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A Partnership Letter of Intent is a crucial preliminary document used when parties are seriously considering forming a business partnership but need to establish framework for negotiations and due diligence. This document is particularly relevant in the Australian business context, where partnership arrangements are governed by both federal legislation and state-specific Partnership Acts. The LOI serves as a stepping stone toward a formal partnership agreement, typically used in situations where parties need to outline their intentions, proposed structure, and key terms while maintaining flexibility for negotiations. It includes important elements such as confidentiality provisions, due diligence requirements, and proposed timelines, while clearly stating its non-binding nature to avoid unintended legal obligations. This document is especially valuable in complex partnership formations where significant due diligence or negotiation is anticipated.

1. Date and Parties: Identification of all potential partners and the date of the LOI

2. Background/Introduction: Brief context about the parties and their intention to explore a partnership

3. Purpose: Clear statement of the intended partnership's objectives and scope

4. Proposed Partnership Structure: High-level outline of the intended partnership arrangement

5. Key Terms for Discussion: Main points to be negotiated in the final partnership agreement

6. Due Diligence: Overview of the information sharing and verification process

7. Timeline: Proposed schedule for negotiations and partnership formation

8. Non-Binding Nature: Statement clarifying that this is not a binding partnership agreement

9. Confidentiality: Terms regarding the protection of shared information during negotiations

10. Signature Block: Space for parties to sign and date the letter