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The Exclusive Letter of Intent is a crucial preliminary document used in significant business transactions under Austrian law. It serves as a formal expression of interest while establishing legally binding exclusivity obligations. This document is typically used in the early stages of M&A transactions, joint ventures, or significant commercial arrangements when parties need to protect their interests during negotiations. The document combines both binding elements (such as exclusivity and confidentiality) and non-binding elements (proposed transaction terms) under Austrian legal framework. Key legislation including the Austrian Civil Code (ABGB) and Commercial Code (UGB) governs its interpretation and enforcement. The Exclusive Letter of Intent helps parties establish clear parameters for negotiations, timelines for due diligence, and protection against competitive interference during the negotiation period.

1. Letter Header: Formal business letter header including date, recipient's full details, and reference line

2. Introduction: Opening paragraph identifying the parties and establishing the context of the letter

3. Transaction Overview: Brief description of the proposed transaction or business relationship

4. Exclusive Negotiation Period: Clear statement of the exclusivity period, including start and end dates

5. Scope of Exclusivity: Detailed description of what activities are prohibited during the exclusivity period

6. Due Diligence: Overview of the due diligence process and timeline

7. Confidentiality: Basic confidentiality obligations regarding the proposed transaction

8. Good Faith Negotiations: Commitment to negotiate in good faith and timeline for completing negotiations

9. Non-Binding Nature: Clear statement about which provisions are binding and non-binding

10. Governing Law: Specification of Austrian law as governing law

11. Closing: Formal letter closing with signature blocks for both parties