Establishing secure connection…Loading editor…Preparing document…

Business Indication of Interest Form

This template is fully customizable. Edit the text, fill out the fields, and send it for signature. Give it a try!

BUSINESS INDICATION OF INTEREST FORM

Parties and Contact Information

Recitals

WHEREAS, Proposer Name: desires to express its interest in a potential business transaction involving the acquisition, merger, investment in, or strategic relationship with Recipient Name: .

WHEREAS, the parties wish to set forth the principal non-binding commercial terms of the proposed transaction and to record certain binding provisions (including confidentiality and exclusivity) while they evaluate and negotiate definitive transaction documents.

WHEREAS, this Indication of Interest is intended to facilitate further diligence and negotiation and does not by itself create a binding obligation to consummate the transaction except as expressly set forth herein.

Scope of Interest

Proposed Financial Terms

Indicative Purchase Price or Valuation:

Earnest/Deposit Amount:   Due Date: Month Day Year .

Late Payment Fee: (applies to any undisputed amounts not paid when due).

Due Diligence and Exclusivity

Proposed Exclusivity Period (number of days during which Recipient will not solicit competing offers): days, commencing on Effective Date defined below.

Term and Termination

Proposed Effective Date: Month Day Year .

Proposed Termination Date: Month Day Year .

Notice Period for Termination by Either Party: days prior written notice.

Confidentiality

All non-public information exchanged in connection with the matters described in this Indication of Interest is Confidential Information. The parties agree that Confidential Information shall be used solely for the purpose of evaluating the proposed transaction and shall not be disclosed to any third party except as required by law or to professional advisors subject to comparable confidentiality obligations. Confidentiality obligations survive termination of this Indication of Interest for a period of years.

Binding and Non-Binding Provisions; Allocation of Expenses

Except as expressly provided in the Confidentiality and Exclusivity provisions and any expressed allocation of expenses, this Indication of Interest is non-binding and neither party shall be obligated to proceed with the proposed transaction until definitive written agreements have been negotiated, approved and executed by the parties. Notwithstanding the foregoing, obligations relating to confidentiality, exclusivity, and payment of third-party due diligence costs (where agreed in writing) shall be binding.

Allocation of Transaction Expenses: The parties propose that each party shall bear its own internal costs. Third-party fees (legal, accounting, banking) shall be borne by unless otherwise mutually agreed in writing.

Governing Law; Dispute Resolution

This Indication of Interest shall be governed by and construed in accordance with the laws of the State of without regard to its conflict of laws rules. Any dispute arising out of or relating to the binding provisions of this Indication of Interest shall be resolved exclusively by the courts located in .

Entire Agreement and Amendments

This Indication of Interest, including any written attachments executed by the parties, constitutes the entire agreement between the parties concerning the subject matter hereof and supersedes all prior discussions and understandings. Any amendment or waiver must be in a writing signed by both parties and expressly reference this Indication of Interest.

Acknowledgment

By signing below, each party acknowledges that the terms set forth in this Indication of Interest accurately reflect the party's present understanding of the principal terms of the proposed transaction and that the party has the authority to submit or accept this indication. Parties further acknowledge that except where expressly stated to be binding, this document is intended to be non-binding.

Proposer Printed Name:

By:

Date:

Recipient Printed Name:

By:

Date:

Enter text✕
Prepare your document for signing right on this page
  • 01 Edit the text and complete the fields
  • 02 Click Sign Now and on the next screen add recipients and signature fields in SignNow
  • 03 Start your free trial to sign and send your doc
Sign Now

What the Business Indication of Interest Form Is and when it is used

A Business Indication of Interest Form is a written statement used to record a party's preliminary intention to pursue a commercial transaction, investment, or partnership. It typically summarizes the parties, high-level terms (price range, structure, timelines), and any requested exclusivity or confidentiality. The form is usually non-binding unless it expressly includes binding provisions (for example, confidentiality or exclusivity). Organizations use it to focus negotiations, authorize due diligence, and set expectations before preparing a binding agreement such as a letter of intent, purchase agreement, or contract.

Why completing a clear Indication of Interest matters

A concise form clarifies intent, reduces misunderstandings, and speeds negotiation by documenting core terms and timelines in one place.

Why completing a clear Indication of Interest matters

Who typically prepares or signs this form

The Business Indication of Interest Form is used by commercial parties at the start of negotiations to capture preliminary intent.

  • Potential buyer or investor assessing an acquisition or minority stake, documenting price range and conditions for diligence
  • Seller or target company summarizing acceptable deal structure, timing, and any confidentiality or exclusivity requests
  • Advisors, brokers, or lenders who need a written marker of interest to allocate resources and begin underwriting

Different stakeholders will use the form to document interest, trigger exclusivity windows, or begin due diligence depending on the transaction type.

Step-by-step: completing and circulating the form

Follow these sequential steps to complete, verify, and distribute the form efficiently and consistently.

  • 01
    Prepare: Populate all core fields and attach exhibits as needed.
  • 02
    Review: Confirm party names, amounts, and dates for accuracy.
  • 03
    Sign: Collect signatures from authorized representatives.
  • 04
    Distribute: Share signed copies with stakeholders and retain an archived record.

Setting up an online review-and-sign workflow

Configure the digital workflow to match your review, authentication, and retention requirements before sending.

Field Configuration
Authentication Email link plus optional SMS code
Bulk Send Enabled on plans with bulk send capability
Template Logic Use conditional fields to show relevant sections only
Archiving Export signed PDF/A and store in secure repository

How a digital Indication of Interest moves from draft to archive

A simple eight-step flow can reduce friction and preserve legal proof of intent and consent.

  • Draft: Author completes the form and attaches supporting exhibits.
  • Assign: Add signer emails and set signing order where required.
  • Authenticate: Signer verifies identity using email, SMS, or stronger methods.
  • Finalize: Signed document and audit trail are saved and distributed.

Essential elements of a professional Indication of Interest

A well-constructed form clearly identifies parties, summarizes material terms, and states whether the document is binding or non-binding.

Document Header

Title, date, and version control. Include a clear heading and effective date so all parties reference the same instrument without confusion.

Parties

Full legal names and roles. Include legal entity identifiers and contact information for the authorized signatory to avoid identity disputes.

Transaction Summary

High-level terms, price range, and structure. Include payment timing and any escrow or deposit arrangements that affect commitment levels.

Exclusivity / Timelines

Specify any exclusivity window, response deadlines, and due diligence period to manage expectations and protect negotiating leverage.

Confidentiality

State whether confidentiality obligations apply and whether a separate NDA governs information sharing during diligence.

Binding Clauses

Make explicit which provisions, if any, are binding (e.g., confidentiality, exclusivity, reimbursement of fees). Ambiguity causes disputes.

Required fields to include for legal and operational clarity

Business Name: Legal entity full name
Authorized Signatory: Printed name and title
Contact Information: Phone, email, and mailing address
Transaction Summary: Price range and basic structure
Effective Date: MM/DD/YYYY format
Signature & Date: Signature, printed name, and date

Common mistakes to avoid when preparing the form

  • Using informal or ambiguous terms for price or structure, which can lead to conflicting interpretations and stalled negotiations.
  • Failing to identify the authorized signer by title, resulting in challenges to signatory authority and potential invalidation.
  • Omitting timelines or exclusivity windows, which can allow parallel negotiations and weaken negotiating leverage for the disclosing party.
  • Attaching incomplete exhibits or versions without version control, causing confusion about which terms were considered by signers.

Risks and potential legal consequences of errors

Ambiguous Terms: Disputes
Missing Signatures: Non-enforceable
Confidentiality Breach: Litigation risk
Incorrect Parties: Voidable agreements
Tax Reporting Errors: Penalties possible
Improper Notarization: State noncompliance

Typical timelines to set in the form

Indicate explicit deadlines to manage expectations; tailor timelines to deal complexity and industry practice.

Response Window:

7–21 days recommended for an initial response

Exclusivity Period:

Typical range 30–90 days depending on diligence needs

Due Diligence Period:

30–90 days is common for mid-market transactions

Binding Offer Deadline:

Specify a clear date when a binding offer must be submitted

Record Retention:

Retain the signed form per your document retention policy

Key milestones from interest to final agreement

Use a milestone sequence to show major stages and who is responsible at each point.

01

Expression of Interest

Party files the form to state preliminary intent and terms.

02

Acceptance to Proceed

Counterparty agrees to engage and begins due diligence.

03

Due Diligence

Data review and document requests by the interested party.

04

Negotiation and Closing

Drafting and execution of binding definitive agreements.

Typical vendor pricing and feature snapshot for eSignature use

Compare starting prices and core features when selecting a platform for electronic completion and signature of the Business Indication of Interest Form.

signNow DocuSign Adobe Sign PandaDoc HelloSign
Starting Price $8/user/mo $15/user/mo $14/user/mo $19/user/mo $15/user/mo
Free Trial Yes, 7-day free trial No No Yes, limited Yes, limited
Bulk Send Yes (tiered) Yes Yes Yes No
Audit Trail Yes Yes Yes Yes Yes
HIPAA Compliant Yes (BAA available) Yes Yes No No
Envelope Cap No envelope cap 100 envelopes/user/year Varies by plan Varies by plan Varies by plan

Technical formats and integration notes

Confirm supported file formats and integrations before you upload templates or connect document repositories.

  • File Formats: PDF, DOCX, and XLSX supported
  • Integrations: Salesforce, NetSuite, Microsoft 365, Google Workspace
  • APIs: REST API available for automation

Use platform integrations to automate delivery, archiving, and metadata capture to reduce manual handling and indexing errors.

Real-world examples of how organizations use an Indication of Interest

These short accounts show how different organizations use the form to accelerate deals and preserve evidence of intent.

Optica Ventures LLC — Brian Fitzgibbons

A mid-market acquirer used the form to summarize preliminary terms and identify required disclosures.

  • The short form kept initial talks focused.
  • "The interface is simple and easy-to-use for our team; more importantly, it is just as easy for our customers." The form reduced iterative emails and provided a clear audit trail during negotiations.

Martin Properties — Tim Martin

A real estate investor recorded interest in several adjacent properties before formal offers.

  • It reserved a short exclusivity window.
  • "I can process and execute all of these documents online with 100% compliance and built-in security." Using a consistent form helped coordinate due diligence across multiple properties and managers.

Frequently asked questions about the Business Indication of Interest Form

Below are common questions and practical answers about form validity, signatures, and next steps in the U.S. regulatory context.


Need help? Contact support

be ready to get more
Join over 28 million airSlate SignNow users
Sign Now
Company
Forms
Pricing
Resources
Knowledge base
Other Products
© 2026 airSlate Inc. All rights reserved.