Date

Letter of Intent for [Land/Asset] Purchase

Subject to the Signing of a Legally Binding Sales and Purchase Agreement (“SPA”)

This is a legally non-binding letter of intent for the purchase of the [Land Plot / Asset owning
the Land Plot located on X St] indicative of the price and other conditions that may apply upon
the closing of a final Sales and Purchase Agreement (“SPA”)

Buyer: [SPV , tax code, registration #, address etc.]

Seller: [Name of Seller or SPV in case of Asset Purchase]

Land Plot: [complete address of the land plot, registration number included -
numar cadastral]

Indicative Price [X EUR/RON+VAT?]. Please note that the final price offer is subject to
Offer: completion of Buyer due diligence [and proof of entitlements / valid
building permit].

Payment: Payment shall be realized in full in 10 business days upon [Signing of

the SPA] / Payment shall be made in 10 business days after the
following events and be split in two parts: 10% upon signing of the
SPA and 90% subject to the Seller obtaining a valid building permit
issued by the relevant authorities for the project submitted by the
Buyer. Should the Seller fail to obtain the valid documentation, all
cash paid by the Buyer will be returned in full.

Due Diligence The target completion of the due diligence process is [30-45 business
Timeline: days], subject to Seller providing full documentation in a timely
manner.

Memorandum of Upon the completion of the due diligence, the parties shall sign a
Understanding Memorandum of Understanding outlining all terms until the final
(“MOU”): close of a SPA.

Deposit: Upon the signing of the MOU, the Buyer will constitute a deposit in
favor of the Seller of [xxxxEUR] within 10 business days that will be
 restituted in full when the first of the following conditions are met: i)
the parties have signed a SPA, ii) the parties have failed to close an
SPA in [3 months]

Exclusivity: Upon the co-Signing of the LOI, the Seller will not present the Land
Plot or negotiate with other potential buyers.

Transaction Cost: [BUYER/SELLER/EACH PARTY will bear its respective legal and
transaction professional fees]

Representation and The Buyer certifies that the Land Plot is not subject to legal disputes,
Warranties: environmental hazards, and any other potential latent defects. The
Seller shall make proof of the full chain of title. Furthermore, the
Seller certifies there are no undisclosed mortgages, or any other
liabilities related to the Land Plot.

Confidentiality: The Parties agree to maintain confidentiality of the herein terms.

This Letter of Intent was issued today, Tuesday, February 22, 2022, in xxxxx.

SPV