Diversified Lending Group, Inc.
Diversified
Lending Group, Inc.
xxx.xxxxxxxxxxxxxxxxxxxxxxx.xxx
December
16, 2005
Xx.
Xxxxxx Xxxxxxxxx
c/o
Xxxxxxx Xxxxxxx
0000
Xxxxxx Xxx
Long
Beach, CA 90814
Re: Motion
Picture Hall of Fame
Dear
Xxxxxx,
This
memorandum is not intended to create any obligation whatsoever on either party,
but is intended only to form the basis of future conversations between the
parties which might or might not lead to a future agreement.
This
memorandum is merely an outline of the manner in which the parties will proceed
in their investigation of whether or not a possible future arrangement between
them is possible. This memorandum will not impose any duties or obligations
on
either party. This memorandum will not even impose any duty on the parties
to
proceed in good faith or to negotiate in good faith. Neither party will be
bound
to anything unless and until both parties enter into a binding written agreement
that explicitly states that it is a binding agreement. If there is any language
in this memorandum that implies or leads one to believe that this letter is
a
binding one, such language is superseded by this paragraph.
Following
is a list of deal points for discussion:
|
BORROWER:
|
||
|
GUARANTOR:
|
Xxxxxx
Xxxxxxxxx
|
|
|
PURPOSE:
|
To
Develop and Produce the Motion Picture Hall of Fame themed Amusement
attraction @ Planet Hollywood Casino
|
|
|
LOAN
AMOUNT:
|
$9,000,000
|
|
|
LOAN
TERM:
|
Five
(5) years from the date of the loan documents (the maturity date)
with
equity conversion as described below.
|
|
|
LOAN
FEES:
|
Five
percent (5%) of the loan amount
|
|
|
PAYMENT
TERMS:
|
Interest
Only
|
|
|
INTEREST
RATE:
|
Approximately
12%
|
|
|
INTEREST
RESERVE:
|
Twelve
(12) Months
|
|
|
COLLATERAL:
|
First
lien on the property and all associated assets
|
|
|
PREPAYMENT
PENALTY:
|
None
|
|
|
PARTICIPATION:
|
There
will be a 50/50 split in the profits of the Motion Picture Hall of
Fame.
|
00000 Xxxxxxx Xxxxxxxxx ▪ Suite 340 ▪ Xxxxxxx Oaks, California
91403 ▪ Ph: 000-000-0000 ▪ Fax 000-000-0000
Exhibit
10.1
Once
DLG
has completed its due diligence and has decided to move forward, DLG, through
its legal counsel, will draw up an agreement detailing the terms of the
transaction.
Very
truly yours,
/s/
Xxxxx Xxxxxxxx
Xxxxx
Xxxxxxxx
Diversified
Lending Group, Inc.
| /s/ Xxxxxx Xxxxxxxxx | 12-16-05 | ||
|
Xxxxxx Xxxxxxxxx, President |
Date |
Exhibit
10.1
