Memorandum of Understanding (MOU)
Exhibit 99.1
Memorandum of Understanding (MOU)
This memorandum of understanding is between Victory Renewable Fuels, LLC (Owner) of Lester Iowa, USA and the investment groups of Clean Energy Investment I and Clean & Green Energy Investment of Madrid, Spain (Investors). The Investors are represented XXXX, X.X. a Spanish corporation serving as technical advisors, and they have Xxxxxx Xxxxxxx as financial advisor.
This MOU is entered on the 21th day of May, 2007.
It is agreed between the parties that:
| * | 1) | Owner intends to sell, for $1.000 per unit, at least 60% equity in the 30 million gpy Biodiesel production
facility to be located in Lyon county, Iowa to the Investors for approximately US $20,000,000. |
| 2) | The Owner will not sell the equity referred to in #1 above to others until XXXX X.X. assesses the
viability of the opportunity to invest in the Lyon county Biodiesel facility. |
| 3) | XXXX X.X., on behalf of Investors, has 60 calendar days from the signing of this MOU in which to complete
its Due Diligence of the project for the Investors, after which time Owner has no obligation to reserve its
membership units for Investors and may sell its membership units to other investors. Owner to provide all
information requested for performing the Due Diligence within five calendar days of the request. For the benefit of the Owner, within 30 days from the start of the Due Diligence, XXXX X.X. will advise Owner in writing of the current results of the Due Diligence and whether the intent is to continue or discontinue the Due Diligence. At the completion of the Due Diligence, if the findings are favorable and accepted by the Investors, Investors and Owner, will set up legal contracts and agreements for the acquisition of a portion of the equity in the project. |
| 4) | Any professional fees incurred by Investors or by XXXX X.X., including any fees payable to Xxxxxx
Xxxxxxx, in connection with any Due Diligence or other professional services rendered on behalf of Investors
shall be paid by Investors and not by Owner. Any professional fees incurred by Owner in connection with said
Due Diligence or other professional services rendered on behalf of Owner, shall be paid by Owner and not by
Investors. |
| OWNER | INVESTORS | |||
| Victory Renewable Fuels, LLC |
Clean Energy Investment | |||
| Clean & Green Energy Investment | ||||
By: /s/ Xxxxx X. Xxxxxxx |
By: /s/ Xxxxxx Xxxxxxx/Xxxxx Xxxx del Portal | |||
Name: Xxxxx X. Xxxxxxx |
Name: Xxxxxx Xxxxxxx/Xxxxx Xxxx del Portal | |||
Title: Pres. |
Title: | |||
| *ONE THOUSAND US DOLLARS PER UNIT | – | R.K. /s/ Xxxxx Xxxxxxxx Victory Renewable Fuels * /s/ Xxxx X. Xxxxx 23 May ‘07 Xxxx X. Xxxxx AEC Engineering/XXXX |
