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For my money, the letter of intent is one of the most critical negotiations you will enter when you decide to sell your company. You need to get it right since it is the blueprint for your sale. My name is Mike Rosendahl with PCE Investment Bankers and today Ill discuss the terms you will negotiate in the LOI that create the framework, or roadmap, for closing the deal. The letter of intent is the first document that is negotiated between the buyer and the seller and outlines the key terms of the deal. This agreement marks the basic understanding of the transaction and confirms there are no dealbreakers between the buyer and the seller. As you work through the LOI, it is important that you are clear to which terms will be binding and which terms will be non-binding. Examples of non-binding terms include the purchase price, structure, potential earnout or seller note, contingencies, the due diligence process, and working capital. The purchase price is the enterprise value for the compan