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Business Purchase Letter of Intent
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BUSINESS PURCHASE LETTER OF INTENT TEMPLATE
This Business Purchase Letter of Intent (the “Letter”) is entered into as of [Date], by and between:
Buyer:
[Full Name / Company Name]
[Address]
[Email]
[Phone]
Seller:
[Full Name / Company Name]
[Address]
[Email]
[Phone]
Together referred to as the “Parties.”
1. Purpose
The purpose of this Letter is to set forth the preliminary intentions of the Buyer to acquire substantially all of the business assets (or stock/shares) of the Seller, subject to the negotiation and execution of a definitive purchase agreement.
2. Business Description
The Seller owns and operates [Business Name], located at [Address], engaged in [Description of Business Activities].
3. Proposed Terms
Purchase Price: $[Amount], subject to adjustments.
Payment Method: [Cash, Financing, Installments, or Combination].
Assets to be Acquired: [List assets such as inventory, equipment, intellectual property, goodwill].
Excluded Assets: [Specify any assets not included in the transaction].
Assumed Liabilities: [Specify liabilities, if any, Buyer will assume].
4. Due Diligence
The Buyer shall have the right to conduct due diligence regarding the Seller’s financials, operations, contracts, and compliance matters for a period of [X] days following execution of this Letter.
5. Confidentiality
Both Parties agree to maintain confidentiality of all proprietary and financial information exchanged during negotiations, except as required by law.
6. Exclusivity
For a period of [X] days from the date of this Letter, the Seller shall not negotiate with any other party regarding the sale of the business or its assets.
7. Closing Conditions
The closing of the transaction shall be subject to:
Execution of a definitive purchase agreement.
Satisfactory completion of due diligence.
Obtaining necessary approvals, licenses, and consents.
8. Non-Binding Nature
Except for the provisions regarding Confidentiality and Exclusivity, which shall be binding, this Letter is intended as a non-binding expression of intent. The Parties acknowledge that no legal obligation exists until a definitive agreement is signed.
9. Governing Law
This Letter shall be governed by and construed in accordance with the laws of [State/Country].
IN WITNESS WHEREOF, the Parties hereto have executed this Business Purchase Letter of Intent as of the date first written above.
Buyer:
Signature: ___________________________
Name:
Title:
Date:
Seller:
Signature: ___________________________
Name:
Title:
Date:
Details
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Business Purchase Letter of Intent
BUSINESS PURCHASE LETTER OF INTENT FAQ
What is a Business Purchase Letter of Intent?
A Business Purchase Letter of Intent (LOI) is a preliminary document that outlines the essential terms and conditions under which a buyer intends to purchase a business. It provides a framework for negotiations before drafting a binding purchase agreement.
Why is a Business Purchase Letter of Intent important?
It clarifies expectations, prevents misunderstandings, and establishes goodwill between the buyer and seller. By outlining purchase price, payment method, and due diligence rights, it helps both parties move forward with confidence.
When should you use a Business Purchase Letter of Intent?
Use it early in the acquisition process, once both parties are seriously considering the transaction but before entering into a binding purchase agreement. It serves as a roadmap for further negotiations.
What should a Business Purchase Letter of Intent include?
It should include the purchase price, assets being transferred, liabilities assumed, due diligence provisions, confidentiality obligations, exclusivity terms, and a clear statement that it is non-binding except for certain sections.
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