Legal Question in Business Law in Nevada

LOI? We want out!!

we signed a letter of intent to form an LLC with some investors based in NV. They were to fund us by a certain date and in exchange we would give them a % of our business ownership and profits. Long story why we want out, but looks like they will not meet the funding deadline. Can they still hold us to the terms of the LOI even if they miss the deadline? Why can't we just ''quit'' the newly formed LLC? THANKS!


Asked on 8/05/07, 8:54 am

4 Answers from Attorneys

Jim Herbe Black & Lobello

Re: LOI? We want out!!

A letter of intent is not a executable contract until both parties show reasonable efforts to comply with the conditions. In this case, your investors must provide funding by the document's deadline or they have failed to abide by the terms of the LOI.

If you wish to have an attorney review your LOI and give you advice regarding your options, my office does one hour consulations for $75.00.

Contact my office should you wish to schedule such a meeting.

Best Regards,

Jim Herbe

[email protected]

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Answered on 8/08/07, 3:09 pm
James Smith James E. Smith Ltd.

Re: LOI? We want out!!

A letter of intent is not a binding contract necessarily. If one of the conditions precedent to doing the deal is funding and it does not come through you can back out of the deal.

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Answered on 8/05/07, 11:07 am
Charles W. Field Charles W. Field, Attorney at Law

Re: LOI? We want out!!

It sounds like you can probably back out, but I would hate for you to take that to the bank with having an attorney review your documents. Since you state that your question relates to NV law, you should use a NV attorney.

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Answered on 8/05/07, 3:21 pm
Johm Smith tom's

Re: LOI? We want out!!

Read the LOI or have someone like me read it and explain it to you. Most likely you can walk away from them because they didn't do what the had to do to bind you.

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Answered on 8/05/07, 7:20 pm


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