1. Non-Solicitation: Prevents parties from hiring each other's employees during and after the evaluation period - include when intellectual property or key employees are crucial

2. Milestone Requirements: Specific targets or conditions that need to be met before proceeding with the partnership - include when specific achievements are prerequisites

3. Break Fee: Compensation payable if one party withdraws from negotiations - include in high-value or complex negotiations

4. Intellectual Property Rights: Protection of existing IP and provisions for jointly developed IP during evaluation - include when IP is relevant to the potential partnership

5. Public Announcements: Rules for making public statements about the potential partnership - include for high-profile or market-sensitive situations

6. Tax Considerations: Preliminary tax structure and implications - include for complex or high-value partnerships

1. Schedule 1 - Business Plan: Outline of the proposed partnership's business plan and objectives

2. Schedule 2 - Due Diligence Requirements: List of required documents and information for the evaluation process

3. Schedule 3 - Timeline: Detailed timeline for the evaluation period and key milestones

4. Schedule 4 - Confidential Information: Definition and categories of information considered confidential

5. Schedule 5 - Existing Commitments: Declaration of relevant existing business commitments and potential conflicts

6. Appendix A - Contact Details: Key contact persons and their details for each party

7. Appendix B - Required Approvals: List of necessary regulatory or third-party approvals for the partnership