Letter of Intent Electronic Signature: Sign a Business LOI Online
SignSend sends your letter of intent to the other party, captures a legally binding electronic signature from both sides, and returns an executed copy with a timestamped audit trail. The exclusivity and confidentiality clauses take effect the moment it is signed, so the date on record matters.
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Both sides
Countersign in signing order
Timestamped
Audit trail dates the no-shop window
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Legally binding in all 50 states
A letter of intent is the document that turns a verbal handshake into a deal both sides are willing to work on. It lays out the price, structure, and timeline of a proposed transaction, and it usually carries a handful of clauses that are binding the moment they are signed: confidentiality, exclusivity or a no-shop period, and an agreement to negotiate in good faith. The rest is a roadmap to the definitive agreement. Because those binding clauses start running on the signature date, how and when the LOI gets signed is not a formality. It is evidence.
SignSend gets the LOI signed cleanly. Upload the letter of intent, add an NDA to the same envelope if you have not already exchanged one, set the signing order so the buyer and seller both countersign, and send it for a legally binding electronic signature. You get back one executed PDF with an audit certificate showing who signed, when, and from what IP address, so the day the exclusivity window and the diligence clock start is documented instead of argued about. This page covers how a letter of intent is signed electronically, which parts of it bind you, how the LOI fits ahead of the definitive agreement, and the questions buyers and sellers ask before they move a deal off paper.
Can a letter of intent be signed electronically?
Yes. A letter of intent can be signed electronically, and the signature is valid under the federal ESIGN Act of 2000 and state UETA laws in all 50 states. An LOI is a private business document between the parties to a proposed transaction, so nothing about it requires ink or a notary. For the legal background, see whether electronic signatures are legally binding.
Signing electronically does more than save a day of printing and scanning. The binding parts of an LOI, the confidentiality, exclusivity, and good-faith clauses, take effect on the signing date, and an exclusivity or no-shop window is usually measured in days from that date. A timestamped audit certificate fixes exactly when both parties signed, which is the evidence that matters if either side later argues the other kept shopping the deal during the window they had agreed to close.
Which parts of an LOI are binding when you sign it?
Most of a letter of intent is non-binding: the purchase price, deal structure, and closing timeline are a roadmap that can still change during due diligence. But almost every LOI carries a set of provisions that bind the parties the moment they sign, and those are the ones that make the signature and its date meaningful.
The commonly binding clauses are confidentiality, which keeps the discussions and any shared data private; exclusivity or a no-shop, where the seller agrees not to negotiate with other buyers for a set period; a standstill or good-faith negotiation covenant; and an allocation of expenses if the deal falls through. Courts read the language, not the label: an LOI that spells out all the material terms and does not reference a later definitive agreement can be held binding in full even when a party did not intend that. Say plainly which provisions bind and which do not, and get the signed, dated copy on record. Signing electronically is where that record comes from.
The LOI comes before the definitive agreement, not instead of it
A letter of intent sets the terms both sides are willing to negotiate around and starts the clock on diligence and drafting. It is not the purchase agreement. Once it is signed, the buyer runs due diligence, the lawyers draft the definitive agreement, and the deal either closes on those terms or gets repriced based on what diligence turns up. Keeping the executed LOI with a clear audit trail means everyone can point to the same agreed starting terms while the long-form contract gets written.
For a business acquisition, that sequence often runs LOI, then a full set of legal documents at closing. For a commercial lease it runs LOI or term sheet, then the signed lease agreement. SignSend handles the signing at every step, so the same tool that got the LOI signed gets the definitive agreement signed too, each with its own dated audit certificate.
What SignSend does for a letter of intent
Built for the moment a deal moves from conversation to a signed document with a clock running on it.
Both parties sign in order
Route the LOI so the first party signs, then the counterparty countersigns, and both sides receive the fully executed copy automatically. No printing, no scanning, no chasing the second signature.
Timestamped audit certificate
Every executed LOI carries the signer, the exact date and time, and the IP address. When an exclusivity or no-shop clause runs from the signing date, that record is what pins down the start.
Bundle the LOI and NDA together
Send the letter of intent with a confidentiality agreement in the same envelope, so the parties agree to keep the discussions private before any numbers change hands.
Templates for repeat deals
Acquirers, brokers, and corporate development teams that send LOIs often save the standard form once and reuse it, changing only the price, terms, and dates.
See who has not signed
Track whether the other side has opened the LOI and send a reminder in one click, so a stalled signature does not hold up the exclusivity period you negotiated for.
Flat pricing, no seats
Solo buyers, brokers, and small deal teams pay one flat rate whether they send two LOIs a month or twenty. No per-signer fees and no envelope caps.
How to sign a letter of intent online
From a drafted LOI to a signed deal roadmap in three steps.
Upload the letter of intent
Drag and drop the LOI as a PDF or Word file, up to 50MB, or start from a saved template. Add an NDA to the same envelope if the parties have not signed one yet.
Add both parties and fields
Place signature, printed-name, title, and date fields, assign them to the buyer and the seller, and set the signing order so the countersignature lands after the first signature.
Send and start diligence
Both sides sign from any device. When the signatures land, download the executed LOI with its audit certificate and start the exclusivity window and due diligence on a documented date.
How signing an LOI with SignSend compares
Deal teams and brokers send letters of intent constantly and should not pay a per-seat enterprise price to do it.
| Feature | SignSend Pro | Typical vendor |
|---|---|---|
| Starting price | $12/mo flat | $25/user/mo+ |
| Per-user fees | None | Per seat |
| Documents per month | Unlimited | Envelope caps |
| Set signing order for both parties | Included | Varies |
| Counterparty needs an account | No | Sometimes |
| Bundle LOI and NDA in one envelope | Yes | Varies |
| Timestamped audit certificate | Every document | Higher tiers |
Who signs a letter of intent with SignSend
Business buyers and acquirers
Buyers and corporate development teams send an LOI to lock in price, structure, and an exclusivity window before spending money on due diligence, and keep the executed copy on a documented date.
Business brokers and M&A advisors
Brokers and advisors route the LOI between buyer and seller, set the signing order for both signatures, and reuse a standard form across deals at a flat rate.
Commercial real estate
Landlords, tenants, and brokers sign a letter of intent or term sheet to agree on rent, term, and improvements before the long-form lease is drafted.
Vendors and partnerships
Companies entering a supply, distribution, or partnership deal sign an LOI to frame the terms and protect confidentiality while the definitive contract is negotiated.
Letter of intent signing questions
Can a letter of intent be signed electronically?
Yes. Electronic signatures on a letter of intent are valid under the federal ESIGN Act and state UETA laws, with the same legal standing as ink on paper. An LOI is a private business document, so there is no wet-ink or notary requirement. The executed PDF with a timestamped audit trail is your proof of when both parties signed and when the exclusivity window started.
Is a letter of intent legally binding?
Usually only in part. Most of an LOI, the price, structure, and timeline, is a non-binding roadmap to the definitive agreement. But clauses like confidentiality, exclusivity or a no-shop, and good-faith negotiation are typically binding the moment they are signed. Courts read the actual language, so an LOI that states all material terms without referencing a later contract can be held fully binding.
Do both parties need to sign the LOI?
Yes, in practice. A letter of intent binds both the buyer and the seller to its binding provisions, so both sides sign it. SignSend lets you set the signing order so one party signs first and the other countersigns, and both receive the fully executed copy with the audit certificate when the signatures are complete.
When does the exclusivity or no-shop period start?
The exclusivity or no-shop period almost always runs from the date the LOI is signed, for a set number of days written into the clause. That is why the signing date matters: a timestamped audit certificate fixes exactly when the window opened, so there is no dispute about whether the seller was still free to talk to other buyers.
What is the difference between a letter of intent and a purchase agreement?
A letter of intent frames the proposed deal and starts diligence, and it is mostly non-binding. A purchase or definitive agreement is the fully binding contract that actually transfers the business, asset, or lease once diligence is done. The LOI comes first and sets the terms both sides negotiate the definitive agreement around.
Does an LOI need to be notarized?
No. A letter of intent is a private agreement between the parties and does not need to be notarized to be effective. An electronic signature under the ESIGN Act is sufficient. Notarization is only relevant for specific recorded documents like deeds, which an LOI is not.
Related pages
Non-Disclosure Agreement Electronic Signature
Sign the NDA that usually rides alongside a letter of intent.
Master Service Agreement Electronic Signature
The framework contract many deals move to after the LOI.
Electronic Signature for Legal Documents
Sign the definitive agreement and closing documents online.
Contract Signing Software
Send any business contract for a legally binding signature.
Get the letter of intent signed today
Upload the LOI, add an NDA if you need one, set the signing order for both parties, and send it for a legally binding electronic signature. The audit trail dates the day your exclusivity window starts. Free to start.
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