<b>SOP #42 — The Letter of Intent (LOI) Build</b>

<b>SOP #42 — The Letter of Intent (LOI) Build</b>

The LOI is a non-binding offer that locks the deal terms before you spend on diligence. Build it with these clauses, in order.

1. Purchase price and the exact multiple (e.g. 36x trailing monthly net profit).
2. Earnings basis: state which months and which P&L lines define 'net'.
3. Exclusivity period — 21 to 30 days. Seller stops talking to other buyers.
4. Diligence access list: GA, GSC, ad dashboards, hosting, content sources.
5. Asset inventory: domains, social accounts, email list, SOPs, contractor contacts.
6. Holdback or earnout if traffic is volatile (10-20% held 60 days).
7. Expiry date on the LOI itself — usually 5 business days.

Non-binding except exclusivity and confidentiality. Mark those two as binding explicitly.

Save this — run it every deal.