Legally binding letter of intent template

Per: The parties have entered into this Letter of Intent desiring to set forth their understandings and agreements relating to the transaction described below, and realizing that time is of the essence the parties intend for this Letter of Intent to be binding and for the parties to be bound by the understandings and agreements set forth below. Therefore, for and in consideration of the premises and other good and valuable consideration , the receipt and sufficiency of which are hereby acknowledged , the parties agree as follows.

Binding Agreements This Agreement and the other Financing Documents executed and delivered by the Borrowers have been properly executed and delivered and constitute the valid and legally binding obligations of the Borrowers and are fully enforceable against each of the Borrowers in accordance with their respective terms, subject to bankruptcy, insolvency, reorganization, moratorium and other laws of general application affecting the rights and remedies of creditors and secured parties, and general principles of equity regardless of whether applied in a proceeding in equity or at law.

Binding Agreement Subject to the limitation on the transferability of this grant contained herein, this Agreement will be binding upon and inure to the benefit of the heirs, legatees, legal representatives, successors and assigns of the parties hereto. What are the Terms? What about the Letter of Intent Itself? Are there any Conditions? The parties can include certain conditions that must occur before a final agreement will be signed, such as: the buyer securing financing the buyer completing due diligence the buyer successfully selling his or her home an inspection of the property regulatory or other required approvals A Letter of Intent can be a legally binding contract between the parties or a non-binding agreement between the parties.

Here are some other terms that may also be included: Confidentiality — the agreement and any information learned will remain confidential Covenants — things each party must do while negotiations are taking place Special Terms — any special terms that the parties agree will be in the purchase agreement, such as leaving certain items of furniture or hiring certain employees As a reference, a Letter of Intent is known by other names: Intent to Purchase Letter LOI Letter of Interest Term Sheet Memorandum of Understanding MOU Assurance Letter Framework Letter When Should I Use a Letter of Intent?

The letter sought an assurance from Forest City that it intended to perform all of its obligations pursuant to the LOI, noting that A. Richard considered the LOI to be a binding contract, notwithstanding the absence of a more formal contract. The letter further stated that if A.

Richard did not receive the requested assurance by April 18, , A. Richard would consider the agreement set forth in the LOI to have been anticipatorily breached by Forest City and would seek appropriate remedies.

By letter dated April 17, , Forest City expressed disagreement with A. Notwithstanding, however, Forest City subsequently reached out to A. Richard to resume work on the Implementing Documents. By letter dated April 22, , A. Richard noted, however, that further debate on that issue would serve no purpose since the parties were proceeding towards finalizing the Implementing Documents.

The parties exchanged additional drafts of the Implementing Documents in June and January By mid, the Implementing Documents were almost finalized. By October , however, Forest City informed A. Richard that due to economic uncertainty caused by the recession and financial crisis, it was delaying the proposed development of Site 5 and that there was a good chance Forest City would never develop the site. Forest City advised that because of the uncertainty surrounding the future of Site 5 and the Atlantic Yards Project as a whole, Forest City wanted to suspend discussions regarding the Implementing Documents and avoid expending further resources on the Implementing Documents at that time.

In response, A. Richard advised Forest City that it viewed the LOI as a binding contract and asked whether Forest City intended to consummate the transaction. In mid-November , Forest City advised A. Richard that it did not consider the LOI to be a binding agreement for the purchase and sale of the property.

Forest City further informed A. Richard that it intended to proceed with the development of Site 5 without delivering the Replacement Property to A. Richard in exchange for A. Richard would no longer be permitted to operate at the property site. Forest City stated that the ESDC would imminently bring an action to take title to the property by eminent domain.

The first cause of action sought a declaratory judgment that a the LOI was a valid and binding contract, b it performed under the LOI, c Forest City breached the LOI, d it would be irreparably harmed if Forest City or those working in concert with Forest City were to obtain the property other than pursuant to the terms of the LOI, and e it had no adequate remedy at law.

You can learn more about the standards we follow in producing accurate, unbiased content in our editorial policy. Compare Accounts. The offers that appear in this table are from partnerships from which Investopedia receives compensation. This compensation may impact how and where listings appear. Investopedia does not include all offers available in the marketplace. Related Articles. Partner Links. Meeting of the Minds Definition A meeting of the minds occurs when comprehension of and mutual agreement on all terms of a contract have been acknowledged by the parties involved.

What Is a Cease and Desist? A cease and desist is either a legal order or a non-binding letter demanding that the recipient stop illegal or allegedly illegal activity. Inside Mandatory Binding Arbitration Mandatory binding arbitration requires the parties to resolve contract disputes before an arbitrator rather than through the court system.

Indication of Interest IOI Indication of Interest IOI is an underwriting expression showing a conditional, non-binding interest in buying a security currently in registration. Heads of Agreement: What You Need to Know A heads of agreement is a non-binding document that outlines the basic terms of a tentative partnership agreement or transaction.

Investopedia is part of the Dotdash publishing family. Your Privacy Rights. To change or withdraw your consent choices for Investopedia. At any time, you can update your settings through the "EU Privacy" link at the bottom of any page. These choices will be signaled globally to our partners and will not affect browsing data.