1. Exclusivity: Used when parties want to negotiate exclusively for a specified period

2. Binding Provisions: Specific clauses that are intended to be legally binding, such as confidentiality, costs, or exclusivity

3. Costs and Expenses: Include when parties want to specify who bears the costs of negotiation and due diligence

4. Break Fee: Include if there's a fee payable if either party withdraws from negotiations

5. Regulatory Compliance: Include when specific reference to anti-money laundering or other regulatory requirements is needed

6. Conditions Precedent: Include when there are specific conditions that must be met before proceeding with the transaction

1. Gold Specifications: Detailed technical specifications of the gold including purity, form, and quantity

2. Pricing Mechanism: Detailed explanation of how the purchase price will be calculated

3. Due Diligence Requirements: List of required documentation and verification procedures

4. Compliance Requirements: Specific regulatory requirements and necessary certifications