
A letter of intent (LOI) is an important document often used to initiate a business transaction. After some initial business discussions and general agreement on terms, the buyer will present an LOI to the seller to signal their serious commitment to doing business with them. It outlines preliminary terms of the agreement, defines expectations, and establishes points to be negotiated. An LOI is typically non-binding, but it plays a key role in setting the direction of the transaction. Therefore, professional legal counsel is critical for creating an LOI that sets up a successful business transaction. What Is a Letter of Intent (LOI) Used for? A letter of intent can be used to accomplish many things in the early stages of a business transaction: Announce the nature of a deal between two parties, such as a merger, acquisition, or joint venture. Propose the basic structure of a deal, including the potential price, timeline, and conditions. Define expectations and create transparency before finalizing the agreement. Provide a framework for continuing negotiations. Protect all parties with confidentiality agreements and exclusivity provisions. Why Writing a Letter of Intent (LOI) Requires Legal Counsel Although letters of intent generally aren’t binding, the confidentiality and exclusivity provisions will be; the parties may also agree that certain other provisions are binding….
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The 2025 Minnesota legislature amended various employment law statutes. Here are some changes that are important for employers to know: Mandatory Rest Breaks – Amendments to Minn. Stat. § 177.253 subd. 1 and 3: The new rest break statute goes into effect on January 1, 2026, and requires employers to permit employees a rest break of at least 15 minutes or enough time to utilize the nearest convenient restroom, whichever is longer, within each four consecutive hours worked. If the employer does not allow these rest breaks, the employer could be liable for the employee’s rest break time that should have been allowed at the employee’s regular rate, plus an additional equal amount in liquidated damages. Mandatory Meal Breaks – Amendments to Minn. Stat. § 177.254 subd. 1, 2, and 4: Effective January 1, 2026, employees working six or more consecutive hours must be allowed a meal break of at least 30 minutes. If the employer does not allow an employee to take meal breaks, the employer could be liable for the employee’s meal break time that should have been allowed at the employee’s regular rate, plus an additional equal amount in liquidated damages. Earned Sick and Safe Time (ESST) – Amendments to Minn. Stat. § 181.9447 subd. 2, 3, and 4 and…
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At some point, many business owners execute a will or trust to provide for the disposition of their personal assets. Those dispositions will either specifically or generally deal with their business ownership interests as well. However, business succession planning is also affected by an entity’s governing documents. This blog addresses the possible conflicts between the entity documents and the individual owner’s estate planning documents. Make sure your business attorney and estate planning attorney are each aware of your plans so you can avoid such conflicts. Governing Documents Affect Business Succession Planning When a business owner makes an estate plan, they must decide where all their assets are to go, including ownership in the business. The owner—let’s call her Sam—may wish to leave half of XYZ Properties to her three children for their benefit. So, Sam’s will or trust will state that her ownership interests in the company (or perhaps simply all her assets) are to be divided equally among her three children. Whether or not this will actually happen depends on the governing documents of XYZ Properties. There are several forms of business entities. But no matter the type of business, the owner(s) intentionally created it, and in cases where there is more than one owner, the owner intentionally chose the other person(s) with whom…
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