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Explore ReferentThis 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.”
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.
The Seller owns and operates [Business Name], located at [Address], engaged in [Description of Business Activities].
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].
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].
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.
Both Parties agree to maintain confidentiality of all proprietary and financial information exchanged during negotiations, except as required by law.
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.
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.
Execution of a definitive purchase agreement.
Satisfactory completion of due diligence.
Obtaining necessary approvals, licenses, and consents.
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.
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:
Each template already follows legal structure and best practices.
The agreement is automatically filled and adapted to your inputs.
Check the generated document, make edits if needed, and download a ready-to-use agreement.
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For quick answers, scroll below to see the FAQ.
Frequently asked
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.
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.
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.
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.
Use our AI-powered builder to generate a professional Business Purchase Letter of Intent in minutes — tailored to your transaction and ready for negotiation.
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