# LOI (Letter of Intent)

A mostly non-binding letter agreeing price and key terms; it starts exclusivity.

Most of it is non-binding, but the exclusivity clause is not, and that is the part that counts: once signed, the [no-shop](https://searchspheresource.com/glossary/no-shop) clock starts and so does real money on legal, [quality-of-earnings](https://searchspheresource.com/glossary/qoe), and lender fees. Settle the headline price here, because reopening it after you have spent that money is where the bargaining power quietly slides to the seller.

In numbers: A two-page LOI at $4.2M with a 60-day exclusivity window and financing and diligence outs opens the books; everything in it except exclusivity and confidentiality stays non-binding.

Source: https://searchspheresource.com/glossary/loi
Not dated: A definition is editorial: what a term means, why it matters, and an example. None of it reads a source that can go stale, so there is no date to take and a stamped one would be the build time wearing a costume.

Site index for machines: https://searchspheresource.com/llms.txt
