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  STACK METHOD — DRAFT TEMPLATE — NOT LEGAL ADVICE — ATTORNEY REVIEW REQUIRED
  Provided "as is," for education only. No liability accepted. [BRACKETS] = fill in.
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                        LETTER OF INTENT (LOI)
                          (Non-Binding)

[DATE]

To:   [SELLER NAME] / [LISTING AGENT NAME, BROKERAGE]
Re:   Proposed acquisition of [PROPERTY ADDRESS]

Dear [NAME],

Thank you for the opportunity. We are [BUYER ENTITY], an investment company. We
would like to acquire the above Property on the following non-binding terms, which
we are prepared to put into definitive contracts promptly.

• Purchase Price: $[FULL PRICE] — your full asking price, assuming the Property
  appraises at or above that amount.

• How we pay it: You receive approximately $[CASH DOWN] in cash at closing. We
  structure the remainder ($[CARRY]) so you are paid in full at a [60-84]-month
  balloon, when we refinance the Property. We can pre-pay any agreed monthly amounts
  up front so you are not waiting on monthly checks.

• Structure: title is held in a new LLC formed for this Property; you hold a
  protected position in that LLC until you are paid in full, with default
  protections (a 60-day cure and, if uncured, you become the 100% owner of the LLC).

• Why this works for you: full price, a clean and largely passive process, and a
  potentially tax-efficient payout at the balloon (please confirm with your CPA).

• Costs: we cover [agent commission and standard closing costs as agreed].

• Diligence: [__]-day inspection/feasibility period; standard title and appraisal.

This letter is a non-binding expression of interest, not a contract. We encourage
you to have your own attorney and CPA review any definitive documents. We would be
glad to walk you and your advisors through the structure in detail.

We can move quickly. Please let us know if the green light is there and we will send
the purchase agreement and supporting documents.

Sincerely,
[NAME], [TITLE]
[BUYER ENTITY] · [PHONE] · [EMAIL]