LOIs are beneficial to both the buyer and seller. The fundamental goal of the LOI is to confirm that a 'meeting of the minds' has been reached prior to both parties making the large investments of time, energy, and expense required to execute a Definitive Purchase Agreement (DPA), aka Asset Purchase Agreement (APA).
Seller's obligations and legal position: The seller is obliged to continue operating the business in a manner that is consistent with past practice and that he shall facilitate the purchaser's endeavors in obtaining finance from third parties. However, neither the purchaser nor the seller is under any obligation to complete the acquisition of the business until and unless the purchase acquires all permits, certificates, permissions and approvals as required ensuring the correct operation of the business by the purchaser. In addition, the purchaser should also have completed a due diligence investigation and satisfied himself/herself in this regard.