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Legal Letter Of Intent
"Need a Legal Letter of Intent for a potential acquisition of a Singapore-based tech startup, with specific focus on IP protection and an exclusivity period of 90 days, targeting completion by March 2025."
1. Identification of Parties: Clear identification of all parties involved in the Letter of Intent, including their legal names, addresses, and company registration numbers if applicable
2. Purpose Statement: Clear statement of intent outlining the nature and objective of the proposed transaction or relationship
3. Key Terms: Principal commercial terms and conditions of the proposed transaction, including pricing, scope, and key deliverables
4. Timeline: Proposed schedule for completion of the transaction, including key milestones and deadlines
5. Binding vs Non-binding Provisions: Clear distinction between which provisions are intended to be legally binding and which are non-binding expressions of intent
6. Confidentiality: Terms regarding the confidential treatment of information exchanged during negotiations
7. Governing Law: Statement that the LOI is governed by Singapore law
1. Due Diligence: Terms regarding the conduct of due diligence investigations, including access to information and timeline (include for complex transactions or asset purchases)
2. Exclusivity: Terms preventing parties from negotiating with others for a specified period (include for significant transactions requiring resource commitment)
3. Break Fee: Terms regarding compensation if a party withdraws from the transaction (include for large-scale transactions with significant preparation costs)
4. Good Faith Obligations: Specific obligations regarding good faith negotiations (include when parties want to emphasize commitment to the process)
5. Costs and Expenses: Terms regarding who bears the costs of negotiation and due diligence (include for complex transactions with significant preparation costs)
1. Term Sheet: Detailed summary of key commercial terms and conditions proposed for the final agreement
2. Timeline Schedule: Detailed timeline showing key milestones, deadlines, and dependencies for the proposed transaction
3. Asset Schedule: Comprehensive list of assets involved in the transaction (if applicable for asset purchases or property transactions)
4. Due Diligence Checklist: List of required documents and information for due diligence process (if applicable)
Authors
Business Day
Confidential Information
Effective Date
Exclusivity Period
Long-Stop Date
Parties
Proposed Transaction
Term Sheet
Transaction Documents
Due Diligence
Material Adverse Change
Binding Provisions
Non-Binding Provisions
Break Fee
Good Faith
Representatives
Singapore Dollars
SGD
Signing Date
Completion Date
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