A Letter of Intent for Software Development is commonly used in New Zealand's technology sector as a preliminary step before entering into a formal software development agreement. This document typically comes into play when parties have agreed in principle to a software development project but need to formalize their preliminary understanding and set parameters for further negotiation. It outlines key commercial terms, project scope, timelines, and confidentiality obligations while maintaining flexibility for detailed negotiations. Under New Zealand law, particularly the Contract and Commercial Law Act 2017, most provisions in the LOI are non-binding, except for specific elements like confidentiality and exclusivity. The document serves as a crucial tool for risk management and project planning, especially in complex software development projects where detailed due diligence and negotiation are required before finalizing a binding agreement.

1. Date and Parties: Opening of letter identifying sender, recipient and date

2. Introduction: Brief context of the proposed software development project

3. Project Scope Overview: High-level description of the proposed software development project

4. Key Commercial Terms: Preliminary understanding of major commercial elements including estimated budget range and timeline

5. Exclusivity Period: Period during which parties agree to negotiate exclusively with each other

6. Confidentiality: Binding obligations regarding confidential information exchange

7. Next Steps: Timeline and process for moving toward a definitive agreement

8. Non-Binding Nature: Clear statement about which provisions are binding and non-binding

9. Duration: Validity period of the Letter of Intent

10. Signature Block: Space for signatures and dates