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Letter Of Intent To Purchase Business
"I need a Letter of Intent to Purchase Business under German law for acquiring a mid-sized technology company, with completion targeted for March 2025, including strong confidentiality and exclusivity provisions for a 90-day period."
1. Parties: Full legal identification of the potential buyer and seller, including registration details as required under German law
2. Background/Recitals: Context of the proposed transaction and relationship between the parties
3. Subject Matter of Transaction: Clear identification of the business to be purchased and basic transaction structure
4. Proposed Purchase Price: Indicative price range or specific amount, including any price adjustment mechanisms
5. Due Diligence: Outline of the proposed due diligence process and timeline
6. Timeline: Key dates and milestones for negotiations, due diligence, and intended completion
7. Confidentiality: Binding provisions regarding confidential information exchange
8. Exclusivity: Any exclusive negotiation period agreed between the parties
9. Costs and Expenses: How transaction costs will be borne between the parties
10. Non-Binding Nature: Clear statement of which provisions are non-binding, except for specific terms like confidentiality
11. Governing Law: Specification of German law as governing law
12. Signatures: Execution blocks for authorized representatives of both parties
1. Management Meetings: Include when access to key management personnel needs to be specified
2. Employee Matters: Include when preliminary agreements about employee treatment are necessary
3. Regulatory Approvals: Include when the transaction will clearly require specific regulatory clearances
4. Break Fee: Include when parties agree to compensation if either party terminates negotiations
5. Financing: Include when buyer needs to specify financing conditions or arrangements
6. Asset Perimeter: Include when the transaction scope needs preliminary definition of included/excluded assets
7. Pre-Completion Covenants: Include when specific business conduct requirements during negotiations are needed
1. Transaction Timeline: Detailed schedule of key dates and milestones
2. Target Business Description: Detailed description of the business being purchased
3. Indicative Purchase Price Calculation: Basic framework for how the purchase price was determined
4. Due Diligence Requirements: List of key areas and documents required for due diligence
5. Authorized Representatives: List of key contact persons from each party for the transaction
Authors
Manufacturing
Technology
Retail
Professional Services
Healthcare
Financial Services
Real Estate
Industrial
Consumer Goods
Energy
Telecommunications
Transportation & Logistics
Media & Entertainment
Pharmaceuticals
Construction
Automotive
Legal
Corporate Development
Mergers & Acquisitions
Finance
Executive Leadership
Strategy
Business Development
Corporate Secretariat
Due Diligence
Risk Management
Compliance
Chief Executive Officer
Chief Financial Officer
Chief Legal Officer
General Counsel
Legal Director
Corporate Development Director
Mergers & Acquisitions Director
Business Development Manager
Investment Director
Managing Director
Board Member
Corporate Secretary
Finance Director
Strategy Director
Due Diligence Manager
Legal Counsel
Transaction Manager
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