Indian Contract Act, 1872
Governs the enforceability of binding provisions in the LoI — particularly exclusivity and confidentiality.
Signal seriousness.Establish terms. Before the deal is finalised.
A Letter of Intent that captures commercial alignment, locks in binding provisions like exclusivity and confidentiality, and bridges the gap to your formal definitive agreement.
Exclusivity ClauseConfidentialityNon-Binding IntentDue Diligence Timeline
Rs 2,499
All-Inclusive
Binding Provisions
Clearly Identified
2–3 Days
Delivery
What we handle for you
An LoI that captures commercial alignment, distinguishes binding from non-binding provisions, and sets the stage for your definitive agreement.
Key Commercial Terms
Draft the key commercial terms — price, structure, timelines — as clearly as possible, establishing shared understanding before the formal drafting process.
Binding vs. Non-Binding Provisions
Distinguish between binding provisions (exclusivity, confidentiality) and non-binding intent — so both parties understand exactly what they are committing to.
Due Diligence & Conditions
Include due diligence timelines, conditions to be satisfied before finalisation, and expense-sharing provisions for documentation costs.
Walk-Away Rights
Include walk-away provisions specifying what happens if the transaction does not close — so both parties have a clear exit path.
The 4-Step Process
From intended transaction description to a signed LoI — establishing commercial alignment and binding exclusivity.
01
Describe the Intended Transaction
Share the nature of the transaction, the parties involved, the key commercial terms proposed, and the desired binding vs. non-binding provisions.
02
Lawyer Drafts the LoI
Our lawyer prepares a clear LoI that captures the agreed intent precisely, with appropriate binding and non-binding provisions.
03
Review & Sign
Both parties review and sign the LoI, signalling commitment to proceed toward the formal agreement.
04
Bridge to Definitive Agreement
The LoI serves as the reference document for drafting the final, binding agreement.
Legal Framework
Letters of Intent in India are governed by contract law principles — with binding provisions taking effect immediately on signing.
Estoppel Doctrine
A party may be estopped from denying commitments in an LoI if the other party has acted in reliance on those representations.
Companies Act, 2013
Relevant for LoIs in M&A transactions — board approvals and regulatory filings may be required at this stage.
SEBI Regulations
Applicable to LoIs in transactions involving listed companies — triggering disclosure and open offer obligations.
Client Success Stories
“We signed an LoI for an acquisition without legal review and the exclusivity period cost us a competing deal. LegalKonnect now drafts all our LoIs — exclusivity is shorter and the binding provisions are explicitly marked.”
RM
Rajiv Menon
Bengaluru“We needed an LoI for a property transaction to lock in the agreed price while completing due diligence. LegalKonnect drafted it with clear conditions and walk-away rights. Exactly what we needed.”
MK
Meera Kapoor
DelhiFrequently Asked Questions
Stamp Duty Not Included
Government stamp duty charges apply to registered documents and vary by state. These are paid directly to the government and are not part of our service fee. Your advocate will confirm the applicable amount for your state before any document is executed.
Most commercial terms in an LoI are expressed as non-binding statements of intent. However, specific provisions such as exclusivity, confidentiality, expense obligations, and governing law are typically drafted as binding obligations from the date of signing.
If the party violates a binding provision (such as exclusivity), they may be liable for damages. For non-binding terms, walking away generally does not create legal liability — though it may cause commercial harm to the relationship.
An LoI should be detailed enough to reflect genuine commercial alignment on key terms — price, structure, timelines — but not so detailed that it becomes a contract in itself. The goal is alignment, not exhaustive legal coverage.
They serve similar purposes but differ in formality and context. An MoU is more commonly used for partnerships, collaborations, or government agreements. An LoI is more commonly used in M&A, investment, and commercial deal contexts. Both can be binding or non-binding depending on their language.