Letter of Intent Sample for Workshop

LETTER OF INTENT: WORKSHOP COLLABORATION AND FACILITATION

1. DOCUMENT CONTROL

• Effective Date: [Insert Date]
• Document Version: 1.0
• Jurisdiction/Governing Law: [Insert State/Province]
• Scope: Professional services engagement for the design, development, and delivery of [Workshop Title].

2. LEGAL NOTICE / DISCLAIMER

LEGAL NOTICE: This Letter of Intent ("LOI") is intended to outline the preliminary understanding between the parties regarding the proposed workshop engagement. Except for Clauses 5 (Confidentiality), 6 (Intellectual Property), and 8 (Governing Law), which are intended to be legally binding, this document represents an expression of interest and does not constitute a definitive agreement. Parties shall remain free to negotiate and execute a Final Services Agreement (FSA).

3. PARTIES & DEFINITIONS

• Host Organization: [Full Legal Name], having its principal place of business at [Address] (“Host”).
• Facilitator: [Full Legal Name], having its principal place of business at [Address] (“Facilitator”).
• The Workshop: The event titled [Workshop Title], scheduled for [Proposed Date/Range] at [Location/Virtual Platform].

4. OPERATIVE CLAUSES

1. Scope of Work: Facilitator agrees to perform the following: [e.g., Curriculum design, 4-hour live session, post-workshop debrief report].
2. Compensation: Host shall pay Facilitator a total fee of [Amount] USD, payable as follows: [e.g., 50% deposit upon signature, 50% upon completion].
3. Cancellation Policy: If Host cancels within [Number] days of the Workshop, a cancellation fee of [Amount/Percentage] shall be forfeited to the Facilitator.
4. Term: This LOI shall remain in effect until the earlier of (a) the execution of a definitive FSA, or (b) [Date], at which point this LOI terminates unless extended by written mutual consent.
5. Confidentiality: Both parties agree to maintain the confidentiality of proprietary information shared during the design phase.
6. Intellectual Property: All workshop materials developed by Facilitator remain the property of Facilitator, with a perpetual, non-exclusive license granted to Host for internal use.
7. Liability: Neither party shall be liable for indirect, incidental, or consequential damages arising from the negotiation or performance of this preliminary understanding.
8. Governing Law: This LOI shall be governed by the laws of [Jurisdiction].

5. SIGNATURES & ACKNOWLEDGMENT

By signing below, the parties confirm their intent to proceed in good faith toward the execution of a definitive agreement.

FOR: [HOST ORGANIZATION] Name: __________________________ Title: ___________________________ Date: ___________________________

FOR: [FACILITATOR] Name: __________________________ Title: ___________________________ Date: ___________________________

6. EXECUTION GUIDE

1. Drafting Review: Populate all bracketed fields with specific deliverables and payment terms to prevent ambiguity during the drafting of the final contract.
2. Binding Scope: Ensure both parties understand that while this LOI is non-binding regarding the service delivery itself, the Confidentiality (5) and IP (6) clauses provide immediate legal protection for trade secrets shared during the planning phase.
3. Formal Conversion: Use this document as the "Term Sheet" attachment for your final Services Agreement (SA). Ensure the final SA references this LOI to integrate the pre-negotiated terms into the master contract.
4. Record Retention: Both parties should retain a fully executed digital copy for a minimum of three years for tax and audit compliance.