Is a letter of intent legally binding?

Most letters of intent are non-binding as to price and terms, but almost all contain binding provisions — exclusivity, confidentiality, expense allocation, and governing law. Those binding sections are enforceable the moment you sign, which is why the document deserves counsel before signature.

What does the complimentary LOI review include?

An experienced M&A attorney reads your letter of intent and walks you through the economic terms, the binding provisions, the exclusivity window, and the issues most likely to create friction later in due diligence and definitive documentation.

How long does the review take?

Most reviews are scheduled within a few business days of submission. The conversation itself typically runs about thirty minutes.

Do I have to engage GV LAW after the review?

No. The review is complimentary and carries no obligation. Many owners use it simply as a second opinion before committing to exclusivity with a buyer.

Complimentary LOI Review

Before you sign your Letter of Intent, get a second opinion.

A Letter of Intent sets the framework for your transaction. Before you commit, let an experienced mergers and acquisitions attorney review the principal terms with you and discuss key legal and business considerations that may affect your deal.

Complimentary
30-Minute Consultation
For Qualifying Business Acquisition & Sale Transactions

Request Your Complimentary LOI Review

What's Included

During your Complimentary LOI Review, we will review the principal terms of your Letter of Intent and discuss issues that commonly affect business acquisitions and sales, including:

Purchase price and payment structure
Asset purchase vs. equity purchase considerations
Exclusivity and no-shop provisions
Due diligence timeline and scope
Seller financing and earnouts
Closing conditions
Allocation of transaction risk
Key negotiation opportunities
Recommended next steps

At the conclusion of the review, you will have a clearer understanding of the legal and business issues that may affect your transaction and whether formal legal representation is appropriate.

Is This Review Right for You?

To ensure we can provide meaningful guidance, the Complimentary LOI Review is reserved for qualifying business acquisition and sale transactions. Before scheduling your consultation, please complete the brief questionnaire below. Your responses help us evaluate your transaction, perform a preliminary conflicts review, and ensure we make the most of our time together.

The questionnaire takes approximately 3–5 minutes to complete.

Letter of Intent FAQs

Is a letter of intent legally binding?: Most letters of intent are non-binding as to price and terms, but almost all contain binding provisions — exclusivity, confidentiality, expense allocation, and governing law. Those binding sections are enforceable the moment you sign, which is why the document deserves counsel before signature.
What does the complimentary LOI review include?: An experienced M&A attorney reads your letter of intent and walks you through the economic terms, the binding provisions, the exclusivity window, and the issues most likely to create friction later in due diligence and definitive documentation.
How long does the review take?: Most reviews are scheduled within a few business days of submission. The conversation itself typically runs about thirty minutes.
Do I have to engage GV LAW after the review?: No. The review is complimentary and carries no obligation. Many owners use it simply as a second opinion before committing to exclusivity with a buyer.

For a deeper treatment of the letter of intent, read the transaction academy module on the LOI and the article “A Letter of Intent Is Not Just a Letter.” Buyers should start with the acquisition guide; sellers with the exit guide.