LOI

Letter of Intent (Non-Binding)

Non-binding LOI outlining proposed deal terms before negotiating definitive docs.

This template has not been reviewed by a licensed professional. It is starter language only, not legal advice.

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# Letter of Intent

[DATE]

[COUNTERPARTY NAME]
[ADDRESS]

Re: Proposed [TRANSACTION TYPE]

Dear [NAME]:

This Letter of Intent ("LOI") sets forth the proposed terms of a potential transaction between [PARTY A] and [PARTY B]. Except as expressly stated in Section 4, this LOI is non-binding and does not create any legal obligation.

## 1. Proposed Transaction
[Describe the deal: e.g. acquisition, partnership, investment.]

## 2. Headline Terms
  - Purchase price: $[AMOUNT]
  - Structure: [asset / stock / cash / equity mix]
  - Target close date: [DATE]
  - Conditions: [list]

## 3. Diligence
The Parties will exchange diligence materials beginning [DATE]. Diligence will be governed by the existing NDA between the Parties.

## 4. Binding Provisions
The following provisions ARE binding: (a) this Section 4, (b) Confidentiality, and (c) Exclusivity for [N] days from the date of this LOI.

## 5. Governing Law
Governed by the laws of the State of Delaware.

[SIGNATURE BLOCKS]

Disclaimer: Templates are starter language only, not legal advice. Bracketed fields require your input. For high-value or unusual deals, consult a contracts-specialized consultant through the RiskSensai advisor directory.