The Commercial Letter of Intent to Purchase is a crucial preliminary document in Nigerian business transactions, used when a party wishes to formally express their serious intention to purchase assets, property, or an entire business. This document, while primarily non-binding, serves as a foundation for negotiations and demonstrates commitment to the transaction. It is commonly used in situations requiring detailed due diligence, complex negotiations, or when parties need to secure financing. Under Nigerian law, the letter typically includes essential elements such as party identification, asset description, proposed purchase price, and timeline, while adhering to local commercial practices and legal requirements. It's particularly valuable in high-value transactions where parties need to establish clear understanding before proceeding with a full purchase agreement.
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1. Letter Header: Official letterhead, date, reference number, and recipient's full address
2. Subject Line: Clear indication that this is a Letter of Intent to Purchase [specified asset/property/business]
3. Opening Statement: Formal introduction and identification of the parties (buyer and seller)
4. Expression of Intent: Clear statement of intention to purchase the specified asset/property
5. Description of Subject Matter: Detailed description of what is intended to be purchased
6. Basic Terms: Proposed purchase price, payment terms, and timeline for completion
7. Due Diligence: Statement regarding the buyer's right to conduct due diligence
8. Duration of Offer: Validity period of the letter of intent
9. Non-Binding Statement: Clear statement that this is non-binding except for specified clauses
10. Closing and Signature: Formal closing, signature blocks for authorized representatives
1. Exclusivity Period: Used when buyer requires exclusive negotiation rights for a specified period
2. Confidentiality Clause: Include when sensitive information will be shared during negotiations
3. Break Fee: Used in high-value transactions to specify compensation if either party backs out
4. Conditions Precedent: Include when purchase is subject to specific conditions being met
5. Governing Law: Include when transaction involves interstate or international parties
6. Dispute Resolution: Include for high-value transactions or when parties prefer specific resolution methods
1. Asset Schedule: Detailed listing and description of assets to be purchased
2. Price Structure: Breakdown of purchase price and payment terms if complex
3. Due Diligence Requirements: List of documents and information required for due diligence
4. Timeline: Proposed schedule for completion of the transaction
5. Key Terms Sheet: Summary of main commercial terms for quick reference
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