Fixing the price too early
With no room to adjust for diligence findings.
Letter of intent (LOI)
Letter of intent for buying an ecommerce business
The LOI sets the shape of the whole deal. Get the structure, exclusivity and diligence rights right before you sign it.
Discuss Your AcquisitionOverview
Why the LOI matters more than buyers expect
A letter of intent is usually described as non-binding, but it sets expectations that are hard to change later: price, structure, payment terms, exclusivity and timetable.
We review or draft the LOI so it leaves room for proper diligence and fair protection in the final purchase agreement.
Get Legal AdviceWhat It Covers
What to include in an ecommerce LOI
The terms that shape everything that follows.
Upfront cash, earnouts, seller notes, escrow and inventory adjustments.
Buyer Checklist
Common LOI mistakes buyers make
Exclusivity too short
Not enough time to complete a proper review.
Vague earnout terms
Metrics left to be 'agreed later'.
No inventory mechanism
Unclear how stock is valued at closing.
Missing transition support
No commitment from the seller after the sale.
Accidentally binding language
Wording that commits you before diligence.
Our Process
How we help with your LOI
FAQ
Frequently asked questions
Most commercial terms in an LOI are non-binding, but confidentiality, exclusivity and cost provisions usually are. The wording decides which is which.
Buyer Guides
Related legal guides for ecommerce buyers
Cross-border
Cross-border ecommerce acquisition legal advice
Asset purchase
Asset purchase agreement for an ecommerce business
Share / stock purchase
Share and stock purchase agreements for ecommerce businesses
Due diligence
Legal due diligence for buying an ecommerce business
Amazon FBA
Legal advice for buying an Amazon FBA business
Shopify
Legal advice for buying a Shopify store
Acquisition lawyer
Specialist legal counsel for ecommerce business acquisitions
Closing
Ecommerce acquisition closing checklist
Buyer checklist
Buying an online business: the legal checklist
Amazon
Amazon seller account transfer when buying an FBA business
Transition
Transition services agreement for ecommerce acquisitions
Deal terms
Earnouts and seller financing in ecommerce acquisitions
Valuation
Ecommerce business valuation: the legal checks behind the price
Cross-border
Buying a US ecommerce business from the UK or abroad
About to sign an LOI?
Tell us about the business you plan to buy and where the deal stands. We will explain the legal support you need.