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Non Binding Letter Of Intent To Purchase Business
1. Date and Parties: Opening of the letter identifying the sender and recipient, including full legal names and addresses of both parties
2. Introduction: Brief opening paragraph stating the purpose of the letter and its non-binding nature
3. Transaction Overview: High-level description of the proposed business purchase, including the target business and type of transaction contemplated
4. Proposed Purchase Price: Indication of the preliminary purchase price or price range and basic payment terms
5. Key Terms: Outline of the fundamental terms of the proposed transaction
6. Due Diligence: Overview of the proposed due diligence process and timeline
7. Timeline: Proposed schedule for negotiations, due diligence, and completion
8. Confidentiality: Statement regarding the confidential nature of discussions and any reference to existing NDAs
9. Non-Binding Nature: Clear statement reiterating the non-binding nature of the letter, except for any specific binding provisions
10. Closing: Signature blocks and formal closing of the letter
1. Exclusivity: Optional section requesting exclusive negotiation rights for a specified period - include when exclusivity is desired
2. Financing: Include when there's a need to outline the proposed financing structure or conditions
3. Key Personnel: Add when retention of specific employees or management is crucial to the transaction
4. Regulatory Approvals: Include when the transaction may require specific regulatory clearances
5. Break Fee: Optional section about break fees or expense reimbursement - include in larger transactions
6. Governing Law: While often included in the closing, can be separated into its own section for international transactions
1. Basic Terms Sheet: High-level summary of key commercial terms and conditions being proposed
2. Timeline Overview: Detailed breakdown of proposed transaction timeline and key milestones
3. Asset Schedule: Preliminary list of key assets included in the proposed transaction
4. Preliminary Due Diligence Checklist: Initial list of documents and information required for due diligence
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