1. Exclusivity Period: Optional section defining a period during which the parties agree not to negotiate with others - include if exclusive negotiations are desired

2. Cost Allocation: Section detailing how costs and expenses will be handled - include if significant due diligence or third-party costs are expected

3. Conditions Precedent: List of key conditions that would need to be satisfied - include for complex transactions

4. Break Fee: Terms of any break fee or expense reimbursement - include for high-value transactions

5. Corporate Approvals: Specific corporate or regulatory approvals required - include for regulated industries or public companies

1. Term Sheet: Detailed outline of the key commercial terms being considered

2. Timeline: Proposed schedule for due diligence, negotiations, and completion

3. Contact Details: List of key contact persons and their details for each party

4. Asset Schedule: Preliminary list of assets or business components involved in the transaction - if applicable