Strategic Alliance Proposal



This is Request For Proposal (RFP), dated (date) between (partner1_name) an organization (firm_type) established under the laws of (country_name) with its headquarter in (firm_location) represented by (representative of partner1), (designation); and (partner2_name), a (firm_type) in (firm_location), represented by (representative of partner2), (designation). (Partner1_name) and (Partner2_name) are referred to herein individually as a “Party” and collectively as “Parties. ”
This is the letter of intent for one company offering to buy the business of another company through asset purchase. It will be considered to be a definite agreement.
› (Partner1_name) operates a business
› (Partner2_name) desires to acquire the (Partner1_name) business
› (Partner1_name) has agreed to sell interests of each of its Affiliates to (Partner2_name)
› Concurrently herewith, the largest business owner of shares of (partner1_name) common stock shall enter into a voting agreement with (partner2_name) in connection with the transactions contemplated hereby.
(Partner1_name) shall, prior to the Closing, cause its Affiliates to be incorporated and established as a private limited company under the laws of (country_name), as a direct or indirect wholly-owned subsidiary of (partner1_name).
(Partner2_name) will acquire all the assets, tangible and intangible, owned by (partner1_name) that are used in, or necessary for the conduct of, its business development, including, without limitation
the (partner1_name), subject to any obligations contained in disclosed license agreements and all related intellectual property the fixed assets of (partner1_name) any and all customer lists goodwill associated therewith, all free and clear of any security interests, mortgages or other encumbrances
Details of sale and purchase must be carefully presented to ensure clarity in finances.
At the Closing, (Partner2_name) shall pay to (Partner1_name) the Purchase Price in cash by wire transfer or remittance to one or more bank accounts as designated by (Partner1_name) in writing to (Partner2_name) at least fifteen(15) Business Days prior to the Closing Date.
The closing of the transactions expected by this Agreement (the “Closing”) shall take place no later than fifteen(15) Business Days following the satisfaction or waiver of all conditions to the obligations of the Parties to consummate the transactions set forth in this Agreement.
Punctually, after the execution of this letter of intent
(Partner1_name) will allow to complete examination of financial, accounting and business records and the contracts and other legal documents in order to complete due diligence.
Any information obtained by (partner2_name) as a result thereof will be maintained by (partner2_name) in confidence subject to the terms of the Confidentiality Agreement executed by the parties and dated (date) (“Confidentiality Agreement”).
The parties will cooperate to complete due diligence expeditiously
A definitive written purchase agreement (the “Purchase Agreement”), consummation of the acquisition would be subject to having conducted (partner1_name) business in the ordinary course during the period between the date hereof and the date of closing
No material adverse change in (partner1_name) business, financial condition or prospects
All of the terms and conditions of the proposed transaction will be mentioned in the Purchase Agreement, to be negotiated, agreed and executed by both Parties
Neither party intends to be bound by any oral or written statements or correspondence concerning the Purchase Agreement arising during the course of negotiations
Notwithstanding that the same may be expressed in terms signifying a partial, preliminary or interim agreement between the Parties
Simultaneously with the execution of the Purchase Agreement, both Parties would enter into employment agreements on such terms and conditions as would be negotiated and agreed. Including-
Assignment to (partner2_name) of intellectual property rights in past and future work product and restrictions on competition
(partner2_name) offer employment to substantially all of (partner1_name)’s employees and would expect the management team to use its reasonable best efforts to assist (partner2_name) to employ these individuals.
Neither of the Parties are allowed to make announcement of the proposed transaction contemplated by this letter of intent prior to the execution of the Purchase Agreement without the prior written approval of the other, which approval will not be unreasonably withheld or delayed.
The foregoing shall not restrict in any respect either of the party ability to communicate information concerning this letter of intent and the transactions contemplated hereby to both Parties, and their respective affiliates’, officers, directors, employees and professional advisers, and, to the extent relevant, to third parties whose consent is required in connection with the transaction contemplated by this letter of intent.
For (partner2_name) to utilize the resources, other potential opportunities, and acquire the legal, accounting and incidental necessary expenses appropriately to evaluate the possibility of acquiring the assets and business mentioned
To negotiate the terms of, and consummate, the transaction expected hereby, (partner1_name) agree that for a period of sixty(60) days after the date
Hereof (partner1_name) and its affiliates and associated respective officers, directors, employees and agents shall not initiate, solicit, encourage, directly or indirectly, or accept any offer or proposal, regarding the possible acquisition by any person other than (partner2_name)
Including without limitation by way of a purchase of
Shares Assets or Merger
Any substantial part of your equity securities or assets
Not allowed to provide any confidential information regarding (partner1_name) assets or business to any person other than (partner2_name) representatives
This letter will be governed by the fundamental laws of the (country) without any conflict to law principles.
This letter constitutes the entire understanding and agreement between the both Parties and their affiliates with respect to its subject
It surpasses all prior or contemporaneous agreements, representations, warranties and understandings of such parties (whether oral or written)
No promise, inducement, representation or agreement, other than as expressly presented here, has been made to or by the both Parties
This letter is taken into consideration only by written agreement, signed by the both Parties to be bound by the amendment
Evidence will be prohibited to present agreement between these parties to any term or condition contrary to or in addition to the terms and conditions contained in this letter
This letter shall be construed according to its fair meaning and not strictly for or against either party
Both the parties agree in the event of dispute between the Partners in context to Agreement that they first make efforts to resolve the dispute through informal discussions
In case of any dispute not informally resolved within the assigned period, the partners agree to negotiate through mediation
Mediator should be accepted by both the parties
Cost of the mediator should be shared equally by both the Partners
No Partner is allowed to waive its legal rights to resolve this Agreement in legal forum
1.
A strategic partnership is the collaboration of multiple entities to share resources and assist each other for mutual benefits. Usually, two non-competing corporations with a shared vision, mission, and business objectives find themselves to be ideal strategic partners. This business tactic also involves the effect of risks and profits of both organizations' choices on each other. Remember, it is more about deciding to cooperate to have a better shot at exploring new opportunities and sharing the dreams of businesses.
A recent example of a strategic partnership, just this month of September 2022, is the alliance between insurance tech company CogniSure and low-code platform Pegasystems. Another impressive collaboration that has worked for both partners is between customer experience and solution platform Salesforce and IT management service platform Amazon Web Services (AWS). Remember, this is long-term and meant to take more value out of shared resources or expertise that can help both partners be more relevant to the marketplace.
A strategic partnership holds great importance for businesses as it helps them grow, expand their market, introduce new customers, and improve existing customer experience. A strategic alliance helps businesses with resources, technologies, and assets and fulfills the twin goals of business growth and development. It is important as businesses discover shared synergies that each of the partners never knew existed.
4. What are the three types of strategic partnerships?
Three types of strategic partnerships are:
1.Joint venture: In this type of strategic alliance, two existing independent entities join hands to create a new company.
2.Equity strategic alliance: When an organization purchases equity in another or two organizations purchase each other's equities (cross-equity alliance).
3.Non-equity strategic alliance: These are partnerships where entities are in an alliance that veers toward the informal. In these types of partnerships, no separate entity is created, and organizations do not take the equity route to cement their alliance.
5. How do you pitch a strategic partnership?
Use these ten steps to pitch your strategic partnership in a persuasive manner:
1. Conduct your market research for the right-fit strategic partner (s).
2. Prepare a document with a rationale.
3. Enlist mutual benefits that involved parties can derive from a strategic alliance.
4. Develop an action plan.
5. Prepare budget, resources, pre-requisite, and financial projections for strategic partnership.
6. Set criteria and targets that will define the strategic partnership.
7. Draw up a list of the future benefits of the alliance.
8. Prepare purchase agreements, T&C, and other legal documents.
9. Present your offer to strategic partners.
10. Get all necessary documents signed and seal the deal.
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