The contents of a letter of intent will vary greatly depending upon what purpose you hope to serve through execution of the document. If I remember my Contracts course correctly, a letter of intent is not necessarily binding in any way (however, in the correct circumstances it might be made binding). The courts consider three different types of letters of intent:
(1) "agreements to agree" - generally not inforceable
(2) "agreements with open terms" - key points have been agreed upon and the parties are bound, but additional gaps can be filled by some other authoritative source if necessary (i.e. the UCC) (3) "contract to negotiate" - parties exchange promises to negotiate in goof faith. All contracts contain an implied warranty of good faith and fair dealing, but some courts have agreed that the letter of intent strengthens your position if there is a breach of good faith. The problem is that most courts have not decided this issue and/or refuse to hear it. FYI, as far as I know, the Washington state supreme court has refused to decide this issue.

As a former owner of a WISP, the first document that I had drafted was a non-disclosure agreement. That document should help protect each party's interests with regards-to misappropriation of information and unfair trade practices while each side shares sensitive information and decides whether a purchase agreement is advisable.

Best of Luck,
Larry Yunker
Network Consultant
[EMAIL PROTECTED]

P.S. DISCLAIMER - As a law student (not a lawyer), I must indicate that the information included in this document should not be construed to be legal advise. You are advised to seek out the assistance of a licensed attorney who practices within your jurisdiction.


----- Original Message ----- From: <[EMAIL PROTECTED]>
To: "WISPA General List" <wireless@wispa.org>
Sent: Sunday, January 28, 2007 5:10 PM
Subject: [WISPA] Letters of Intent


Hello,

Would any of your like to share a copy of a letter of intent to buy out
another party?

I have the chance to buy out another ISP/WISP.

Thanks!

ryan

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