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Lipman & Wolf Fee Agreement 05262012!11

By Brenda Porter,2014-07-09 14:56
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Lipman & Wolf Fee Agreement 05262012!11

[date]

    To:________________________

    I understand that you have decided to invest in a Hawaiian Coffee Farm to be managed by Golden Pacific Farms LLC and apply for US permanent residency based upon this investment. This letter describes the Employment Based 5th preference (“EB-5”) visa requirements, process and costs.

    The EB-5 process is composed of three steps: (1) the Immigrant Visa Petition, (2) the Application for Permanent Residence, and (3) Renewal of Conditional Residence

     Step 1: Immigrant Visa Petition (Form I-526)

    The investor’s Immigrant Visa Petition (Form I-526) is filed with the Citizenship and Immigration Service (“CIS”) office inside the United States. The petition must establish that the proposed investment meets the EB-5 requirements, as follows.

     InvestmentAmount

    The standard minimum investment amount is $1 million. If the investment will be made in a “Rural Area” the minimum investment amount is $500,000. Your Hawaiian Coffee Farm will be located in a Rural Area so the minimum investment amount will be $500,000.

    Your investment capital must be in the form of cash. Your cash may be borrowed from another source, provided that the investor (not the EB-5 company) is personally and primarily responsible for repaying the debt and that the assets of the EB-5 company are not used to secure the debt. The investor will need to document the legal source of the investment funds.

     Job Creation

    The standard requirement is that 10 new full time jobs must be created for US workers as a result of the business. If the investment is located within a RegionalCenterit is NOT necessary to show that the 10 new jobs are created directly in the new company. It is sufficient to show that the 10 new jobs are created indirectly as certified by the RegionalCenter, through approved economic methodology.

    The average processing time for Step 1: Immigrant Visa Petition (Form I-526) is 4-6 months; some cases are processed by the government faster and some cases are slower.

Step 2: Consular Processing (Form DS-230)

    Step 2 is completed at the US Consulate in Guangzhou. The investor and family members will go to an interview at the US Consulate in Guangzhou at the end of Step 2.

Lipman & Wolf LLP Fee Agreement

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    Eligible family members are limited to the spouse and unmarried children under 21 years of age. The investor and family members do not receive US work permit or travel permits while waiting for completion of Consular Processing. Applicants for Consular Processing may work in the US and travel internationally only to the extent permitted by any temporary visas they may hold. After obtaining an immigrant visa at an American consulate and being admitted at a US port of entry, the investor and family dependents will be granted conditional permanent residence. If you plan to stay outside the US for longer than 6 months out of each year, you will need to obtain a Reentry Permit, after entering the US. The average processing time for Step 2: Consular Processing (Form DS-230)is 4-6 months; some cases are processed by the government faster and some cases are slower.

Step 3: Renewal of Conditional Residence

    The investor’s permanent residence is granted “conditionally.” This means the investor and family dependents will need to file an application (Form I-829) with the CIS two years after approval of permanent residence. The I-829 package must include documents showing that the investor spent at least $500,000 on the project according to the plan submitted to the USCIS in Step 1, and that at least 10 jobs were created as a result of the investment.The average processing time for Step 3: Renewal of Conditional Residence is 6 months; some cases are processed by the government faster and some cases are slower. The investor and family dependents will be eligible to apply for UScitizenship five years from the initial approval of conditional permanent residence. Our Role

    Lipman & Wolf LLP will hold overall responsibility for developing, managing and completingyour immigration plan. This includes providing office and telephone consultations with you and related parties, providing updates on changes in the process, preparing and filing all necessary applications and documents, performing a status inquiry after filing, and providing copies of all papers filed. This also includes setting up a new Hawaii LLC as your investment company. Substantial documentation and information must be prepared for Step 1, 2 and 3. We send a document list and questionnaire when the case is begun.

    Lipman & Wolf LLP cannot provide any investment advice concerning the viability of any proposed investment.By signing below you and your LLCagree to indemnify and hold harmless Lipman & Wolf LLP and itspartners, attorneys, employees, and affiliates for any loss or damage incurred by them on behalf of you and your LLC, or in furtherance of yourHawaiian Coffee Farm business, or arising out of, or in connection with the Management Agreement, Tenancy in Common Agreement, Private Placement

    Memorandum, Subscription Agreement, LLC Operating Agreement, Escrow Agreement, or related documents.

    Lipman & Wolf LLP is a separate legal entity from Golden Pacific Ventures Inc. and Golden Pacific Farms LLC. By signing below, you and your LLC agree to release from Investor Initials: _____

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    liability Lipman & Wolf LLP and its partners, attorneys, employees, and affiliates, for any act or omission performed or omitted by them, in the absence of gross negligence or willful misconduct. With respect to any and all released claims, you and your LLC expressly waive the provisions, rights and benefits of California Civil Code ?1542, which provides:

    A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE

    CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER

    FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY

    HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER

    SETTLEMENT WITH THE DEBTOR.

    By signing below, you and your LLC expressly waive any and all provisions, rights and benefits conferred by any law of any jurisdiction or any state or territory of the United States or any foreign jurisdiction, or principle of common law, which is similar, comparable or equivalent to California Civil Code ?1542.

    By signing below, you acknowledge that you have been advised to seek and obtain, the advice of your own legal and other counsel in connection with (i) the review of the subscription agreement, and all other offering documents, (ii) immigration law, and (iii) the investment in the units. You have either obtained this independent advice or have decided to proceed without it.

Our Fees and Immigration Costs

    Our fees for Step 1 and Step 2 will be $15,000. Our fee for Step 3 will be $2500. We understand that the Step 3 Fee will be paid by Golden Pacific Farms, LLC from revenues of your coffee farm, or if there are insufficient revenues from revenues of your coffee farm, Golden Pacific Farms, LLC will pay this fee from its own account. In addition, you will need to pay US government filing fees which are currently these amounts:

    Step 1: Immigrant Visa Petition (Form I-526):

    $1500 per family group. See http://www.uscis.gov/forms

    Step 2: Consular Processing at the US Consulate in Guangzhou (Form DS-230):

    $405 per person. Seehttp://travel.state.gov/visa/temp/types/types_1263.html

    Step 3: Renewal of Conditional Residence (Form I-829):

    $3750 per family group if applying together, plus $85 per person.See

    http://www.uscis.gov/forms

    In addition to these costs you may need to pay for other related costs directly such as investment advisory services, translations, medical examination, certified copies, communication costs, etc.

    Investor Initials: _____

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    If you agree to these terms, please sign below. Lipman & Wolf LLPInvestor

    _____________________________________________________SignatureDateSignatureDate

    Investor Initials: _____

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