1. Break Fee: Terms of any break fee payable if either party withdraws, used in larger transactions

2. Employee Matters: Preliminary agreements regarding employee retention and consultation, important if works council involvement is anticipated

3. Conditions Precedent: Key conditions that must be met before proceeding to definitive agreements

4. Financing: Details of how the purchase will be financed, relevant for transactions with external financing

5. Regulatory Approvals: Required regulatory approvals, included if transaction may need competition authority clearance

6. Post-Closing Management: Preliminary agreements on post-closing management structure, relevant for partial acquisitions or when retaining key management

7. Non-Compete: Preliminary agreement on non-compete terms, important in competitive industries

1. Target Business Description: Detailed description of the business being purchased, including legal entities, assets, and operations

2. Indicative Timeline: Detailed timeline with key milestones and deadlines

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

4. Price Calculation Methodology: Details of how the purchase price was/will be calculated, including any adjustments

5. Key Personnel: List of key employees or management team members

6. Material Contracts: List of material contracts to be transferred or reviewed