Letter of Intent
A letter that sets out the main terms of a proposed deal, such as buying a business, before the final contract is written. The Other party signs first, then your company countersigns.
Written for general use, not for one country.
The PDF is free to download. Centilio Sign is free to start.
What it covers
The template has 10 parts.
- The proposed deal (not binding)
- Main terms (not binding)
- Due diligence (not binding)
- Final agreement (not binding)
- Exclusivity (binding)
- Confidentiality (binding)
- Costs (binding)
- Freedom to stop negotiating (binding)
- Governing law (binding)
- Expiry and signing
What you will be asked
Have these details ready. The template needs them before anyone signs.
- What deal do you intend to make?
- What is the proposed price?
- How will the deal be structured?
- When do you aim to close the deal?
- How many days of exclusivity do you want, or zero for none?
- By what date must the other party sign this letter?
Who signs
Everyone the template names, and what each one does.
- Other partySigns
- CompanySignsSends it
Where it fits
For a proposed deal where most terms are not yet binding. Use the memorandum of understanding for a cooperation with no deal price, and a full agreement once the terms are final.
Before you rely on it
Original Centilio wording, not legal advice. Some courts treat a detailed letter as a binding contract, so check that the split between the binding and non binding sections works under the governing law. Have a lawyer confirm the exclusivity terms and any competition, securities or employee consultation rules for the deal before you approve it.
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