Letter of Intent Example Non Profit

LETTER OF INTENT: NON-PROFIT PARTNERSHIP / COLLABORATION

1. DOCUMENT CONTROL

• Effective Date: [Date]
• Version: 1.0
• Jurisdiction: [State/Country]
• Scope: Strategic Collaboration / Grant Application / Partnership Agreement

2. OFFICIAL NOTICE & DISCLAIMER

LEGAL NOTICE: This Letter of Intent ("LOI") outlines the preliminary understanding between the parties. Except for clauses specifically designated as "Binding" (Confidentiality, Governing Law, Exclusivity), this document is a statement of intent and does not constitute a legally binding commitment to enter into a definitive agreement. This template is provided for informational purposes; consult with legal counsel to ensure compliance with local non-profit tax regulations (e.g., IRS 501(c)(3) guidelines) and fiduciary obligations.

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3. PARTIES & DEFINITIONS

• Party A: [Non-Profit Name], a [State] non-profit corporation, with its principal office at [Address].
• Party B: [Partner Name], a [Entity Type] organized under the laws of [State], with its principal office at [Address].
• Project: The collaborative effort described as [Insert Project Name/Description].

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4. OPERATIVE CLAUSES & TERMS

1. Purpose and Objectives

The parties intend to collaborate on the Project to achieve the following: [List 2-3 strategic goals].

2. Roles and Responsibilities

• Party A shall: [Detail specific operational obligations].
• Party B shall: [Detail specific operational obligations].

3. Financial Arrangements

The parties acknowledge that no funds shall be exchanged under this LOI unless defined in a subsequent Definitive Agreement. If applicable, the initial budget for the Project is estimated at [Currency Amount].

4. Confidentiality (BINDING)

Each party agrees to maintain the confidentiality of all proprietary, financial, or sensitive organizational data disclosed during the term of this LOI. This obligation survives for [Number] years post-termination.

5. Term and Termination

This LOI shall remain effective until [Date] or until the execution of a Definitive Agreement. Either party may terminate this LOI with [Number] days' written notice.

6. Governing Law (BINDING)

This LOI shall be governed by and construed in accordance with the laws of the jurisdiction of [State/Country].

7. Non-Binding Nature

Except for the sections marked as "(BINDING)", this document serves only as a framework for discussion and does not create an obligation to complete the Project.

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5. SIGNATURES & ACKNOWLEDGMENT

[Non-Profit Name]

By: ___________________________ Name: [Printed Name] Title: [Title] Date: [Date]

[Partner Name]

By: ___________________________ Name: [Printed Name] Title: [Title] Date: [Date]

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6. STEP-BY-STEP EXECUTION GUIDE

1. Due Diligence Review: Before execution, verify that the partner’s mission aligns with your organization’s tax-exempt purpose to avoid potential UBIT (Unrelated Business Income Tax) exposure or loss of 501(c)(3) status.
2. Formal Resolution: If your non-profit’s bylaws require Board approval for strategic partnerships, ensure a Board Resolution is passed authorizing the signatory to enter into this LOI.
3. Execution & Delivery: Sign two identical copies. Send one original via certified mail or secure digital signature platform (e.g., DocuSign) and retain the other in your corporate records repository.
4. Transition to Definitive Agreement: Use this document as the primary "term sheet" when drafting the final, legally binding Partnership Agreement. Do not initiate fund transfers until the Definitive Agreement is fully executed by both legal entities.