LETTER OF INTENT

[LETTER DATE]

[RECIPIENT NAME]

[RECIPIENT TITLE]

[RECIPIENT COMPANY NAME]

[RECIPIENT ADDRESS]

Dear [RECIPIENT NAME],

This Letter of Intent ("LOI") sets forth the principal terms and conditions under which [YOUR COMPANY NAME] ("Buyer/Investor") intends to [acquire / invest in / enter into a partnership with] [TARGET COMPANY NAME] ("Company").

1. PROPOSED TRANSACTION

Buyer proposes to [acquire 100% of the outstanding equity interests of / invest $[INVESTMENT AMOUNT] in / enter into a joint venture with] the Company on the terms set forth herein.