What is a Letter of Intent?

A Letter of Intent (LOI) is a document that sets out the main terms of a proposed transaction before the parties sign a full, binding contract. It shows serious intent, aligns both sides on the key points, and provides a framework for the detailed agreement to follow.

When to use an LOI

  • Starting negotiations for a business deal, purchase or partnership.
  • Agreeing headline terms before spending on due diligence or drafting.
  • Signalling commitment to a counterparty.

What it should contain

  • The parties and the proposed transaction.
  • The key commercial terms (price, scope, timing).
  • Which parts are binding vs non-binding (e.g. confidentiality is often binding).
  • Conditions and next steps.

Create your Letter of Intent

Answer a few questions and download your LOI. Variants: US-style Letter of Intent, Letter of Intent for Property Purchase.

FAQ

Is a Letter of Intent binding?

Usually only in part — say clearly which clauses are binding (like confidentiality and exclusivity) and which are not.