The Customer Letter of Intent is a crucial preliminary document in Indian business transactions, typically used when parties wish to formally express their intention to enter into a business relationship but are not yet ready to sign a definitive agreement. It serves as a roadmap for future negotiations while documenting the basic understanding between parties. The document, while primarily non-binding, can contain certain binding provisions such as confidentiality, exclusivity, and governing law clauses. Under Indian law, a Customer Letter of Intent must be carefully drafted to avoid unintended binding obligations, as courts may interpret certain commitments as binding if they contain all essential elements of a contract under the Indian Contract Act, 1872. The document is particularly useful in complex commercial transactions where due diligence or detailed negotiations are required before finalizing a formal agreement.
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1. Date and Address Block: Complete date and recipient's address details including company name, contact person, and full address
2. Subject Line: Clear and specific subject indicating the purpose of the LOI
3. Introduction: Opening paragraph identifying the parties and establishing the context of the communication
4. Business Understanding: Clear statement of the business arrangement or transaction being proposed
5. Scope of Intent: Detailed description of what is being committed to or proposed
6. Commercial Terms: Basic commercial terms including pricing, payment terms, or proposed financial arrangements
7. Timeline: Expected timeline for moving forward and validity period of the LOI
8. Next Steps: Clear outline of the immediate next steps and actions required from both parties
9. Non-Binding Statement: Clear statement about which portions of the LOI are binding or non-binding
10. Closing and Signature: Formal closing, signature block with authorized signatory details
1. Confidentiality Clause: Include when sensitive information will be shared during the proposed transaction process
2. Exclusivity Period: Include when requiring the recipient to deal exclusively with the sender for a specific period
3. Due Diligence: Include when the proposed transaction requires a due diligence process
4. Governing Law: Include when dealing with inter-state or international parties
5. Conditions Precedent: Include when the intention is subject to specific conditions being met
6. Cost Allocation: Include when there are significant costs involved in the preliminary phase that need to be allocated between parties
7. Termination Provisions: Include when the LOI needs to specify how and when it can be terminated
1. Product/Service Specifications: Detailed technical or service specifications relevant to the proposed transaction
2. Preliminary Price Schedule: Detailed breakdown of proposed pricing structure or rates
3. Project Timeline: Detailed project milestones and implementation schedule
4. Required Documentation: List of documents required for the next phase of the transaction
Relevant legal definitions
Clauses
Relevant Industries
Information Technology
Manufacturing
Professional Services
Real Estate
Construction
Healthcare
Retail
Telecommunications
Financial Services
Energy and Utilities
Education
Logistics and Supply Chain
Relevant Teams
Legal
Sales
Business Development
Commercial
Procurement
Finance
Operations
Risk Management
Compliance
Corporate Affairs
Relevant Roles
Chief Executive Officer
Chief Commercial Officer
Business Development Manager
Sales Director
Legal Counsel
Contract Manager
Procurement Manager
Commercial Manager
Project Manager
Account Executive
Chief Financial Officer
Operations Director
Managing Director
General Counsel
Head of Sales
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