--- title: "Asset Purchase LOI Template | Michigan M&A [2026]" description: "Complete asset purchase LOI template with clause-by-clause guidance for Michigan businesses. Professional template battle-tested in real transactions." canonical: "https://acquisitionstars.com/resources/asset-purchase-loi-template" firm: "Acquisition Stars" practice: "M&A and securities law" office: "Novi, Michigan (serves clients nationwide)" contact: "consult@acquisitionstars.com | 248-266-2790" --- # Asset Purchase LOI Template ### IMPORTANT LEGAL DISCLAIMER **NO ATTORNEY-CLIENT RELATIONSHIP:** Use of this resource does not create an attorney-client relationship. No attorney-client relationship is formed until you have signed a formal engagement agreement with Acquisition Stars Law Firm PLLC and paid the required retainer. **NOT LEGAL ADVICE:** The information provided by this resource is for general informational and educational purposes only and is not legal advice. Legal advice requires consideration of your specific circumstances, which this resource cannot provide. **NO CONFIDENTIALITY:** Information you enter into this form is NOT protected by attorney-client privilege or confidentiality. Do not submit sensitive or confidential information. **NO LIABILITY:** Acquisition Stars Law Firm PLLC expressly disclaims all liability with respect to actions taken or not taken based on any content from this resource. Your use of this resource is at your own risk. By continuing to use this resource, you acknowledge that you have read, understood, and agree to this disclaimer. Professional Letter of Intent template specifically designed for Michigan asset purchases, with comprehensive protection clauses and strategic positioning. Proven Experience 15 Key Sections 30 min To Complete MI Law Compliant [Use Interactive LOI Generator](https://acquisitionstars.com/tools/loi-generator) View Template Sections **Asset purchase LOI template:** A professional Michigan M&A Letter of Intent framework covering 15 key sections including purchase price structure, asset/liability allocation, due diligence periods, and closing conditions-designed for transactions $1M-$100M with MI Law compliance. ## Complete LOI Template Structure ### Section 1: Parties & Purchase Price ✓ Party Identification Complete legal names and entity structures ✓ Purchase Price Structure Base price, adjustments, earnouts, escrow ✓ Payment Terms Cash at closing, seller financing, contingencies ### Section 2: Assets & Liabilities ✓ Included Assets Inventory, equipment, IP, contracts, permits ✓ Excluded Assets Cash, AR, personal assets, specific contracts ✓ Assumed Liabilities Trade payables, specific contracts, warranties ### Section 3: Due Diligence & Conditions ✓ Due Diligence Period 30-90 day investigation period terms ✓ Closing Conditions Financing, regulatory, third-party consents ✓ Termination Rights Material adverse change, failure of conditions ### Section 4: Operational Terms ✓ Exclusivity Period No-shop provisions and break-up fees ✓ Employee Matters Key employee retention, benefit continuation ✓ Transition Services Post-closing support and training periods ## Critical Negotiation Points ### Working Capital Adjustments Define target working capital levels and adjustment mechanisms to ensure fair value transfer. [Use WC Calculator →](https://acquisitionstars.com/tools/working-capital-calculator) ### Representations & Warranties Comprehensive seller disclosures with appropriate survival periods and liability caps. [View DD Checklist →](https://acquisitionstars.com/resources/due-diligence-checklist) ### Escrow & Indemnification Structure holdback amounts, release schedules, and indemnity baskets/caps appropriately. [Deal Structure Guide →](https://acquisitionstars.com/resources/deal-structure-guide) Drafting deal terms? Get experienced M&A counsel to review before you sign. [Request a consultation →](https://acquisitionstars.com/consultation) ## Ready to Draft Your LOI? ### Interactive LOI Generator Use our guided wizard to create a customized LOI in minutes with all critical provisions included. [Start LOI Generator](https://acquisitionstars.com/tools/loi-generator) ### Professional Consultation Get experienced counsel for your specific transaction. Senior attorney Alex Lubyansky on every deal. [Request Engagement Assessment](https://acquisitionstars.com/consultation) Need immediate assistance? Call [(248) 266-2790](tel:+1-248-266-2790) ## Related M&A Resources ### LOI Negotiation Playbook Master negotiation tactics and strategies for favorable LOI terms. Read Guide → ### Due Diligence Checklist Comprehensive 100+ point checklist for thorough M&A due diligence. View Checklist → ### Price Negotiation Calculator Dynamic valuation tool for optimizing purchase price negotiations. Use Calculator → ## Review Your Deal Terms Submit your transaction details. Alex reviews every engagement. ### Request Engagement Assessment Submit your transaction details for review. LOI through closing. Nationwide. M&A counsel since 2013. ## Legal counsel for this topic Acquisition Stars handles M&A transactions nationwide and works with securities counsel on securities matters. Alex Lubyansky leads the M&A engagements. [Closest fit for this topic Letter of intent review attorney LOI drafting, review, and exclusivity term negotiation.](https://acquisitionstars.com/letter-of-intent-review-attorney) [LOI review services Letter of intent review before you sign.](https://acquisitionstars.com/services/loi-review) [Purchase agreement attorney Purchase agreement drafting and negotiation for buyers and sellers.](https://acquisitionstars.com/purchase-agreement-attorney) [Michigan service areas Acquisition Stars serves clients across Michigan and nationwide.](https://acquisitionstars.com/locations) [Request Engagement Assessment](https://acquisitionstars.com/consultation) --- Source: https://acquisitionstars.com/resources/asset-purchase-loi-template Markdown version generated for machine readers. Canonical HTML at the source URL.