This document outlines an acquisition proposal between two parties. It includes sections on formation of acquired entities, purchase and sale details, principal contacts, roles and responsibilities, due diligence review, purchase agreement terms, employee agreement terms, public announcements, exclusive negotiating rights, miscellaneous terms, dispute resolution, and next steps. The proposal establishes the framework for one company to acquire the business assets and operations of another company.

1. Acquisition Proposal
Between (party1_name) and (party2_name)

2. Table of Contents
2
Introduction
Formation
Purchase and Sale
Principal Contacts
Roles and Responsibilities of Partners
Due Diligence Review
Purchase Agreement
Employee Agreement
Public Announcements
Exclusive Negotiating Rights
Miscellaneous
Dispute Resolution
Entirety
Next Steps

3. Introduction for Memorandum of Agreement
3
Form
This is Request For Proposal (RFP), dated (date) between (partner1_name) an
organization (firm_type) established under the laws of (country_name) with its
headquarter in (firm_location) represented by (representative of partner1),
(designation); and (partner2_name), a (firm_type) in (firm_location), represented by
(representative of partner2), (designation). (Partner1_name) and (Partner2_name)
are referred to herein individually as a “Party” and collectively as “Parties.”
Description
This is the letter of intent for one company offering to buy the business of another
company through asset purchase. It will be considered to be a definite agreement.
Preamble
› (Partner1_name) operates a business
› (Partner2_name) desires to acquire the (Partner1_name) business
› (Partner1_name) has agreed to sell interests of each of its Affiliates to
(Partner2_name)
› Concurrently herewith, the largest business owner of shares of (partner1_name)
common stock shall enter into a voting agreement with (partner2_name) in
connection with the transactions contemplated hereby.
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4. Formation of Acquired Entities
4
Basic Transaction
(Partner1_name) shall, prior to the Closing, cause its Affiliates to be incorporated and established as a private limited company
under the laws of (country_name), as a direct or indirect wholly-owned subsidiary of (partner1_name).
(Partner2_name) will acquire all the assets, tangible and intangible, owned by (partner1_name) that are used in, or necessary
for the conduct of, its business development, including, without limitation -
the (partner1_name), subject to any obligations contained in disclosed license
agreements and all related intellectual property
the fixed assets of (partner1_name)
any and all customer lists
goodwill associated therewith, all free and clear of any security interests, mortgages
or other encumbrances
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5. Purchase and Sale of the Acquired Entities
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Purchase Price Payment
At the Closing, (Partner2_name) shall pay to (Partner1_name) the Purchase Price in cash by
wire transfer or remittance to one or more bank accounts as designated by (Partner1_name)
in writing to (Partner2_name) at least fifteen(15) Business Days prior to the Closing Date.
Closing
The closing of the transactions expected by this Agreement (the “Closing”) shall take place no
later than fifteen(15) Business Days following the satisfaction or waiver of all conditions to the
obligations of the Parties to consummate the transactions set forth in this Agreement.
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6. (Partner1)
• (Principal Contact _Name)
• (Designation)
• (Address)
• (Telephone)
Principal Contacts for Acquisition Proposal
6
Note – These Principal Contacts may change in writing from time to time by their respective Partners.
The principal contacts for the individual organizations are mentioned below
(Partner2)
• (Principal Contact _Name)
• (Designation)
• (Address)
• (Telephone)
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7. Roles and Responsibilities of Partners for Acquisition Proposal
7
Roles and Responsibilities of Partners
Responsibilities
Roles
Partner 1
• Add text here
• Add text here
• Add text here
• Add text here
Partner 2
• Add text here
• Add text here
• Add text here
• Add text here
Description
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8. Due Diligence Review of the Acquired Entities
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Punctually, after the execution of this letter of intent
(Partner1_name) will allow to complete examination of financial, accounting and
business records and the contracts and other legal documents in order to complete
due diligence.
Any information obtained by (partner2_name) as a result thereof will be
maintained by (partner2_name) in confidence subject to the terms of the
Confidentiality Agreement executed by the parties and dated (date)
(“Confidentiality Agreement”).
The parties will cooperate to complete due diligence expeditiously
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9. Purchase Agreement in Acquisition Proposal
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› A definitive written purchase agreement (the “Purchase Agreement”),
consummation of the acquisition would be subject to having conducted
(partner1_name) business in the ordinary course during the period between the
date hereof and the date of closing
› No material adverse change in (partner1_name) business, financial condition
or prospects
› All of the terms and conditions of the proposed transaction will be mentioned in
the Purchase Agreement, to be negotiated, agreed and executed by both Parties
› Neither party intends to be bound by any oral or written statements or
correspondence concerning the Purchase Agreement arising during the course
of negotiations
› Notwithstanding that the same may be expressed in terms signifying a partial,
preliminary or interim agreement between the Parties
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10. Employee Agreement in Acquisition Proposal
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Mutually Agreeable Provisions Regarding Term
Base and Incentive Compensation
Confidentiality
Assignment to (partner2_name) of intellectual property rights in past and future work
product and restrictions on competition
(partner2_name) offer employment to substantially all of (partner1_name)’s employees and would
expect the management team to use its reasonable best efforts to assist (partner2_name) to
employ these individuals.
Simultaneously with the execution of the Purchase Agreement, both Parties
would enter into employment agreements on such terms and conditions as
would be negotiated and agreed. Including
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11. Public Announcements in Acquisition Proposal
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Neither of the Parties are allowed to make announcement of the proposed
transaction contemplated by this letter of intent prior to the execution of the
Purchase Agreement without the prior written approval of the other, which
approval will not be unreasonably withheld or delayed.
The foregoing shall not restrict in any respect either of the party ability to
communicate information concerning this letter of intent and the
transactions contemplated hereby to both Parties, and their respective
affiliates’, officers, directors, employees and professional advisers, and,
to the extent relevant, to third parties whose consent is required in
connection with the transaction contemplated by this letter of intent.
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12. Exclusive Negotiating Rights in Acquisition Proposal
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For (partner2_name) to utilize the resources, other potential opportunities, and acquire
the legal, accounting and incidental necessary expenses appropriately to evaluate the
possibility of acquiring the assets and business mentioned.
To negotiate the terms of, and consummate, the transaction expected hereby,
(partner1_name) agree that for a period of sixty(60) days after the date.
Hereof (partner1_name) and its affiliates and associated respective officers, directors,
employees and agents shall not initiate, solicit, encourage, directly or indirectly, or
accept any offer or proposal, regarding the possible acquisition by any person other
than (partner2_name)
Not allowed to provide any confidential information regarding (partner1_name) assets or business to any person other than
(partner2_name) representatives.
Including without limitation by way of a purchase of
Shares
Assets or Merger
Any substantial part of your equity securities or assets
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13. Miscellaneous in Acquisition Proposal
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This letter will be governed by the fundamental laws of the (country) without any
conflict to law principles.
This letter constitutes the entire understanding and agreement between the both
Parties and their affiliates with respect to its subject.
It surpasses all prior or contemporaneous agreements, representations,
warranties and understandings of such parties (whether oral or written).
No promise, inducement, representation or agreement, other than as expressly
presented here, has been made to or by the both Parties.
This letter is taken into consideration only by written agreement, signed by the
both Parties to be bound by the amendment.
Evidence will be prohibited to present agreement between these parties to any
term or condition contrary to or in addition to the terms and conditions contained in
this letter.
This letter shall be construed according to its fair meaning and not strictly for or
against either party.
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14. Dispute Resolution for Memorandum of Agreement
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Both the parties agree in the event of dispute between the Partners in context to
Agreement that they first make efforts to resolve the dispute through informal discussions
In case of any dispute not informally resolved within the assigned period, the partners
agree to negotiate through mediation
Mediator should be accepted by both the parties
Cost of the mediator should be shared equally by both the Partners
No Partner is allowed to waive its legal rights to resolve this Agreement in legal forum
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15. Entirety for Acquisition Proposal
15
The Agreement includes -
Annexes
Complete understanding and agreement between Partners
No changes will be taken into consideration unless not signed by
both Partners
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16. Next Steps
16
Signature
Proposal lead
(User_assigned}. (user_title)
Signature
Default Contact
(User_assigned}. (user_title)
It is requested to read the MoA to get the understanding of the details involved in working with us. Everything should be fair, transparent
and easily understandable at the beginning in order to lay a solid foundation for better work relationship.
We firmly believe in clarifying things and sorting out the issues
in order to find the most suitable way to work together.
› Discuss the desired changes
› Accept the proposal
› Sign and finalize the proposal
› Submit an initial payment of 50% of total fee of project
› Once we get the notification of your proposal acceptance, we will send you the
separate copy of the signed contract for your record
› Feel free to contact
› Add text here
› Add text here
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17. Contact Us
17
Contact Numbers
0123456789
Email Address
emailaddress123@gmail.com
Address
# street number, city, state

18. 18
Additional Slides

19. About Us
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Preferred by Many
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audience's attention.
Target Audience
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audience's attention.
Value Clients
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20. Our Mission
20
Vision
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Mission
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Goal
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21. Roadmap For Process Flow
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&
2
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1
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22. 30 60 90 Days Plan
22
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30DAYS
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60DAYS
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90DAYS
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23. Timeline
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Start
End
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2016
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2018
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2017
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2019