VIA E-MAIL

[DATE]

[COMPANY]

c/o [INDIVIDUAL]

[ADDRESS]

[ADDRESS]

Ladies and Gentlemen:

[COMPANY] (“[COMPANY]”) is contemplating an investment in [COMPANY] (the “Company”), subject to and in accordance with the terms and conditions outlined in the attached term sheet. We are excited about the prospect of investing in the Company and are prepared to commence our confirmatory work immediately. We have access to the people, resources and capital that can make a substantial positive impact on the Company. By executing and returning to us an acknowledgment copy hereof, you agree to abide by the confidentiality and exclusivity provisions of the attached term sheet.

About [COUNTERPARTY]:

[COMPANY] and its predecessors have been successfully investing on behalf of high net worth families since [YEAR]. [COMPANY] is a generalist investment firm with particular experience in developing and growing companies. [COMPANY] has invested in companies as diverse as [PORTFOLIO CO] (weight management), [PORTFOLIO CO] (catalog and internet retail), [PORTFOLIO CO] (nutritional supplements) and [PORTFOLIO CO] (industrial elastomer compounding). [COMPANY] has especially deep experience in the commodity and natural resource sectors, and is actively targeting investment opportunities in the energy sector at this time. Currently, [COMPANY] controls [PORTFOLIO CO], a developer of ethanol plants in [STATE], and [PORTFOLIO CO], one of the fastest growing gas and power marketing companies in the country. Additionally, as we predominantly represent family capital, we are long-term investors and understand the necessity of patience and discipline in building and growing businesses.

Please feel free to call [INDIVIDUAL] or [INDIVIDUAL] at [PHONE] and [PHONE], respectively, with any questions regarding the attached term sheet.

Outline of Terms for

[COMPANY]

Very truly yours,