--000000000000b88b7a063ef14425 Content-Type: text/plain; charset="UTF-8" Content-Transfer-Encoding: quoted-printable So sorry guys as I had the below email typed up and didnt click send! Sorry about that. Tim, Grant and I discussed and here are the few things we would like to see change. Please let us know your thoughts. - If there is going to be some kind of earn out we would like to see it go further than 3 months. We would prefer 37.5k at closing and at 3 months then if corporate is looking for another 24k we would be fine with that being at the 6 month mark after closing and tied to revenue. - Unfortunately its a little bit of bad timing as Grant is headed to barcelona with his family on the 19th and back on the 28th so getting this done by the 1st may be a little tough. Could we set it to close on or before october 15th and then if we get it done earlier we are more than happy to close early? - Lastly, you guys touched on the Kansas license being transferred, but what about Missouri? Per our previous discussions you guys also ended up having to get licensed in Missouri and we are curious what that might take to get transferred. Sincerely, Dane Johnson 913-908-9808 On Mon, Sep 15, 2025 at 6:18=E2=80=AFPM Timothy Thomas wrot= e: > See attached > > ---------- Forwarded message --------- > From: Steve Koyanagi > Date: Mon, Sep 15, 2025 at 6:38=E2=80=AFPM > Subject: Re: LOI Draft > To: Timothy Thomas > CC: Nina Kani , Melissa Reyes > > > Tim, > > Here is the additional info we gathered from the state. Per the state of > Kansas, it looks like we can submit the LOI, change of ownership > application, bill of sale, and Dane can make an online payment then the > Buyer has the right to use our license until their temporary license is > approved. The temporary license should be approved within a week. We can > lay this out in the actual purchase agreement, but we anticipate it would > be a simultaneous signing/closing and then Dane can operate under our > license for a week until his temporary license is approved. > > As far as the final monetary compensation, I proposed in this updated LOI > that he pays $37,500 on signing, $37,500 after 3 months from signing and > then there is the possibility of a $24,000 earn-out. > > Let me know if you want to discuss the updated LOI before connecting with > the Buyer. > > Thanks! > > > On Wed, Sep 10, 2025 at 10:42=E2=80=AFAM Steve Koyanagi > wrote: > >> Tim, >> >> Attached is a revised LOI based on our discussion. This version includes >> the following requested edits: >> >> 1. Instead of guaranteed payments, there are two, 33k, Earn-Out >> Payments based on the performance of the business in the 6 month peri= od >> after the Closing Date. Total potential payout to us is still 99k. >> 2. The non-compete is broader to be within 30 miles of our office >> rather than 15. >> 3. I inserted language that we will operate our website to generate >> organic leads through the Closing Date. >> >> With these edits, I am hop