Letter of Intent
Record what you both intend, and be clear what is binding.
State the main terms two parties intend to agree.
- Business / Legal document
- Customizable
- Lawyer reviewed
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Key features
Say what is being discussed
Describe the subject of the deal and the key terms so far, and any conditions that apply.
A price, only if you have one
Note a price you have discussed, and a target date for the deal.
Non-binding stated clearly
The letter always says it is not binding, so there is no doubt about what it is.
Optional binding terms
Add confidentiality or exclusivity if you want them. Exclusivity needs you to type its scope and length.
Both parties named
Each side is identified and signs, with the draft taking shape beside your answers.
A lawyer reviews it before it is used
Your answers are prepared into a draft and reviewed by a qualified lawyer, rather than handed back to you as a finished form.
About this document
A letter of intent records where two parties currently stand on a proposed deal: what is being discussed, the key terms, any price in mind and the target date. It is usually a step before a full agreement.
What matters most is being clear about what binds the parties and what does not. This builder states that the letter is not binding in every version, and treats confidentiality and exclusivity as binding only if you choose them.
The letter records the parties' intention. Whether it is enforceable depends on the whole of their dealings, which a lawyer reviews.
Is this document right for you?
Useful when
- You are negotiating a sale or investment and want the main terms down
- You want to signal serious intent before a full contract
- You want the other side to keep talks private or to deal only with you for a time
- You need a record of what was discussed
Commonly used by
- Business buyers and sellers
- Investors and founders
- Partners planning a venture
- Landlords and tenants discussing a commercial space
Not sure? about your situation first.
Alternatives
These are separate documents, for different jobs.
- Non-disclosure agreementsKeep information shared between parties confidential.View document
- Joint-venture agreementsSet out how two businesses work together on a venture.View document
- Contract AddendumAdd or change terms in an existing contract.View document
- Consulting agreementsSet the terms of a consulting engagement.View document
When to use this
- Before due diligence on a business purchase
- When two firms agree in principle to work together
- When an investor outlines the terms they have in mind
What happens next
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More in General Contracts, Proposals & Planning
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Questions
About the letter of intent
It is a letter recording what two parties intend to do, usually before a full contract. It sets out the subject, the main terms discussed and the timing.
Still have a question? .