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What you do in this situation is to respond in one of two way: i) Send a letter with bullet points addressing each point of the letter of intent that you received that you disagree with. You will want to either provide that such a provision needs to be deleted or provide a change to the provision that would be acceptable to you. If there are provisions which you want to include that are not in the letter of intent you received, you want to request that it be included. ii) Take the letter you received and revise it so that it's acceptable to you. Red-line all the changes so the other party can see the changes you've made.
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