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Exhibit 10.5


We are pleased to confirm that we have established a lockbox on your behalf whereby your customers are to send their remittances to you in care of Post Office Box # 768 and we are to process all mail received at said post office box number in accordance with the following terms and conditions.

1. Authorization : You will authorize the postmaster to permit us access to post office
box number 768 for receipt of lockbox remittances.

2. Notification : You will notify your clients to send their remittances to:


[Address is deleted in this version]

3. Mail Collections : Our employees will collect mail from this post office box in    accordance with the Banks regular collection schedule.
4.   Endorsements : We will endorse all checks received in the mail removed from the post
office box for deposit in this Bank.

Disputed Payments - Checks received with a letter containing a dispute
will be deposited to your account and the correspondence will be
forwarded to your attention.

Post Dated Checks - Post dated checks will be accepted and deposited
to the lockbox account subject to final collection.

All regular items shall be endorsed as follows:

Credited to Account of
Within Named Payee.
Absence of Endorsement Guaranteed
Sterling National Bank

You shall be liable to the Bank as a ge

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