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letter of intent Saar also known as memorandums of understanding and sometimes referred to as term sheets as well there are two typical by binding elements to a letter of intent one is confidentiality and second is exclusivity for a certain time period essentially you agreed that youre not going to shop your business with other buyers during that exclusivity period in a letter of intent a buyer and seller negotiates structure key terms and the tax treatment and their two triggers the moment you sign a letter of intent number one the buyer will start due diligence of your company at number two the buyer will start talking with third-party lenders to finance the transaction you really need a good attorney because while a letter of intent is a generally a non-binding document but it can create certain binding implications like your legal obligation to negotiate in good faith many business owners are run across often think that the letter of intent is the end-all theyre gonna sell their