
Can You Back Out After Signing A Letter Of Intent?
📋 Free Download: Practice Evaluation Checklist https://practiceown.com/pdf A dentist recently reached out to me after signing a letter of intent on a practice they were no longer sure about. They were worried they were locked in. In this episode I read through a sample dental practice letter of intent section by section and explain what it actually commits you to, what you can walk away from, and the one section most buyers skip that really is binding. What we cover: - Why the LOI is not the purchase contract: the asset purchase agreement comes later - What a letter of intent is really for: putting your terms in front of the seller before due diligence starts - Attorneys will draft your LOI, but most will not tell you what to offer or what the practice is worth - Purchase price allocations: why you want more in equipment and the seller wants more in goodwill - Most dental deals are asset purchases, and accounts receivable is always up for negotiation - The earnest money deposit is falling out of favor, and why brokers are quietly discouraging it - If you gave no deposit, you can usually walk away at any point with no consequence - The lease contingency, and the deals I have watched die because the landlord said no - Why the 30 to 60 day due diligence window only really matters if you gave a deposit - Exclusivity, confidentiality and ordinary course: the provisions that stay binding even after you back out - Everyone in the process gets paid when you close, so nobody else is going to tell you to walk away - Overpay by $200,000 and you may not be able to sell your way back out 💼 Work with me: I help dentists evaluate dental practices before they buy. Every practice I evaluate gets compared against my database of 500+ evaluations. https://practiceown.com 📬 Questions? Reach out directly: chris@practiceown.com 0:00 A Dentist Who Wanted To Back Out 0:53 What A Letter Of Intent Actually Is 2:33 Due Diligence And Going In Person 3:24 Purchase Price And Allocations 4:30 The Earnest Money Deposit 6:06 Lease, Due Diligence Window And Closing Conditions 8:35 The Provisions That Are Still Binding 10:07 Why Everyone Wants You To Close