1. Exclusivity: Used when parties wish to include a period of exclusive negotiations

2. Intellectual Property: Include when discussions involve sharing of IP or creation of new IP

3. Due Diligence: Add when document relates to a potential transaction requiring due diligence

4. Good Faith: Optional statement about conducting discussions in good faith

5. Binding Provisions: Section identifying specific provisions that are intended to be binding (e.g., confidentiality, costs)

6. Future Steps: Include when there's a clear path to a binding agreement that parties wish to document

7. Regulatory Approvals: Add when the contemplated transaction may require regulatory oversight

8. Press Releases: Include when public announcements about the discussions need to be controlled

1. Schedule 1 - Timeline: Proposed timeline for discussions and potential next steps

2. Schedule 2 - Contact Details: Key contact persons for each party

3. Schedule 3 - Subject Matter: Detailed description of the proposed transaction or collaboration

4. Appendix A - Term Sheet: High-level commercial terms under discussion

5. Appendix B - Required Approvals: List of anticipated regulatory or corporate approvals needed

6. Appendix C - Due Diligence Requirements: Outline of required due diligence items if applicable