Company Letterhead
{{company_name}}
{{company_address}}
Phone: {{phone}} | Email: {{email}}
Website: {{website}}
Date and Address
{{date}}
{{seller_company_name}}
{{seller_company_address}}
Subject
Letter of Intent to Acquire {{target_company_name}}
Introduction
This non-binding Letter of Intent ("LOI") sets forth the preliminary understanding between {{buyer_company_name}} ("Buyer") and {{seller_company_name}} ("Seller") regarding the proposed acquisition of substantially all of the assets/equity of {{target_company_name}} (the "Target Business"). This LOI does not create any legally binding obligations on either party, except for the provisions specifically identified as binding herein.
Proposed Transaction
The Buyer proposes to acquire {{select 'all of the issued and outstanding shares' 'substantially all of the assets'}} of the Target Business. The consideration for the acquisition shall be approximately {{currency}} {{amount}} ({{amount_in_words}}), payable in {{select 'cash' 'shares of Buyer' 'a combination of cash and shares'}} at closing, subject to adjustments for working capital, debt, and other agreed-upon factors. A detailed breakdown of the purchase price will be provided in the definitive acquisition agreement.
Due Diligence
The Seller shall provide the Buyer and its representatives with reasonable access during normal business hours to all financial, legal, operational, and other records and facilities of the Target Business for the purpose of conducting a comprehensive due diligence investigation. This due diligence period shall commence on {{due_diligence_start_date}} and conclude on {{due_diligence_end_date}}.
Exclusivity
In consideration of the time and resources that the Buyer will expend in pursuing this potential transaction, the Seller agrees that, for a period of {{exclusivity_period}} days from the date of this LOI, the Seller will not directly or indirectly solicit, initiate, or engage in discussions or negotiations with any third party concerning the sale of the Target Business or any material portion thereof.
Confidentiality
All information exchanged between the Buyer and Seller in connection with this LOI and the proposed transaction shall be kept strictly confidential and shall not be disclosed to any third party, except as required by law or with the prior written consent of the disclosing party. This provision shall survive the termination of this LOI.
Conditions to Closing
The consummation of the proposed transaction shall be subject to, among other things, the satisfactory completion of the Buyer's due diligence, the negotiation and execution of a definitive acquisition agreement, and obtaining all necessary corporate and regulatory approvals.
Governing Law
This LOI shall be governed by and construed in accordance with the laws of {{country}}, without regard to its conflict of laws principles.
Signatures
Please indicate your agreement with the terms and conditions set forth in this Letter of Intent by signing and returning a copy of this LOI.
Sincerely,
___________________________
{{buyer_signatory_name}}
{{buyer_signatory_title}}
For and on behalf of {{buyer_company_name}}
Agreed and Accepted:
___________________________
{{seller_signatory_name}}
{{seller_signatory_title}}
For and on behalf of {{seller_company_name}}
Date: {{acceptance_date}}
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