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Buying & Selling a Business

Is my exclusivity obligation over the moment the LOI's stated period ends?

TSL Written by the Treadstone Law team· Updated August 2026

Usually, yes — an exclusivity clause tied to a defined period generally ends when that period does, without needing any further step from either side, unless the LOI itself says otherwise. Most exclusivity provisions are written to be self-terminating this way precisely so both sides know exactly when the restriction lifts.

The exceptions are worth checking for specifically. Some LOIs include automatic extension or renewal language triggered by certain conditions, a requirement that one side give notice before the period is treated as truly over, or wind-down obligations that continue briefly past the stated end date, such as returning or destroying shared information. If any of that language exists in your document, the exclusivity restriction itself may end on schedule while a related obligation technically continues a little longer.

Reading the exact words used for how the period ends — not just the date itself — is what actually tells you whether you're free the moment it passes or whether something else needs to happen first. A Treadstone business lawyer can confirm exactly what your specific clause requires before you act as though exclusivity has definitely lifted.

Key takeaways

  • Exclusivity generally ends automatically when its stated period expires.
  • Watch for automatic extension, notice requirements, or wind-down language that could change this.
  • The exact wording of how the period ends matters as much as the date itself.
  • Confirm your specific clause before assuming you're immediately free once the date passes.
This is general information, not legal advice. It doesn’t create a lawyer–client relationship, and the rules can change. For advice on your situation, a Treadstone business lawyer can help.
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