A Letter of Intent to Acquire Business is commonly used in the early stages of business acquisition negotiations in the United States. It serves as a roadmap for the transaction, documenting the parties' preliminary understanding while allowing flexibility for detailed negotiations. The document typically includes both non-binding elements (such as proposed purchase price and structure) and binding elements (such as confidentiality and exclusivity). It's an essential step in most significant business acquisitions, providing a framework for due diligence and helping to identify potential issues early in the process.
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1. Parties: Identification of buyer and seller entities, including full legal names and addresses
2. Background/Recitals: Brief description of the parties and purpose of the LOI
3. Transaction Overview: High-level description of the proposed acquisition structure and key terms
4. Purchase Price: Proposed consideration and payment terms
5. Due Diligence: Process and timeline for buyer's investigation of the target business
6. Confidentiality: Terms regarding non-disclosure of sensitive information
7. Binding vs. Non-Binding Provisions: Clear statement of which provisions are legally binding
1. Exclusivity Period: Period during which seller cannot negotiate with other parties - used when buyer requires protection during due diligence
2. Break-up Fee: Compensation if either party terminates negotiations - used in high-value transactions or where significant due diligence costs expected
3. Employee Matters: Treatment of employees post-acquisition - included when employment continuity is a key consideration
4. Regulatory Approvals: Required governmental or regulatory clearances - included when transaction requires regulatory review
1. Timeline: Detailed schedule of key dates and milestones
2. Due Diligence Checklist: List of required documents and information for review
3. Asset Schedule: Preliminary list of key assets included in transaction
4. Key Terms Sheet: Summary of principal commercial terms
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