An Asset Purchase Letter of Intent is typically used in the early stages of an asset acquisition transaction when parties have reached preliminary agreement on key terms but before conducting detailed due diligence or executing definitive agreements. Under Belgian law, this document serves as a roadmap for the transaction, outlining the proposed structure, purchase price, timeline, and other essential terms while clearly distinguishing between binding and non-binding provisions. It's particularly important in the Belgian context where pre-contractual liability principles (culpa in contrahendo) can create legally binding obligations during negotiations. The document typically includes provisions for exclusivity, confidentiality, and access for due diligence, while maintaining flexibility for the final transaction terms. It's an essential tool for complex asset purchases, helping to align parties' expectations and provide a framework for the detailed negotiations that will follow.
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1. Date and Addresses: Formal letter heading with date and full addresses of both parties
2. Introduction: Opening paragraph identifying the parties and their roles (buyer/seller)
3. Assets Description: Clear identification of the assets intended to be purchased
4. Purchase Price and Payment Terms: Proposed purchase price, payment structure, and any price adjustment mechanisms
5. Key Commercial Terms: Main business points including timing, conditions, and any major assumptions
6. Due Diligence: Outline of the proposed due diligence process and timeline
7. Exclusivity: Terms of exclusive negotiation period
8. Confidentiality: Confidentiality obligations of both parties
9. Binding vs. Non-Binding Provisions: Clear statement of which provisions are intended to be legally binding
10. Timeline: Proposed timeline for negotiations, due diligence, and closing
11. Closing: Signature blocks and formal closing of the letter
1. Break Fee: Terms of any break fee payable if the transaction doesn't proceed, used in larger transactions or where significant costs will be incurred in due diligence
2. Financing: Details of any financing arrangements or conditions, included when purchase is subject to financing
3. Employee Matters: Preliminary terms regarding employees associated with the assets, included when relevant to the asset purchase
4. Regulatory Approvals: Discussion of required regulatory approvals, included for regulated industries or large transactions
5. Tax Structure: Preliminary views on tax structure, included for complex transactions with significant tax implications
6. Dispute Resolution: Specific dispute resolution mechanisms, included in cross-border transactions or complex deals
1. Asset Schedule: Preliminary list of assets to be purchased
2. Timeline Schedule: Detailed timeline with key dates and milestones
3. Price Calculation: Initial framework for price calculation or adjustments
4. Due Diligence Requirements: List of required due diligence items and documentation
5. Key Terms Sheet: Summary of main commercial terms in bullet point format
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