The Joint Venture Letter of Intent (LOI) is a crucial preliminary document in Canadian business transactions, typically used when two or more parties are exploring a significant business collaboration or joint venture. This document serves as a roadmap for the proposed venture, outlining key commercial terms while maintaining flexibility for detailed negotiations. While primarily governed by Canadian federal and provincial laws, it must consider various regulatory frameworks including the Competition Act, Investment Canada Act, and relevant provincial statutes. The LOI is particularly valuable in complex transactions where parties need to establish clear parameters for negotiation, conduct due diligence, and secure exclusivity before committing significant resources to the final agreement. It typically precedes more detailed agreements and helps align parties' expectations early in the process.
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1. Parties: Full legal names and addresses of all parties to the proposed joint venture
2. Background/Recitals: Context of the proposed joint venture and brief description of each party's business
3. Purpose and Scope: Clear statement of the intended purpose and scope of the joint venture
4. Key Terms: Essential commercial terms including ownership structure, contributions, and profit sharing
5. Timeline: Proposed timeline for due diligence, negotiation, and execution of definitive agreements
6. Confidentiality: Binding provisions regarding the treatment of confidential information exchanged
7. Exclusivity: Terms of any exclusive negotiation period
8. Costs and Expenses: Allocation of costs and expenses during the negotiation period
9. Non-Binding Nature: Clear statement of which provisions are binding and non-binding
10. Governing Law: Specification of applicable law and jurisdiction
11. Termination: Circumstances under which the LOI may be terminated
12. Signatures: Execution blocks for all parties
1. Due Diligence: Framework for the due diligence process, used when significant investigation is required
2. Regulatory Approvals: Include when the joint venture requires specific regulatory clearances
3. Break Fee: Include when parties want to specify compensation if one party withdraws
4. Management Structure: High-level outline of proposed management structure, included for more complex ventures
5. Dispute Resolution: Include when parties want to specify a particular dispute resolution mechanism
6. Non-Solicitation: Include when parties want to prevent poaching of employees during negotiations
7. Press Releases: Include when public announcements need to be controlled
1. Initial Business Plan Overview: High-level summary of proposed business objectives and strategy
2. Proposed Capital Structure: Overview of initial capitalization and ownership structure
3. Key Assets: List of significant assets to be contributed by each party
4. Timeline and Milestones: Detailed schedule of key dates and deliverables
5. Required Regulatory Approvals: List of anticipated regulatory approvals needed
6. Form of Confidentiality Agreement: If separate from main LOI, attached as schedule
Authors
Relevant legal definitions
Clauses
Relevant Industries
Manufacturing
Technology
Natural Resources
Energy
Real Estate
Infrastructure
Healthcare
Financial Services
Transportation
Telecommunications
Mining
Agriculture
Retail
Professional Services
Construction
Environmental Services
Relevant Teams
Legal
Corporate Development
Finance
Executive Leadership
Business Development
Strategy
Operations
Risk & Compliance
Mergers & Acquisitions
Commercial
Corporate Secretariat
Investment
Relevant Roles
Chief Executive Officer
Chief Financial Officer
Chief Operating Officer
Chief Legal Officer
General Counsel
Corporate Development Director
Business Development Manager
Strategic Partnership Manager
Investment Director
Senior Legal Counsel
Corporate Secretary
Finance Director
Managing Director
Commercial Director
Operations Director
Risk Manager
Compliance Officer
Project Director
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