What happens if I get a better offer the day after I sign an LOI?

If your LOI includes an exclusivity or no-shop clause, a better offer arriving the next day doesn't change your obligations under it — you're generally still restricted from negotiating with, sharing information with, or accepting that new offer for as long as the exclusivity period runs, even though the price you agreed to with the first buyer likely remains non-binding.

This is exactly the scenario exclusivity clauses are designed to prevent for the buyer's benefit: without one, a seller could sign an LOI, use it to extract a better offer elsewhere, and abandon the first buyer the moment something better appears. From the seller's side, the frustrating part is that the exclusivity restriction is usually real and enforceable even while the original deal terms are not.

If you're worried about this exact situation before signing, it's a reason to negotiate a shorter exclusivity period, or one tied to specific milestones rather than an open-ended window, rather than discovering the constraint after a better offer has already appeared. A Treadstone business lawyer can help calibrate that balance before you're locked in, since undoing an exclusivity commitment after signing is much harder than negotiating a better one up front.