You are the auditor for Best IT Co. You are given the attached executed letter of intent. Even though nothing further has been done following the execution of the letter of intent, it is late December, 2022 and the CEO wants to enter this transaction on the books of the company as though it is a "done deal". You are asked for your sign off on that request. Are you willing to sign off on this request? Why or why not would you sign off on this request? If you would not sign off on this request, what more would you like to see before you would do so?

Letter of Intent

TO: Best IT Co., Inc. East Hartford, CT (BIT)

FROM: Great Ideas Co., Inc., Hartford, CT (GIC)

DATE: October 30, 2022

SUBJECT: To sell and purchase FeaturesWork, Inc. (FW), a subsidiary of BIC.

GIC offers this letter of intent ("Letter"), providing the mutual intent of both institutions to enter into a proposed transaction whereby GIC will purchase FW in order to develop a new social media that is user friendly and protects user's personal data. This letter sets forth the terms and conditions that GIC will use as material terms for the proposed agreement. This letter supersedes in its entirety any and all communications which previously occurred between the parties. The Terms and Conditions are as follows:

1.Sale of FW: GIC will purchase, and BIT will sell FW for $10,000,000. The general purpose and structure of FeaturesWork is set forth as follows: A new social media that will be the most user friendly and also protect the user's personal data

2. Closing: The sale of FW will occur on or before February 28, 2023.

3. Negotiation: Institutions agree to enter into negotiations under the terms and conditions of this Letter. Both Institutions agree not to enter into negotiations or solicit information or negotiations with any third party from receipt of this Letter.

4. Confidentiality: In the case that any confidential information should be exchanged between the Parties, resulting from negotiations under the terms and conditions of this Letter, both Parties shall agree to make any necessary efforts to keep all information confidential.

5. Time: The negotiation period shall be ninety (90) days from the date of this Letter.

6. Public Announcement: Neither Institution shall make any public announcement regarding these negotiations, nor make any public announcement regarding FW without the express consent of both Parties.

7. Other Terms: The other terms shall be as follows:

A. GIC shall complete its due diligence on or before January 15, 2023.

B. The financial condition of FW shall not materially change from the date hereof to the date of closing.

8. Governing Law: All matters arising from this Letter and any subsequent negotiations shall be governed by the laws of Connecticut.

The parties have executed this letter of intent on October 30, 2022

Signed

Great Ideas Co., Inc. Best IT Co., Inc.

By: GIC By: BIT________