The sensors were defective resulting in serious problems, including uncontrolled deceleration and loss of power. The buyer suffered substantial losses as a result, including the cost of inspections and replacement of parts. It sought to argue that the contract was formed on its business terms and sought to recover its losses from the seller. The seller argued that the contract was formed on its terms and that its liability was limited to repair, in accordance with its standard terms, which the buyer had accepted by taking delivery of the sensors; while the buyer argued that the seller's liability was unlimited (in accordance with its standard terms).
There is no filtering through legally written clauses and other such unnecessary information at this stage in the project. When the letter of intent spells out each detail clearly, the seller can come back with alternate terms of which he or she would be more accepting. This negotiation can go back and forth without the rewriting of lengthy pages that either party may misconstrue.