obtained approval from your firm or employer prior to opening such Account and submitting such OpenIPO Bid. You agree, nevertheless, that Lombard may reject your bid in its entirety or reduce the amount of shares for which you bid in its discretion based on the information you furnished to Lombard.

11. Severability. If any provision of this Agreement is held to be invalid, void or unenforceable by reason of any law, rule, administrative order or judicial decision, that determination shall not affect the validity of the remaining provisions of this Agreement.

12. Waiver and Amendment. Except as specifically permitted by this Agreement, no provision of this Agreement can be, no be deemed to be, waived, altered, modified or amended unless agreed to by an authorized officer of Lombard. This Agreement or any provision hereof may be waived, altered, modified or amended by Lombard at any time effective on notice to you of such waiver, alteration, modification or amendment.

13. Successors. You hereby agree that this Agreement and all the terms hereof shall be binding upon your heirs, executors, administrators, personal representatives and assigns. This Agreement shall inure to the benefit of Lombard, WRH+Co, the Underwriters and their respective successors, assigns and agents.

14. Captions. The caption of each provision hereof is for convenience only and shall not be deemed to modify or qualify any of the rights or obligations set forth or be used to construe or interpret any of the provisions hereunder.

15. Arbitration. This Agreement contains a predispute arbitration clause below. You acknowledge receipt of a copy of this Agreement by your signature(s) below.

A. The following general provisions apply to all arbitrations pursuant to the arbitration provisions of this Agreement:

1. ARBITRATION IS FINAL AND BINDING ON THE PARTIES.
2. THE PARTIES ARE WAIVING THEIR RIGHT TO SEEK REMEDIES IN COURT INCLUDING THE RIGHT TO JURY TRIAL.
3. PRE-ARBITRATION DISCOVERY IS GENERALLY MORE LIMITED THAN, AND DIFFERENT FROM, COURT PROCEEDINGS.
4. THE ARBITRATORS' AWARD IS NOT REQUIRED TO INCLUDE FACTUAL FINDINGS OR LEGAL REASONING AND ANY PARTY'S RIGHT TO APPEAL OR TO SEEK MODIFICATION OR RULINGS BY THE ARBITRATORS IS STRICTLY LIMITED.
5. THE PANEL OF ARBITRATORS WILL TYPICALLY INCLUDE A MINORITY OF ARBITRATORS WHO WERE OR ARE AFFILIATED WITH THE SECURITIES INDUSTRY.

B. You agree that the following conditions apply to any and all controversies arising between you, Lombard, WRH+Co, FIS , BHC and/or the Underwriters, and/or any of their respective managers, directors, officers, controlling persons, agents, employees, or representatives with respect to any Offering and to any Account in which you have an interest:

All controversies which may arise between you and/or your agents, employees or representatives, and Lombard, WRH+Co, FIS and/or BHC, as introducing or clearing broker/dealer, and/or Lombard's, WRH+Co's, FIS's or BHC's respective managers, directors, officers, controlling persons, employees, representatives or agents, concerning any transaction or the construction, performance or breach of this Agreement or any other agreement, including but not necessarily limited to your Account Agreement, between you and Lombard, WRH+Co, FIS and or BHC, or relating to any OpenIPO Bid or any Offering, whether such transaction or agreement was entered into prior, on, or subsequent to the date hereof, shall be determined by arbitration held pursuant to the then current Code of Arbitration Procedure of NASD Regulation, Inc. Arbitration must be commenced by service upon the other party or parties of a written demand for arbitration or a written notice of intention to arbitrate. This agreement to arbitrate shall be specifically enforceable under prevailing law and procedures, the award rendered by the arbitrators shall be final, and judgment may be entered upon it in any court having jurisdiction over the parties. Counsel can advise you on how this provision may affect you.

C. This agreement to arbitrate constitutes a waiver of the right to seek a judicial forum unless such a waiver would be void under the federal securities laws.

D. No person shall bring a putative or certified class action to arbitration, nor seek to enforce any pre-dispute arbitration agreement against any person who has initiated in court a putative class action; or who is a member of the putative class who has opted out of the class with respect to any claims encompassed by the class action until: (I) the class certification is denied; (ii) the class is decertified; or (iii) the customer is excluded from the class by the court.

E. Such forbearance to enforce an agreement to arbitrate shall not constitute a waiver of any rights under this Agreement except to the extent stated herein.

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(J/T Signature, if applicable) (Date)