1. Break Fee: Terms regarding any fee payable if either party withdraws from negotiations - include when there's significant due diligence or transaction costs

2. Due Diligence: Framework for information sharing and due diligence process - include when substantial due diligence is required

3. Cost Allocation: How costs and expenses will be allocated between parties - include when significant transaction costs are anticipated

4. Good Faith Deposit: Details of any initial deposit required - include when seeking commitment from counterparty

5. Dispute Resolution: Specific procedures for resolving disputes - include when parties prefer alternative dispute resolution

6. Public Announcements: Rules regarding public statements about the proposed transaction - include for sensitive or public-interest transactions

7. Force Majeure: Provisions for unforeseen circumstances - include when long negotiation period is anticipated

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

2. Timeline Schedule: Detailed timeline of key dates and milestones for the transaction

3. Due Diligence Requirements: List of required documents and information for due diligence

4. Authorized Representatives: List of designated representatives from each party authorized to negotiate

5. Existing Agreements: List of any relevant existing agreements between the parties