Exhibit 10.18
February 20, 2004
Sunset Financial Resources
0000 Xxxxxx Xxxx, Xxxxx 0-X
Xxxxxxxxxxxx, Xxxxxxx 00000
Ladies and Gentlemen:
Bridge Capital (USVI), LLC ("Bridge") is pleased to issue this offer to sell to
Sunset Financial Resources ("Purchaser") the loans or undivided participation
interests ("Loans") listed on Exhibit A attached hereto subject to the following
terms and conditions:
PURCHASE PRICE: The purchase price for each Loan shall be equal
to the outstanding principal balance of the
Loan on the date of closing. In the case of
participation interests, the outstanding
principal balance shall be pro rated in
accordance with Xxxxxx's participation interest.
RECOURSE: The Loans shall be conveyed to Purchaser without
recourse as to the future performance of any
borrower.
EXCEPTIONS FROM Bridge shall retain all servicing rights on all
CONVEYANCE: Loans and all rights to receive all interest and
fees realized on the Loans in excess of 10%
annual interest. All conveyances of
participation interests shall be subject to
existing third party participation agreements.
DUE DILIGENCE Within fifteen (15) days of the date of this
DOCUMENTATION: letter, Bridge shall provide to Purchaser the
following documents:
1. Copy of original note
2. Copy of all collateral documents
including original mortgage or deed of
trust
3. Amortization table
4. Copy of mortgagee's title policy
5. Copy of borrower's certificate of
hazard insurance
6. Payment history (affidavit form)
7. Copies of all underlying notes,
mortgages, deeds of trust, and/or other
liens, along with payoff amounts for
each
8. Copy of original closing statement
9. Photos of real property (if any)
10. Borrowing resolution
11. Legal opinion
12. Copy of participation agreement.
CLOSING: The Closing of the transaction contemplated
herein shall occur on or before March 31, 2004.
This letter is provided solely as an expression of the good faith intent of
Bridge and Purchaser to negotiate the definitive terms of the transaction
contemplated herein and closing is subject to the negotiation and execution of a
binding Purchase Agreement and Participation Agreements for each Loan with such
terms and conditions as shall be satisfactory to Bridge and Purchaser.
BRIDGE CAPITAL (USVI), LLC
By: /s/
-------------------------------------
Title: COO
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AGREED:
SUNSET FINANCIAL RESOURCES
By: /s/ X. Xxxx Xxxxxx
---------------------------------
Title: President and CEO
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EXHIBIT "A"
LOAN/STATE/TYPE AMOUNT INTEREST LTV
---------------------------------------- --------------- --------------- ---------------
Anaheim, Disney Land, CA Hotel(1) $ 11,500,000 10+% 55%
Kona, III Mixed Use Development(1) $ 15,000,000 10+% 55%
Right Star III Cemetery(1) $ 6,600,000 10+% 65%
Pend Oreille, ID Estate & Land(2) $ 8,000,000 10+% 55%
Participation Interest Only(1)
Pending loan(2)