This Letter of Intent (the “LOI”) is dated [Date] and sets out the preliminary terms between [Party A] and [Party B].
1. Proposed Transaction
The Parties intend to [Describe Transaction]. The anticipated closing date is [Target Date], subject to due diligence and definitive agreements.
2. Key Terms
- Purchase price: [Price]
- Structure: [Asset/Stock/Subscription]
- Timeline: [Timeline]
- Exclusivity: [Exclusivity Terms]
3. Due Diligence
Each Party will provide reasonable access to information and personnel needed for due diligence.
4. Confidentiality
The Parties will keep this LOI and related discussions confidential, subject to any existing NDA.
5. Non-Binding Nature
Except for [Binding Sections], this LOI is non-binding and subject to a definitive agreement executed by both Parties.
6. Governing Law
This LOI is governed by the laws of [Governing Law Jurisdiction].
7. Severability
If any provision of this LOI is held to be invalid, illegal, or unenforceable, the remaining provisions will continue in full force and effect.
8. Entire Agreement
This LOI constitutes the entire understanding between the Parties regarding the proposed transaction and supersedes all prior negotiations, understandings, and agreements.
9. Amendment
This LOI may only be amended or modified by a written document signed by both Parties.
10. Waiver
No waiver of any provision of this LOI will be deemed or will constitute a waiver of any other provision, nor will any waiver constitute a continuing waiver unless otherwise expressly stated.
Party A:
Name: [Name]
Title: [Title]
Date: [Date]
Party B:
Name: [Name]
Title: [Title]
Date: [Date]
Disclaimer
This template is provided for informational purposes only and does not constitute legal advice. Contraxly is not a law firm and does not provide legal services. You should consult a qualified attorney to obtain advice tailored to your situation. Use of this template is at your own risk, and no liability is accepted for its use.
