The LOI Template is designed for use in the United Arab Emirates legal framework, serving as a crucial preliminary document in complex commercial transactions. This template provides a structured format for parties to document their initial understanding and commitment to negotiate a potential transaction. The document is particularly valuable in the UAE business environment where written preliminary agreements carry significant weight in establishing good faith negotiations. The LOI Template includes both non-binding provisions outlining the proposed transaction terms and binding provisions covering confidentiality, exclusivity, and governing law. It's specifically drafted to comply with UAE Civil Code requirements regarding preliminary agreements and incorporates provisions that reflect local business practices and legal requirements.
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1. Date and Parties' Details: Full names, addresses, and registration details of both parties
2. Subject Line: Clear identification of the proposed transaction
3. Introduction: Brief overview of the parties and their intent to explore the proposed transaction
4. Transaction Overview: High-level description of the proposed transaction and its key terms
5. Key Commercial Terms: Outline of principal commercial terms being considered
6. Process and Timeline: Steps and timeline for negotiation, due diligence, and completion
7. Non-Binding Nature: Clear statement that the LOI is non-binding except for specified provisions
8. Binding Provisions: Explicitly binding terms including confidentiality and governing law
9. Duration and Termination: Validity period of the LOI and circumstances for termination
10. Signature Block: Space for authorized signatures from both parties
1. Exclusivity: Terms of exclusive negotiation rights, used when parties want to prevent parallel negotiations with other parties
2. Break Fee: Provisions for compensation if either party withdraws, used in high-value transactions
3. Costs: Allocation of costs and expenses, important for complex transactions
4. Due Diligence Access: Terms for information access and due diligence process, relevant for M&A transactions
5. Regulatory Approvals: Reference to required regulatory approvals, necessary for regulated industries
6. Good Faith Deposit: Terms for any initial deposit or earnest money, used in real estate or large commercial transactions
1. Key Terms Summary: Detailed outline of principal commercial terms under consideration
2. Timeline: Detailed schedule of key dates and milestones
3. Required Approvals: List of regulatory or third-party approvals needed
4. Due Diligence Requirements: List of required documents and information for due diligence
Relevant legal definitions
Confidential Information
Proposed Transaction
Binding Provisions
Non-Binding Provisions
Exclusivity Period
Due Diligence Period
Business Day
Effective Date
Execution Date
Definitive Agreement
Representatives
Affiliate
Transaction Documents
Governing Law
Material Adverse Change
Permitted Purpose
Target Business
Purchase Price
Regulatory Approvals
Completion Date
Break Fee
Working Hours
Good Faith Deposit
Relevant Authority
Related Party
DIFC
UAE
VAT
Force Majeure Event
Negotiation Period
Proposed Transaction
Binding Provisions
Non-Binding Provisions
Exclusivity Period
Due Diligence Period
Business Day
Effective Date
Execution Date
Definitive Agreement
Representatives
Affiliate
Transaction Documents
Governing Law
Material Adverse Change
Permitted Purpose
Target Business
Purchase Price
Regulatory Approvals
Completion Date
Break Fee
Working Hours
Good Faith Deposit
Relevant Authority
Related Party
DIFC
UAE
VAT
Force Majeure Event
Negotiation Period
Clauses
Non-Binding Nature
Binding Provisions
Confidentiality
Exclusivity
Due Diligence
Transaction Structure
Purchase Price
Payment Terms
Conditions Precedent
Timeline
Break Fee
Costs and Expenses
Governing Law
Dispute Resolution
Good Faith Negotiations
Regulatory Compliance
Termination Rights
Notices
Assignment
Third Party Rights
Term and Duration
Amendments
Force Majeure
Entire Agreement
Severability
Language
Electronic Execution
Binding Provisions
Confidentiality
Exclusivity
Due Diligence
Transaction Structure
Purchase Price
Payment Terms
Conditions Precedent
Timeline
Break Fee
Costs and Expenses
Governing Law
Dispute Resolution
Good Faith Negotiations
Regulatory Compliance
Termination Rights
Notices
Assignment
Third Party Rights
Term and Duration
Amendments
Force Majeure
Entire Agreement
Severability
Language
Electronic Execution
Relevant Industries
Real Estate & Construction
Banking & Financial Services
Energy & Resources
Technology & Communications
Healthcare & Pharmaceuticals
Manufacturing & Industrial
Retail & Consumer
Hospitality & Tourism
Transportation & Logistics
Professional Services
Relevant Teams
Legal
Corporate Development
Mergers & Acquisitions
Business Development
Commercial
Finance
Compliance
Strategy
Real Estate
Investment
Relevant Roles
Chief Executive Officer
Chief Legal Officer
General Counsel
Legal Director
Commercial Director
Business Development Manager
Investment Manager
Corporate Lawyer
Transaction Manager
Compliance Officer
Chief Financial Officer
Head of Mergers & Acquisitions
Real Estate Director
Strategy Director
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