A Letter of Intent to Purchase Business is commonly used in Singapore as the first formal step in a business acquisition process. This document serves as a roadmap for the transaction, establishing key commercial terms while allowing parties to proceed with detailed due diligence and negotiations. While most provisions are non-binding, certain elements like confidentiality may be explicitly binding. The letter typically includes proposed purchase price, payment terms, due diligence requirements, and transaction timeline. Under Singapore law, special attention must be given to regulatory requirements, particularly for regulated industries or when foreign ownership is involved.
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Key Requirements PROMPT example:
Letter Of Intent To Purchase Business
"Need a Letter of Intent to Purchase Business for acquiring a medium-sized manufacturing company in Singapore, with an expected purchase price of SGD 5 million and a planned closing date of March 2025; exclusivity period and employee retention provisions are essential."
1. Opening Statement: Date, parties involved, and nature of the letter of intent
2. Business Description: Detailed description of the target business, including its legal structure, operations, and key assets
3. Purchase Price and Payment Terms: Proposed purchase price or price range, payment structure, and any conditions attached to the pricing
4. Due Diligence Process: Outline of the due diligence process, timing, and access to information
5. Timeline: Proposed timeline for negotiations, due diligence, and completion of the transaction
6. Confidentiality: Confidentiality obligations of all parties regarding the proposed transaction and information exchange
1. Exclusivity Period: Terms of exclusive negotiation period during which seller cannot engage with other potential buyers
2. Break Fee Provisions: Terms regarding compensation if either party terminates negotiations, including circumstances and amounts
3. Employee Matters: Intentions regarding retention of existing employees and any proposed changes to employment terms
4. Regulatory Compliance: Specific provisions regarding necessary regulatory approvals and compliance requirements
5. Asset Treatment: Special provisions regarding treatment of specific assets or liabilities
1. Schedule A - Business Overview: Detailed description of the target business, including corporate structure, operations, and key assets
2. Schedule B - Initial Due Diligence Checklist: Preliminary list of required documents and information for due diligence
3. Schedule C - Transaction Timeline: Detailed schedule of key milestones and deadlines for the transaction
4. Schedule D - Key Assets List: Preliminary list of key assets included in the proposed transaction
5. Schedule E - Required Regulatory Approvals: List of necessary regulatory approvals and compliance requirements
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