The purchase price and good faith deposit, if required, to be paid by the proposed buyer.A description of assets that will be included in the proposed transaction, and also those assets to be excluded.To achieve the foregoing purposes, a typical Letter of Intent will often set forth the following, among other things: Additional reasons include: (i) to demonstrate the parties' commitment to the transaction (ii) to provide preliminary documentation to lenders or governing boards (iii) to facilitate public notice of the fact of the transaction for publically traded parties (iv) to determine who will draft certain documents and (v) to set a timeframe for the completion and execution of the definitive agreement(s). One of the main reasons parties may enter into a Letter of Intent is to spell out each party's expectations with respect to the essential terms of the proposed deal, in addition to price, early on in a transaction. Letters of Intent should be treated seriously and, from a seller's perspective in particular, should contain appropriate provisions regarding their non-binding nature in order to avoid some of the pitfalls described below. This article will briefly discuss the purposes and elements of Letters of Intent and demonstrate one of the major pitfalls of using Letters of Intent as illustrated by recent case law. There are, however, (i) certain elements that may be binding on a proposed buyer or seller, or both, and (ii) courts that have held that a Letter of Intent is or has become a binding agreement even though a definitive agreement has not been signed by the parties. Letters of Intent are usually intended to be non-binding "agreements to agree," which confirm and solidify handshakes. Note: You may respond to multiple RTOIs online.Letters of Intent, sometimes referred to as "memorandums of understanding," are frequently used in media transactions and are pre-contractual documents that set forth certain basic terms upon which parties intend to enter into binding definitive agreements. If you are unable to submit your LOI online contact Adriane Griffen to receive alternate submission instructions. This number will be unique to you and will follow you through the entire funding cycle. When your LOI has been submitted, you will receive a confirmation email and your AUCD ID number. The submission should be a merged PDF file that includes the following documents: ![]()
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