What Is a Letter of Intent When Buying an Online Business?
Written by Christopher Krassnig - Founder - Kairos Exchange and ZenoX Media. Last reviewed 19 July 2026.
A letter of intent, or LOI, is the short pre-contract where buyer and seller record the proposed price, structure, and timeline before due diligence starts. It is mostly non-binding, so the price can still move if diligence finds problems. Kairos LOIs do not grant exclusivity. Confidentiality binds, and the seller may keep taking backup offers.
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What Belongs in It
The headline price and what it assumes, the deal structure and any holdback or seller financing in outline, what access the buyer gets during diligence, and the target closing date. Short is fine. An LOI that tries to be the full contract just delays the actual one.
The Online-Store Specifics
Generic LOI templates never mention the thing an ecom deal runs on: data access. Spell out that diligence includes read-only access to the store's order data and ad accounts, and what happens to that access if the deal dies. A seller who agrees to sell but resists read-only access is answering a different question than the one you asked.
What It Is Not
The LOI is not the purchase agreement. Signing one does not sell the store, and walking away is normal when diligence finds a real problem. On Kairos it also does not take the store off the market. The seller may keep taking backup offers, so both sides have a reason to move without pretending the proposed terms are final.
Buying a Store Somewhere Else?
Kairos Due Diligence works on any deal - Flippa, a broker, a private sale. A person reads the store's raw numbers and writes you a report. If the deal is bad, the report says walk away. From EUR 1.5K, no account needed.
Answered. Now Get in Line for the First Store
When the doors open, verified stores go to the waitlist first. You have done the reading part. The list is the part with a queue.