3 28 24 JBS Letter of Intent (LOI)
3 28 24 JBS Letter of Intent (LOI)
3 28 24 JBS Letter of Intent (LOI)
Dear Buyer,
This Letter of Intent ("Letter") expresses mutual interest between JBS SA (Brazil)
("Seller") and Bishop International Trading Company ("Buyer") in which the Buyer(s)
would purchase the product set forth in this Letter from the Seller(s). This Letter outlines
some terms and conditions that must be met before any future contractual agreements can
take place. Before any material terms and commitments are made from the Buyer to
purchase or the Seller to sell, the exchange of certain information, approvals, and
documents must be made.
2. Purchase Price. The Prospective Transaction would involve payment from the Buyer
to the Seller under the following terms:
3. Liabilities of Seller. The Buyer will not assume any liabilities or obligations of the
Seller. The Seller would remain liable for any (known or unknown) liabilities or
obligations not expressly assumed by the Buyer and which arose before the
consummation of the final or definitive agreement and shall pay and discharge all
known liabilities and obligations prior to closing.
5. Contingencies. Before a final agreement can be made, the Buyer must be satisfied with
the due diligence review and information and documents provided by the Seller.
8. Public Announcements and Confidentiality Agreement. All parties hereby agree not
to release any information to the public about this Letter or any potential agreement
without the separate written consent of all parties involved. All parties agree that the
terms of this Letter and any negotiations shall remain confidential between the parties
and their legal representation.
9. Authority to Enter Letter of Intent. The parties signing this Letter affirm they are an
authorized representative of their respective companies and have the authority to enter
into this Letter.
10. Closing, Termination of Letter. Closing shall occur no later than 30 days from the
date the last signature is affixed hereto unless mutually extended by the parties. The
Letter terminates if the closing does not occur or has not been extended or if either
party provides written notice of termination. If the Letter terminates, the paragraph
entitled "Public Announcements and Confidentiality Agreement" survives termination
and continues to bind the parties, as does any separately executed confidentiality
agreement.
12. Governing Law. This letter shall be governed by the laws of state of Georgia.
Sincerely,
Appendix A (Continued)
2. PACKAGE REQUIREMENTS
Q. W. 20.4 kg Per
27 MT in 1 x 40 Refrigerated Container.
The packing shall be in accordance with inspection
requirements for import packing material of Entry Exit
Inspection and Quarantine Bureau of People’s Republic of
China. The SELLER shall be liable for any rust, damage, loss
and punishment attribute to inadequate or improper
protective measures taken by the BUYER regarding the
packing.
3. DELIVERY TERMS:
CIF (INCOTERMS 2010)
4. PRICE;
$1020/MT
Appendix A (Continued)
PROCEDURES;
1. Buyer issues LOI:
2. Seller Mandate issues FCO;
3. Buyer accepts FCO by signing it and returning it to the Seller Mandate.
4. Buyer Issues ICPO.
5. Seller sends SPA to Buyer. Once the final
SPA is signed, buyer sends copy to seller. 6.
Seller Issue PI with bank details.
7. Buyer affects the 30% advanced payment.
8. Loading commences.
9. Seller issues BL and within 5 banking days buyer pays 50%.
10. Seller issues Complete shipping documents buyer pays balance 20%
For and on Behalf of seller For and on Behalf of Buyer