Letter of Intent (LOI)
A letter that says you want to invest in, acquire or work with another company, with the key terms in a table. It states that the letter is not binding, except for the parts you choose: confidentiality, exclusivity, costs and governing law.
Free. Fill in, print, save as PDF or download as Word without an account. Saving to your account needs a free account.
Country versions
- International
- United States *
- United Kingdom *
- Korea *
- Japan *
- Germany *
* check with local advice
A template, not advice.
Read more
What it is
A letter of intent, or LOI, is a letter in which one company tells another that it wants to invest in it, buy it, or work with it, and sets out on what main terms it is prepared to go further. It comes before the definitive agreement: it gives the other side something concrete to react to, and it lets both sides decide whether the effort of due diligence and negotiation is worth starting.
This template is written as a business letter, with a table for the key terms (instrument, price, stake, use of funds, governance, or whatever your deal turns on). It then says plainly that the letter is not legally binding, so that neither side is obliged to sign a final agreement, and lists the few provisions that do bind once the recipient countersigns: confidentiality, an optional exclusivity period measured in days, each side bearing its own costs, and the governing law. The country selector changes the greeting and closing, the seal and signature habits, and the local notes.
When to use it
- You want to invest in a company and need to set out the main terms before the investor’s committee and lawyers spend time on it.
- You plan to buy a business and want to agree confidentiality and a short exclusivity window while you do due diligence.
- Two companies want to explore a joint venture or long-term cooperation and need a common starting point.
- A seller or founder asks for something in writing before opening the books.
How to fill it in
- Fill in your company as sender and the recipient with a contact person, then choose what the letter is about.
- Name the target company or project and, if you wish, the proposed amount.
- List the key terms in the table: one row per point, each with your proposal.
- Add conditions, a due diligence estimate, a target signing date and a date until which the letter is open.
- Decide which provisions bind: confidentiality, exclusivity and its length, and whether the recipient countersigns.
- Pick the country, check the greeting and the notes, then print for signature or download as Word.
Common mistakes
- Leaving exclusivity open-ended; an exclusivity period should have a clear number of days.
- Writing promises into the proposal table that read like firm commitments and undercut the non-binding statement.
- Sending the letter without knowing which provisions should bind, so that confidentiality is missing when documents are shared.
- Breaking off talks abruptly after the other side has spent money on due diligence at your encouragement.
- Treating the letter as the deal; it is only the step before the definitive agreement.
Steps at a glance
- Fill in
- Check the preview
- Save as PDF, Word or Excel
Country versions
Pick the country you need. Each version uses the wording and layout commonly found there; a version marked “check with local advice” should be read by someone who knows the local rules before it is used.
- International (XX): Written in English, Korean, Japanese, German
- United States (US): Written in English – check with local advice
- United Kingdom (GB): Written in English – check with local advice
- Korea (KR): Written in Korean, English – check with local advice
- Japan (JP): Written in Japanese, English – check with local advice
- Germany (DE): Written in German, English – check with local advice
Designs
The same form in several designs. The fields and the wording stay the same; only the look changes.
- Classic
- Modern
- Minimal
- Warm
- Plain (black and white)
- Formal
- Side band
- Banner
- Executive
- Ledger
- Compact
- Boxed form
Your details fill it in
Fields that ask for your name, address or company details are filled from My details, so you do not type them again; you can still change any field for one form. Signed in, your details stay in your account; otherwise they stay in this browser only. A passport, identity or social security number is never saved.
Questions
- Is a letter of intent binding?
- This one says it is not, apart from the provisions you choose (confidentiality, exclusivity, costs, governing law). The wording of a letter matters more than its title, and in some countries a party that abruptly breaks off talks can still be liable. Ask an adviser when a lot of money is involved.
- How long should exclusivity last?
- Long enough for due diligence and negotiation, and no longer: 30 to 60 days is common in small deals, more for complex ones. A fixed number of days is easier to enforce than an open-ended promise, which is why the form asks for days.
- Does the recipient have to sign?
- For the non-binding part, no. For the binding provisions, a countersignature is the clearest proof that the recipient agreed, and in some legal systems it also supplies what the law needs for a promise to count. The form adds a countersignature line by default; you can switch it off.
- Can I sign it electronically?
- In many countries an electronic signature is accepted for a letter like this, but rules differ and some contracts need a particular form. QuoteBill also offers e-signing for contracts; check what your country and the other side accept.
- Is this template legal advice?
- No. It is a general template in plain language. Whether it fits your transaction depends on the law that applies, so have a qualified adviser review it before you send it.
- Is this form legal, tax or accounting advice?
- No. It is a template: it gives you the usual structure and wording, not advice. Rules differ by country and case, so have someone qualified read anything that matters before you sign, send or file it.
- Which countries and designs does it come in?
- It comes in 6 country versions: International, United States, United Kingdom, Korea, Japan, and Germany. 12 designs.
Want it signed online instead? With E-Contracts you fill in the sample contract and send it by secure link for a simple electronic signature. Open the Letter of intent sample contract
A form is a template, not legal, tax or accounting advice. Rules differ by country and case.