The Intention Letter Model, commonly known as a Letter of Intent (LOI), is a crucial preliminary document in Philippine business transactions that serves as a roadmap for potential business relationships or transactions. This document type is particularly important in the Philippine legal context, where it helps parties establish clear communication and understanding before committing to a formal agreement. The LOI typically outlines proposed terms, conditions, and timelines while maintaining its primarily non-binding nature, except for specific provisions like confidentiality or exclusivity. It's commonly used in mergers and acquisitions, real estate transactions, joint ventures, and other significant business dealings where parties need to document their preliminary understanding while conducting due diligence or negotiating final terms. Under Philippine law, while an LOI generally doesn't create a binding obligation to complete the transaction, it does create an obligation to negotiate in good faith.
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1. Letter Header: Complete business contact information of the sender, date, and recipient's details
2. Subject Line: Clear indication of the letter's purpose (e.g., 'Letter of Intent - [Project/Transaction Name]')
3. Introduction: Brief introduction of the sender and the purpose of the letter
4. Transaction Overview: High-level description of the proposed transaction or relationship
5. Key Terms: Outline of the fundamental terms and conditions being proposed
6. Timeline: Proposed schedule for negotiations, due diligence, and completion
7. Non-Binding Statement: Clear statement that the letter is non-binding except for specified provisions
8. Closing and Signature: Professional closing, signature block with authorized signatory details
1. Exclusivity Period: Used when parties want to negotiate exclusively for a specific period
2. Confidentiality Provisions: Include when sensitive information will be shared and no separate NDA exists
3. Due Diligence Process: Added for complex transactions requiring detailed investigation
4. Conditions Precedent: Include when certain conditions must be met before proceeding
5. Cost Allocation: Used when parties need to specify who bears transaction costs
6. Binding Provisions: Specific clauses that are intended to be legally binding (e.g., confidentiality, exclusivity)
7. Governing Law Statement: Added when transaction involves international parties or complex jurisdictional issues
1. Term Sheet: Detailed outline of key commercial terms and conditions being proposed
2. Timeline Schedule: Detailed breakdown of proposed transaction milestones and dates
3. Asset List: For transactions involving transfer or purchase of specific assets
4. Price Structure: Detailed breakdown of proposed pricing or payment terms
5. Required Approvals: List of regulatory or corporate approvals needed to proceed
Relevant legal definitions
Clauses
Relevant Industries
Real Estate
Manufacturing
Technology
Financial Services
Construction
Energy
Healthcare
Retail
Agriculture
Mining
Telecommunications
Infrastructure Development
Education
Transportation
Hospitality
Relevant Teams
Legal
Business Development
Corporate Strategy
Finance
Mergers & Acquisitions
Commercial Operations
Project Management
Real Estate
Procurement
Executive Leadership
Risk Management
Compliance
Investment
Relevant Roles
Chief Executive Officer
Managing Director
Business Development Manager
Corporate Lawyer
Legal Counsel
Chief Financial Officer
Investment Manager
Project Manager
Real Estate Manager
Mergers & Acquisitions Director
Strategy Director
Commercial Director
Property Development Manager
Procurement Manager
Contract Administrator
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