Menu
Image: Kirschenbaum & Kirschenbaum, P.C.
Image: Kirschenbaum & Kirschenbaum, P.C.

Since 1977, Kirschenbaum & Kirschenbaum, has provided the highest quality legal advice and services, whether litigous or transactional.

Header: Shadow

<< Back To Articles

Does a letter of intent bind me to a deal?

              December 18, 2014
 
Question:

Jennifer,

Does a letter of intent bind me to a deal?

Thanks, 
Dr. G

Answer: 
 
Depends on the terms of the letter of intent AND depends on what you mean by bind. Very frequently I hear, "well, the LOI is  non-binding so I didn't show it to you."  Mistake.  A letter of intent is non-binding if it says its non-binding, and that language should be specific.  More than that, if the LOI does state its non-binding, regardless, the parties to it are relying on those terms to make a definitive deal, in all likelihood. So, legally binding, maybe not. Conceptually and expectation-wise binding, potentially so. The terms of the LOI are often negotiated, and one party may not take well to deviations in deal terms post-execution of an LOI.  Typically, modification of terms after a signed LOI is seen appropriate should due diligence anticipated and authorized by the LOI change material deal points.  If, for example, the LOI is for contemplated employment, where the employee has little leverage, waiting until after you sign an LOI to try to negotiate a higher salary or better benefits, or other terms that may be covered in the LOI may be seen as bad faith dealings by your future employer. 

So, my advice, which you may have already guessed, is that a letter of intent, even if not legally binding, maybe viewed as conceptually binding to be relied upon for definitive agreements.  Which is why before signing the LOI it is very important to make sure the deal you want is what is reflected in the LOI, and why involvement of your healthcare attorney before execution of the LOI, preferably before negotiation of the LOI, is essential.  
 

Looking to bring value to your residency program?

Contact Jennifer to schedule a talk for your residency program in early 2015


Our office is currently scheduling for 2015 Residency Program talks - AM and lunch time programs.  

If you would like us to visit with your program and present on employment contracts, contact -

Jennifer at
516 747 6700 x. 302 or at 
Jennifer@kirschenbaumesq.com or


We recommend an hour for the presentation, during which we can take questions through out or leave time at the end. 


I-STOP Implementation - Common Q&As

Looking for HIPAA and compliance forms?  
Click here to visit 
our website.



Looking for the KK Healthcare Exchange?  Click Here. 

MISSED OUR RECENT WEBINARS?  CLICK HERE ANYTIME!
Looking for HIPAA and compliance forms?  
Click here to visit our website.
Have a question or comment for Jennifer?
Contact Jennifer at Jennifer@Kirschenbaumesq.com or  at (516) 747-6700 x. 302.
Interested in having Jennifer speak at an event or
at a residency/fellowship program?
Contact Jennifer directly at (516) 747-6700 x. 302 or at Jennifer@Kirschenbaumesq.com
Click here to learn about
K&K's Prepaid Legal Audit/Investigation Defense Now!

<< Back To Articles