Letter of Intent Sample for Hotel

LETTER OF INTENT: ACQUISITION OF HOTEL ASSET

Document Control

• Effective Date: [Date]
• Version: 1.0
• Jurisdiction: [State/Province/Country]
• Scope: Asset Purchase / Leasehold Interest

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1. LEGAL DISCLAIMER

This Letter of Intent ("LOI") is intended to outline the preliminary terms of a proposed transaction between the Parties. Except for the sections entitled "Confidentiality," "Exclusivity," and "Governing Law," this document is non-binding and does not constitute a formal offer or a legally enforceable contract until a Definitive Purchase Agreement (DPA) is executed by all Parties.

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2. PARTIES & DEFINITIONS

• Buyer: [Full Legal Name of Buyer], a [Entity Type, e.g., LLC] organized under the laws of [Jurisdiction].
• Seller: [Full Legal Name of Seller], the owner of the Subject Property.
• Subject Property: The hotel asset located at [Full Physical Address] including all FF&E (Furniture, Fixtures, and Equipment), hotel licenses, intellectual property, and operational goodwill.

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3. OPERATIVE CLAUSES

3.1 Purchase Price

The proposed purchase price for the Subject Property is [Amount in Currency], payable as follows:

• Initial Deposit: [Amount] held in escrow within [Number] business days of LOI execution.
• Balance: Remaining [Amount] payable via wire transfer at Closing.

3.2 Due Diligence Period

Buyer shall have [Number] days (the "Diligence Period") following the receipt of all relevant records (Financials, P&L, Tax Returns, Permits) to conduct inspections. Seller shall provide full access to the Property and all operational books.

3.3 Exclusivity (Binding)

For a period of [Number] days from the Effective Date, Seller agrees to negotiate exclusively with Buyer and shall cease all discussions or solicitations with third-party prospective purchasers.

3.4 Closing Conditions

Closing is contingent upon:

1. Completion of a satisfactory Phase I Environmental Site Assessment.
2. Successful transfer of all liquor licenses and operational permits.
3. Execution of a mutually acceptable Definitive Purchase Agreement (DPA).

3.5 Confidentiality (Binding)

Parties agree to hold all proprietary information in strict confidence and shall not disclose the existence of these negotiations to any third party (excluding professional advisors) without prior written consent.

3.6 Governing Law

This LOI shall be governed by and construed in accordance with the laws of [Jurisdiction].

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4. SIGNATURES & ACKNOWLEDGMENT

FOR BUYER: Signature: __________________________ Name: [Printed Name] Title: [Title] Date: [Date]

FOR SELLER: Signature: __________________________ Name: [Printed Name] Title: [Title] Date: [Date]

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5. EXECUTION & ENFORCEMENT GUIDE

1. Validation: Ensure all property identifiers (Tax Parcel ID or Legal Description) are attached as an Exhibit to ensure clarity regarding the asset being acquired.
2. Escrow Setup: Once signed, transmit this LOI to a neutral third-party Title Company or Escrow Agent to trigger the "Exclusivity" clock and deposit the earnest money.
3. DPA Transition: Utilize this document as the primary "Term Sheet" for your legal counsel to draft the Definitive Purchase Agreement (DPA). Ensure the DPA specifically supersedes all terms contained in this LOI upon execution.
4. Regulatory Review: Immediately initiate the "Transfer of License" applications for health, safety, and alcohol/gaming permits, as these often have longer lead times than the financial closing itself.