Memorandum of Understanding

THIS MEMORANDUM OF UNDERSTANDING (the "Document") made as of this ________ day of ________________, ________ (the "Execution Date"),

BETWEEN:

Purchasers Name of Full Address

(the "Purchaser")

- AND -

XPANDECO INC.

(the "Seller")

BACKGROUND:

The Seller is the owner of recreational property that is available for sale.
The Purchaser wishes to purchase recreational property from the Seller.

This Document will establish the basic terms to be used in a future real estate contract for sale (the "Contract") between the Seller and the Purchaser. The terms contained in this Document are not comprehensive and it is expected that additional terms may be added, and existing terms may be changed or deleted. The basic terms are as follows:

Non-Binding
This Document does not create a binding agreement between the Purchaser and the Seller and will not be enforceable. Only the Contract, duly executed by the Purchaser and the Seller, will be enforceable. The terms and conditions of the Contract will supersede any terms and conditions contained in this Document. The Purchaser and the Seller are not prevented from entering into negotiations with third parties with regard to the subject matter of this Document.
Transaction Description
The property (the "Property") that is the subject of this Document is located at:
* New South Whales, Australia .
Purchase Price
The total purchase price for the Property is $100,000.00 USD Dollars
The Purchaser will pay to the Seller the deposit amount of $20,000.00 USD Dollars (the "Deposit") on or before the 1st day of August, 2023 (the "Deposit Date").
The Purchaser will pay to the Seller the balance amount of $80,000.00 USD Dollars on or before the 11th day of December, 2023 (the "Closing Date") as payment in full for the Property.
The Purchaser will start a Joint Venture Business of the Property on the 5th day of February, 2024.
Real Property Disclosure
The Seller does not know of any material facts that would affect the value of the Property, except those observable by the Purchaser or known to the Seller and stated in this Document.
Representations
The Seller represents and warrants that the Property is free and clear of any liens, charges, encumbrances or rights of third parties which will not be satisfied out of the sales proceeds. If the representations of the Seller are untrue upon the Closing Date, the Purchaser may terminate any future agreement without penalty.
Terms and Conditions
The Contract will be subject to the Purchaser being approved for all financing by the Closing Date. Either the Seller or the Purchaser may cancel the Contract if the Purchaser cannot obtain adequate financing by the Closing Date despite due diligence and good faith on the part of the Purchaser.
The Purchaser will accept the Property in its current state and condition without any further work, repairs, treatments or improvements.

This Document accurately reflects the understanding between the Seller and the Purchaser, signed on this ________ day of ________________, ________.

___________________________
Purchasers Name (Purchaser)

Per: _H.R. Spadoni III_ (Seal)
XPANDECO INC. (Seller)