◆ Deal Review ◆

Milano / Lambda Capital

Open Contract Concerns & Pre-Signature Questions
Confidential — For Decision-Makers Prepared by Luckie Goggins, L7S Counterparty Lambda Capital Status Pre-Signature
We want to close this and move forward together — the intent here is to finalize the agreement, not to slow it down. To sign cleanly and protect both sides, three items in the current terms need to be confirmed in writing before signature. Each is straightforward to resolve, and resolving them now prevents friction later. Below is the concern, why it matters to both parties, and the exact questions we need answered to proceed to signature.
I

Open Concerns

Three items, stated plainly — what each is, and why clarity serves both sides.
1
Pricing — Unexplained Add-On

The 4% "travel adjustment" appears as an add-on cost without a stated basis.

Why it matters to both sides

An additional 4% charge labeled "travel adjustment" enters the total cost without a defined scope, calculation method, or cap. Left unexplained, it reads as a change to the agreed price after the fact — which undermines trust on our side and exposes both parties to a dispute later. A clear, written basis for the 4% protects the counterparty just as much as it protects us: it makes the number defensible and removes any later argument that it was unexpected.

2
Pricing — Opaque Math

The 12% discount structure is not broken down clearly.

Why it matters to both sides

A 12% discount is in play, but the components — what it applies to, the conditions attached, and what would trigger or void it — are not itemized. Without that breakdown, neither side can verify the final figure the same way, which makes the total impossible to reconcile cleanly at close. A line-item view of the 12% means both parties book the identical number and there is no ambiguity about what was agreed.

3
Process — Communication Routing

Material terms are being negotiated through an intermediary ("Rick") rather than the decision-makers.

Why it matters to both sides

Key terms are currently flowing through Rick as an intermediary instead of the people authorized to sign. Routing material points through a relay slows decisions, introduces the risk that positions get garbled in translation, and leaves both sides unsure whether what's agreed will hold. Moving the material terms into direct conversation with the named decision-makers is the single fastest way to close — it removes the back-and-forth, confirms authority, and gives both parties certainty that the people in the room can commit.

II

Questions That Must Be Answered Before Signature

Specific, written answers to the questions below clear the path to signing.
On the 4% travel adjustment
  1. What specifically does the 4% travel adjustment cover, how is it calculated, and is it capped or open-ended?
  2. Is the 4% a one-time charge or can it recur, and under what circumstances would it apply or not apply?
On the 12% discount structure
  1. Provide the line-item breakdown of the 12% discount — the base it applies to, the conditions attached, and what triggers or voids it.
  2. Is the 12% fixed for the term of the agreement, and is it reflected in the final contract figure or applied separately?
On negotiation routing & authority
  1. Who are the named decision-makers authorized to sign on behalf of Lambda Capital, and can we move all material terms to direct conversation with them?
  2. What is Rick's defined role and authority going forward, so we know which communications are binding and which are not?
On payment
  1. If backup payment options via USDT (ERC-20) wallets are part of the arrangement, please confirm the wallet ownership, the verification steps, and the exact conditions under which that rail would be used.

Path to Signature

None of these items is a dealbreaker — each is a clarity gap that a written answer closes. Once the three concerns above are resolved in writing, with the questions answered directly by the authorized decision-makers, we are ready to proceed to signature without further delay. We're aligned on the outcome; this last step simply makes sure both sides are signing the same deal.

Step 1
Decision-makers provide the written answers above.
Step 2
Confirmed terms folded into a clean, final contract.
Step 3
Direct review with the signers — then sign.