Letters of Intent: Creating Inadvertent Obligations

more+
less-

Parties have long used letters of intent, term sheets and memorandums of understanding (otherwise known as “LOIs”) to express a preliminary interest in a transaction and to outline the general business terms of the potential transaction. LOIs save parties time and money, as they allow the parties to identify and resolve high level business issues before drafting more detailed transaction documentation. Since LOIs are often signed before the parties have hammered out the details of the transaction, the parties generally do not intend to create legally binding obligations (other than with respect to certain limited provisions addressing such matters as confidentiality and exclusivity). It is not uncommon, however, for parties unwittingly to create legally binding obligations in a hastily crafted LOI. If all or part of the LOI is determined by a court to be legally enforceable, a party that walks away from subsequent negotiations may be surprised to find itself liable for monetary damages.

LOADING PDF: If there are any problems, click here to download the file.

Written by:

Published In:

DISCLAIMER: Because of the generality of this update, the information provided herein may not be applicable in all situations and should not be acted upon without specific legal advice based on particular situations.

© Joshua Schneiderman | Attorney Advertising

Don't miss a thing! Build a custom news brief:

Read fresh new writing on compliance, cybersecurity, Dodd-Frank, whistleblowers, social media, hiring & firing, patent reform, the NLRB, Obamacare, the SEC…

…or whatever matters the most to you. Follow authors, firms, and topics on JD Supra.

Create your news brief now - it's free and easy »

All the intelligence you need, in one easy email:

Great! Your first step to building an email digest of JD Supra authors and topics. Log in with LinkedIn so we can start sending your digest...

Sign up for your custom alerts now, using LinkedIn ›

* With LinkedIn, you don't need to create a separate login to manage your free JD Supra account, and we can make suggestions based on your needs and interests. We will not post anything on LinkedIn in your name.
×
Loading...
×