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Letter of Intent (Non-Binding)
Non-binding LOI outlining proposed deal terms before negotiating definitive docs.
Reviewed by LawSensai Attorney Bench on April 1, 2026 - re-review April 1, 2027.
# Letter of Intent
[DATE]
[COUNTERPARTY NAME]
[ADDRESS]
Re: Proposed [TRANSACTION TYPE]
Dear [NAME]:
This Letter of Intent ("LOI") sets forth the proposed terms of a potential transaction between [PARTY A] and [PARTY B]. Except as expressly stated in Section 4, this LOI is non-binding and does not create any legal obligation.
## 1. Proposed Transaction
[Describe the deal: e.g. acquisition, partnership, investment.]
## 2. Headline Terms
- Purchase price: $[AMOUNT]
- Structure: [asset / stock / cash / equity mix]
- Target close date: [DATE]
- Conditions: [list]
## 3. Diligence
The Parties will exchange diligence materials beginning [DATE]. Diligence will be governed by the existing NDA between the Parties.
## 4. Binding Provisions
The following provisions ARE binding: (a) this Section 4, (b) Confidentiality, and (c) Exclusivity for [N] days from the date of this LOI.
## 5. Governing Law
Governed by the laws of the State of Delaware.
[SIGNATURE BLOCKS]
Disclaimer: Templates are starter language only, not legal advice. Bracketed fields require your input. For high-value or unusual deals, consult a contracts-specialized attorney through LawSensai Attorney Matching.