LETTER OF INTENT TO INVEST

DREAM TANK COLLECTIVE LLC

LETTER OF INTENT TO INVEST

This Investment Letter of Intent (the “Letter of Intent”) represents the primary terms for an agreement that shall be considered binding. After this Letter of Intent has been made, a formal agreement may be constructed to benefit the parties involved. 

  1. The Investor: _______________________ (the “Investor”)
  2. The Investment: _______________________ (the “Investment”)
  3. Investment Amount: $ ____________________ (the “Investment Amount”) shall be payable on the closing date.
  4. Principal Members: _____________________________ (the “Principal Members”) are the main shareholders or owners of the Investment.
  5. The Transaction: The Investor will enter into an agreement with the Principal Members of $ 1,000,000 for 15 % equity in the Company.
  6. Structure. To facilitate a closing, all parties agree to do their best efforts to formulate a formal agreement or Closing that:
  1. Complies with all federal, State, and local regulatory requirements;
  2. Minimize or eliminate any adverse tax consequences; and
  3. Be as cost-effective as possible.
  1. Access to Information. After executing this Letter of Intent, the Investor and its advisors shall have full access to any and all information about the Investment. The Investor shall maintain a fiduciary duty to keep the information that it obtains confidential and agrees not to share with any third (3rd) party unless the Principal Members give their written consent.
  2. Return of Materials. Any information obtained by the Investor through the Principal Members shall be returned if a formal agreement cannot be reached.
  3. Investment Conditions. It shall be the Investor’s obligation to review all materials provided and, subject to the Investor’s satisfaction, enter into a formal agreement within ______ days after receiving all necessary materials. 

 Besides, the conditions of the Investment include:

  1. The review and approval of all materials in the possession and control of the Principal members;
  2. The Investor and its advisors have had a reasonable opportunity to perform the searches and due diligence to their satisfaction; and 
  3. The Investor can communicate with necessary clients, customers, vendors, tenants, or other third (3rd) party necessary.
  1. Closing Date. The Closing (the “Closing”) is the act of closing the transaction where the Principal Members exchange the Investment for the Investment Amount. The Closing shall occur on _______________________ at _________________________ (enter venue).
  2. Closing Costs. All Parties shall bear their closing expenses.
  3. Confidentiality. All negotiations regarding the Investment between the Investor and Principal Members shall be confidential and not be disclosed to anyone other than respective advisors and internal staff of the parties and necessary third (3rd) parties. No press or other public release will be issued to the general public concerning the proposed Investment without the mutual consent or as required by law. Only upon prior written notice to the other party unless otherwise not allowed.
  4. Formal Agreement. Pending the satisfaction of all materials by the Investor within ______ days, a formal sale and purchase agreement shall be established between all parties.
  5. Good Faith Negotiations. The Investor and the Principal Members agree to act honestly and diligently to enter into “good faith” negotiations in order to execute a formal agreement and/or close the transaction.
  6. Currency. All mentions of currency or the usage of the “$” icon shall be known as referring to the US Dollar.
  7. Governing Law. This Letter of Intent shall be governed under the laws by the State of ___________________.
  8. Counterparts and Electronic Means. This Letter of Intent may be executed in several counterparts, each of which will be deemed to be an original and all of which will together constitute the same instrument. Delivery to us of an executed copy of this Letter of Intent by electronic facsimile transmission or other means of electronic communication capable of producing a printed copy will be deemed to be execution and delivery to us of this Letter of Intent as of the date of successful transmission to us.
  9. Severability. In case any provision or wording in this Letter of Intent shall be held invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not in any way be affected or impaired thereby.
  10. Acceptance: If you are agreeable to the aforementioned terms, please sign and return a duplicate copy of this Letter of Intent by no later than _________________________________.

INVESTOR:

Investor’s Signature ______________________ Date ______________________ 

Print Name ______________________ 

PRINCIPAL MEMBER(S)

Principal Member’s Signature ______________________ Date ______________________ 

Print Name ______________________ 

Principal Member’s Signature ______________________ Date ______________________ 

Print Name ______________________

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