Notes : This is just an example of Letter of Intent! :)
We welcome the opportunity to submit a proposal to acquire the business of Diamond, Inc. and related companies operating approximately 20 retail stores in Seoul baked goods. We understand the desire to proceed expeditiously with a sale of the business. We are prepared to move quickly on the transaction and believe we are well suited to do so. This letter summarizes our proposal.
1. Purchase Price
An entity newly formed by Mint, LLC would purchase substantially all of the operating assets, including all tangible and intangible assets, equipment, leases, contract rights, and intellectual property used in the business for a purchase price of one million one hundred thousand dollars ($1,100,000). Buyer will not assume any liabilities of the business of the company other than liabilities accruing after the closing under contracts or leases assumed by buyer.
2. Definitive Agreement
The closing will be subject to the negotiation and execution of definitive transaction documents that will include, among other things, customary representations, warranties, covenants, and indemnities by the seller and their principals regarding the business operations, and financial condition of the business.
3. Closing Date
The parties acknowledge that time is of importance and that they will work towards closing the transaction as quickly as possible.
4. Conditions to Closing
the consummation of the transaction will be subject to the satification of customary, including, without limitation, the following :
January 30th, 2017
Choi Seunghan
Diamond's, Inc.
Dear Mr. Choi,
We welcome the opportunity to submit a proposal to acquire the business of Diamond, Inc. and related companies operating approximately 20 retail stores in Seoul baked goods. We understand the desire to proceed expeditiously with a sale of the business. We are prepared to move quickly on the transaction and believe we are well suited to do so. This letter summarizes our proposal.
1. Purchase Price
An entity newly formed by Mint, LLC would purchase substantially all of the operating assets, including all tangible and intangible assets, equipment, leases, contract rights, and intellectual property used in the business for a purchase price of one million one hundred thousand dollars ($1,100,000). Buyer will not assume any liabilities of the business of the company other than liabilities accruing after the closing under contracts or leases assumed by buyer.
2. Definitive Agreement
The closing will be subject to the negotiation and execution of definitive transaction documents that will include, among other things, customary representations, warranties, covenants, and indemnities by the seller and their principals regarding the business operations, and financial condition of the business.
3. Closing Date
The parties acknowledge that time is of importance and that they will work towards closing the transaction as quickly as possible.
4. Conditions to Closing
the consummation of the transaction will be subject to the satification of customary, including, without limitation, the following :
- The negotiation, execution, and delivery of definitive agreements satisfactory to each of the parties, including retail leases and securing of any required governmental or third party approvals, waivers, or consents.
- Maintenance of the Company's business in the ordinary course and the absence of any material adverse change in the company's business of financial condition or material changed in the conduct of its business as of the date of this Letter of Intent.
- The company not seeking or requesting any type of bankruptcy protection or bankruptcy procedure.
5. Binding Agreement
Other than this paragraph, which is intended to be and is legally binding, this letter is nonbinding and constitues and indication of intent only and creates no liability or obligation of any nature whatsoever among the parties here to with respect to any contemplated transaction or any other matter or action described or reffered to herein. Legally binding obligations with respect to the contemplated transaction will only arise upon execution of a definitive agreement and related agreements with respect to the transaction.
If the foregoing is satisfactory, please indicate your agreement with the foregoing by countersigining a copy of this letter and returning it to our attention. We look forward to proceeding together on this transaction.
Sincerely,
Yoon Minwoo
President CEO
Carats, Ent.
ACCEPTED AND AGREED :
Choi Seunghan
President and CEO
Diamond's, Inc.
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