1. Exclusivity Period: Include when parties agree to negotiate exclusively for a defined period

2. Cost Allocation: Include when parties want to specify how due diligence costs will be shared

3. Break Fee: Include when there's agreement on fees payable if either party terminates discussions

4. Governing Law and Jurisdiction: Include when parties want to specify applicable law and dispute resolution forum

5. Timeline and Key Dates: Include when specific deadlines or milestones need to be established

6. Deal Team Contact Details: Include when specific team members need to be identified for communication

7. Third Party Rights: Include when third parties (like advisors) need access to information

1. Initial Information Request List: Preliminary list of documents and information required for due diligence

2. Due Diligence Timeline: Detailed timeline with key milestones and deadlines

3. Authorized Representatives: List of authorized personnel from both parties involved in the due diligence process

4. Data Room Rules: Rules and procedures for accessing and using the data room

5. Confidentiality Requirements: Detailed confidentiality and data protection protocols

6. Required Regulatory Approvals: List of anticipated regulatory approvals needed for the transaction