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LOI For Business Purchase
I need an LOI For Business Purchase for acquiring a technology company in Dubai Healthcare City free zone, with specific focus on IP rights protection and key employee retention, targeting completion by March 2025.
1. Parties: Full legal names and addresses of both the potential purchaser and seller
2. Background/Introduction: Brief context of the proposed transaction and identification of the target business
3. Transaction Overview: High-level description of the proposed transaction structure and key assets/shares to be purchased
4. Purchase Price and Payment Terms: Indicative purchase price range, payment structure, and any earnout considerations
5. Due Diligence: Scope of due diligence investigation and information access requirements
6. Exclusivity: Terms and duration of any exclusive negotiation period
7. Confidentiality: Obligations regarding confidential information exchange and announcements
8. Transaction Timeline: Proposed schedule for due diligence, negotiations, and completion
9. Costs: Each party's responsibility for their own costs and expenses
10. Non-Binding Nature: Clear statement of which provisions are non-binding vs. binding
11. Governing Law: Specification of UAE law as governing law
12. Signatures: Execution blocks for authorized representatives of both parties
1. Break Fee: Include when parties want to specify compensation if either party withdraws under certain circumstances
2. Management Meetings: Include when specific arrangements for management presentations and meetings need to be outlined
3. Financing: Include when purchaser needs to specify financing arrangements or conditions
4. Employee Matters: Include when specific provisions regarding key employees or general workforce need to be addressed
5. Regulatory Approvals: Include when transaction will require specific regulatory clearances
6. Asset Perimeter: Include when transaction involves complex asset division or carve-outs
7. Interim Operations: Include when specific restrictions on business operations during negotiations are required
1. Business Description: Detailed description of the target business, including corporate structure and key assets
2. Indicative Timeline: Detailed timeline showing key milestones and deadlines
3. Due Diligence Requirements: List of required documents and information for due diligence
4. Exclusivity Terms: Detailed terms and conditions of the exclusivity arrangement
5. Initial Price Calculations: Preliminary valuation metrics and price adjustment mechanisms
6. Key Personnel: List of key management and employees relevant to the transaction
Authors
Manufacturing
Retail
Technology
Healthcare
Real Estate
Financial Services
Professional Services
Construction
Hospitality
Energy
Transportation
Media and Entertainment
E-commerce
Education
Telecommunications
Legal
Finance
Corporate Development
Mergers & Acquisitions
Strategy
Executive Leadership
Risk Management
Compliance
Business Development
Corporate Secretary Office
Due Diligence
Integration
Chief Executive Officer
Chief Financial Officer
Managing Director
Corporate Development Director
Head of Mergers & Acquisitions
Legal Director
General Counsel
Business Development Manager
Investment Director
Finance Director
Strategy Director
Commercial Director
Board Member
Company Secretary
Risk Manager
Due Diligence Manager
Integration Manager
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