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A Partnership Letter of Intent is a crucial preliminary document used when two or more parties are considering entering into a business partnership in India. It serves as a precursor to a formal partnership agreement, outlining the key terms and conditions that will govern the proposed partnership while maintaining a generally non-binding nature. This document is particularly useful in complex partnership formations where parties need to conduct due diligence, negotiate terms, or secure financing before committing to a final agreement. The document operates within the framework of Indian partnership law, specifically the Indian Partnership Act, 1932, and the Indian Contract Act, 1872. It typically includes essential elements such as proposed ownership structure, capital contributions, profit-sharing arrangements, and business objectives, while also addressing confidentiality and exclusivity during the negotiation period.

1. Date and Parties' Details: Full names, addresses, and contact information of all proposed partners

2. Introduction: Brief statement of intent to enter into a partnership

3. Business Purpose: Clear description of the proposed partnership's business objectives and scope

4. Proposed Partnership Structure: Outline of ownership percentages, capital contributions, and profit/loss sharing

5. Key Terms: Essential commercial terms including roles, responsibilities, and decision-making processes

6. Timeline: Proposed timeline for partnership formation and key milestones

7. Due Diligence: Overview of the due diligence process and requirements

8. Confidentiality: Terms regarding the confidential treatment of shared information

9. Non-Binding Nature: Clear statement that the LOI is non-binding except for specific clauses

10. Next Steps: Process for moving forward and developing the full partnership agreement

11. Closing and Signatures: Formal closing of the letter and space for signatures of all parties