[LIKE THIS] are placeholders to complete or delete. Forming a pooled debt fund or
selling LLC interests can trigger securities law — get securities counsel.
Each opens as plain text — open it, then "Save As" to download, or copy it into a doc for your attorney. Start with 00 · Read First.
Term Sheet / Deal Summary
Non-binding summary of price, the 33/67 split, balloon, protections, and contingencies.
Letter of Intent (LOI)
Plain-English opener to the seller/agent describing the structure and full price.
Purchase & Sale Agreement (Cash)
A plain cash contract — keep ALL financing terms off it. Works with any state PSA.
Seller-Financing / Security Agreement
The overlay holding all seller-finance terms: the carry, balloon, payments, security, covenants, 60-day cure.
Seller Disclosure & Acknowledgement
The fairness document — plainly discloses the lien→equity change and recommends independent counsel. Sign first.
LLC Operating Agreement
The capital-contribution LLC: 95/5 members, seller's economic right, 60-day cure → 100%, balloon, covenants.
Capital Contribution & Admission
Converts the carried balance to a contribution and admits the seller as a member (the same-day "second leg").
Debt-Fund Loan Agreement (Senior)
The ~70% DSCR loan to the LLC. (Forming a pooled fund is separate, securities-regulated work.)
Promissory Note
The note for the senior loan (or a seller subordinate note), with optional step-up rate.
Deed of Trust / Mortgage
Secures the note. Highly state-specific — use your state's form via local counsel/title.
Assignment of Purchase Agreement
Assigns to an end buyer who assumes all seller obligations; fee, survival, and vetting reps.
Balloon-Extension Addendum
The 2–3 year extension on defined triggers (vacancy, major repair, market dip) to make the seller whole.
Buyer / Sponsor Protections Rider ★
The arsenal — aggressive buyer-favorable terms (assignment, downside cap, full control, fees, drag-along, arbitration, non-circumvention) that attach to every document, with the seller's fairness floor kept intact. See the plain-English Clause Review.
Closing Checklist
Order of operations: contracts → diligence → entity → two same-day legs → after-closing.
Read First (index + disclaimers)
How all the documents fit together, the order, and the legal/securities warnings.