Archive of Articles: 2010 - 2015

Standard Form Marks Licensing Agreement


THIS AGREEMENT (“Agreement”) is dated April 1, 2015 and is by and between BestPower Technologies, LLC, ——————————— (“Licensor”) and BestPower Technologies- ————————————————- (“Licensee”).


Licensor (BestPower Technologies, LLC) is a limited liability company organized under
the laws of the State of Florida, filed on —————- as Amended by Articles of Amendment filed —————-, assigned the document number ——————–

Licensee (BestPower Technologies- Florida, LLC) is to be formed Florida limited liability company.

Licensor is a provider of advisory and technical energy efficiency solutions including the sale of lighting and water retrofits, power factor correction, key card, solar, wind and geo-thermal products resulting in comprehensive energy and water conservation carbon reduction and clean energy generation (any or all of which shall be referred to herein individually as a “BestPower Product and Service” and collectively as a “BestPower Services”). Read More

Standard Florida Land Purchase and Sale Agreement


THIS AGREEMENT (“Agreement”) is made and entered into as of the Effective Date (as hereinafter defined in paragraph 7 (a)(i)) by and between HOUND LAND COMPANY, a Florida joint venture (the “Seller”), and PLATINUM CORPORATION, a Florida corporation, (the “Purchaser” or “Buyer”). In consideration of the mutual covenants and promises herein set forth, the parties agree as follows:

1. Purchase and Sale. Seller agrees to sell to Purchaser and Purchaser agrees to purchase from Seller that certain parcel of property located in Palm Beach County, Florida, described as Parcel 101(the Realty”) of Hound Properties Plat, according to the Plat thereof, as recorded in Plat Book 83, at Pages 65-67, inclusive, of the Public Records of Palm Beach County, Florida (the “Plat”), containing approximately 1.1155 +/- gross acres, together with Seller’s right, title and interest in the following property and rights in so far as they pertain to the Realty
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Short Form – Investment Proposal



This material is being provided for your private information. Neither ABC Investment Company or its principals, employees or agents (collectively “ABC”) are soliciting any action based upon it. This material is not to be construed as an offer to sell or the solicitation of any offer to buy any security in any jurisdiction where such an offer or solicitation would be illegal. This material is based on information that ABC considers reliable, but ABC makes no representations that it is accurat or complete and it should not be relied upon as such. By accepting this material, the recipient agrees that it will not distribute or provide the material to any other person without the express written approval of ABC. The information containe in this material may be based on assumptions regarding market conditions and other matters as reflected therein. ABC makes no representations regarding the reasonableness of such assumptions or the likelihood that any of such assumptions will coincide with actual market conditions or events, and this material should not be relied upon for such purposes. Information contained in this material is current as of the date appearing on this material only. Information in this material regarding any assets discussed herein supersedes all prior information regarding such assets. Any information in the material, whether regarding the assets backing any securities discussed herein or otherwise, will be superseded by the information containen any final prospectus or private placement memorandum for any securities actually sold. Read More

Short Form Fund Development Consulting Agreement


THIS AGREEMENT is made as of __________________, 2015 between __________________
______, a ________________________ Company (the “Client”) and ————– (the “Consultant”).

In the event of a conflict in the provisions of any attachments hereto and the provisions set forth in this Agreement, the provisions of such attachments shall govern.

A. The Client is contemplating the formation of a fund to purchase distressed debt and equities (the “Project”).

B. The Client would like to engage the Consultant to perform certain services related to the planned project outlined in paragraph A above.
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Letter Confidentiality Agreement for Possible Acquisition

Re: Letter Confidentiality Agreement for Possible Acquisition

Ladies and Gentlemen:

In connection with your evaluation of a possible acquisition of certain assets of ______________ and its subsidiaries (collectively, with its subsidiaries and affiliates, the “Company”) (a “Possible Transaction”), the Company is prepared to make available to you and your Representatives (as hereinafter defined) certain information concerning the business, financial condition, operations, assets and liabilities of the Company. As a condition to such information being furnished to you and your Representatives, you agree that you will, and will cause your Representatives to, treat the Evaluation Material (as hereinafter defined) in accordance with the provisions of this letter agreement and take or abstain from taking certain other actions as set fort herein. The term “Representatives” shall include the members, directors, officers, employees, agents, partners and advisors of a party and those of its subsidiaries and/or divisions (including, without limitation, attorneys, accountants, consultants, bankers, financial advisors and prospective sources of financing for a Possible Transaction). Further, you agree to not disclose any Evaluation Material to any affiliate or portfolio company without the prior written consent of the Company. Notwithstanding any other provision hereof, the Company reserves the right not to make available hereunder any information, the provision of which is determined by it, in its sole discretion, to be inadvisable or inappropriate. Read More

Employment Agreement for Commercial Advisory Services




AGREEMENT made as of the day of November, 2015 between ABC COMMERCIAL ADVISORY, LLC, a New Jersey Limited Company with offices at [address], USA (hereinafter referred to as the “Employer” or “Company”) and Michael Demaio, residing at (hereinafter referred to as the “Employee”).
WHEREAS the Employer is engaged in the business of commercial mortgage brokerage and advisory services.
WHEREAS the Employer desires to employ the Employee and the Employee desires to be employed with the Employer; and
WHEREAS the parties desire to record the arrangements made for such employment;
NOW THEREFORE in consideration of the premises and of the mutual agreements hereinafter set forth, the parties hereto agree as follows...Read More

Development Fee Letter for Specialized Services




This letter Consultation Agreement (“Agreement”) confirms the agreement that [INDIVIDUAL OR COMPANY] hereafter referred to as the “Company” has engaged Civil Special Forums (“CSF”), on the terms and conditions set forth herein, to act as a Consultant in connection with possible business opportunities involving any of the Northeastern United States Corporate Energy Companies, other company, partnership, organization, whatsoever, that CSF introduces to Company. Together Company and CSF shall be referred to in the singular as “Party” and in the plural as the “Parties”.

1. Consultant. The Parties agree and understand that CSF is a consultant only, and is not an agent, broker, attorney at law or in fact, partner or in any manner an entity with any obligation other than what the services are contained herein. There is no guaranty of success.
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Distressed Debt – Policies & Procedures Manual

Section 1

Trident’s Commercial Discount Loan Department (“CDL”) mission is to acquire non-performing commercial mortgage loans with balances in excess of $2 million. The sources for these loans include the Wall Street Commercial Mortgage Backed Securities Servicing Companies, as well as other private sources, such as banks, insurance companies, pension funds and selectively through various brokers. In addition, CDL will work directly with developers who are having difficulty negotiating loan restructures with their lenders in an effort to design “pre-packaged” exit strategies.

Read the full manual here

Course Study Guide


The objective of this course is to provide a substantive guide to analyzing, purchasing, managing and repositioning distressed real estate (for the purposes of simplicity in this material I will utilize the singular term property or project in referring to the distressed real estate). The purchase of performing and no-performing debt is also covered. This study guide is not meant to be a textbook but rather an ancillary tool or outline to be used in conjunction with class lectures. As this is an advanced course, this text will assume the readers knowledge of fundamental real estate and finance terms. Although this study guide speaks to the individual as a Sponsor of the project, its aim is to be educational and useful to government officials, corporate real estate officers, brokers, land planners and other individuals interested in distressed real estate. This course and study guide is not meant to replace the use of professionals in any or all disciplines but to provide the frame work and understanding of issues necessary for the successful completion of the project.
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Analyzing and Buying Distressed Real Estate – Fall 2010

Course Objectives:

This advanced course presents techniques to analyze, purchase, manage and reposition distressed real estate. Marketing and Sales strategies covered extensively. Examine legal and bankruptcy issues, development and management strategies as well as traditional and creative methods of finding investors, structuring acquisitions, and financing deals.

Purchasing distressed debt is addressed in this course. Various commercial property types are covered including apartment building, mixed-use developments, retail and office properties and hospitality deals. The course utilizes case studies and offers numerous lectures from well known real estate developers, work-out professionals, opportunity fund managers and lenders. This course is useful to owners and developers as well as government officials, corporate real estate officers, brokers, land planners and other real estate professionals. Prerequisite: Real Estate Investment and Income Analysis (X62.9351), The Real Estate Development Process (X62.9402) and Analyzing the Real Estate Investment Deal (X62.9110) or equivalent experience. Please note that guest speakers may be changed as circumstances dictate. This is a graded course with credit toward the Certificate Program.Read More