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1. Date and Parties: Opening section identifying the date and full legal names and addresses of all parties involved
2. Introduction: Brief statement establishing the context and purpose of the letter
3. Business Background: Overview of each party's business and current market position
4. Partnership Intent: Clear statement of the parties' intention to explore or enter into a business partnership
5. Scope of Proposed Partnership: Outline of the intended business relationship, including main activities and objectives
6. Key Terms: Preliminary agreement on fundamental aspects of the proposed partnership
7. Timeline: Proposed schedule for partnership discussion, due diligence, and formal agreement execution
8. Non-Binding Nature: Statement clarifying which provisions are non-binding, except for specific binding terms
9. Confidentiality: Binding provisions regarding the treatment of confidential information exchanged
10. Exclusivity: Statement regarding whether parties are restricted from discussing similar arrangements with others
11. Closing and Signatures: Formal closing statements and signature blocks for all parties
1. Due Diligence Process: Include when significant investigation of business affairs is anticipated
2. Cost Allocation: Include when parties need to specify how costs during the negotiation phase will be shared
3. Governing Law and Jurisdiction: Include for cross-state or international partnerships
4. Break-up Fee: Include when parties want to specify compensation if one party backs out
5. Dispute Resolution: Include when parties want to specify mechanism for resolving disagreements
6. Regulatory Compliance: Include when the partnership involves regulated industries or activities
1. Appendix A - Proposed Business Plan Overview: High-level summary of the proposed business collaboration
2. Appendix B - Timeline and Milestones: Detailed schedule of key dates and objectives
3. Appendix C - Initial Resource Commitments: Preliminary outline of resources each party intends to contribute
4. Schedule 1 - Confidentiality Terms: Detailed confidentiality provisions and requirements
5. Schedule 2 - Due Diligence Requirements: List of documents and information required for due diligence
Effective Date
Confidential Information
Business Day
Proposed Partnership
Due Diligence
Binding Provisions
Non-Binding Provisions
Exclusivity Period
Definitive Agreement
Business Plan
Territory
Intellectual Property
Material Adverse Change
Representatives
Affiliate
Consideration
Negotiation Period
Proposed Transaction
Break-up Fee
Governing Law
Force Majeure
Business Assets
Disclosure Materials
Permitted Purpose
Authorized Representatives
Good Faith
Non-Binding Nature
Confidentiality
Exclusivity
Due Diligence
Good Faith
Costs and Expenses
Binding Provisions
Term and Termination
Governing Law
Dispute Resolution
No Agency
Publicity
Assignment
Notices
Entire Understanding
Regulatory Compliance
Break Fee
Force Majeure
Third Party Rights
Amendments
Severability
Manufacturing
Technology
Real Estate
Financial Services
Agriculture
Oil and Gas
Telecommunications
Retail and Distribution
Healthcare
Construction
Education
Professional Services
Transportation and Logistics
Mining
Renewable Energy
Legal
Business Development
Corporate Strategy
Executive Leadership
Finance
Operations
Mergers and Acquisitions
Commercial
Corporate Affairs
Risk Management
Chief Executive Officer
Managing Director
Business Development Manager
Legal Counsel
Corporate Lawyer
Chief Financial Officer
Operations Director
Partnership Manager
Strategy Director
Investment Manager
Company Secretary
Commercial Director
Head of Mergers and Acquisitions
Chief Operations Officer
Business Unit Head
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