1. Exclusivity: Used when parties agree not to negotiate with third parties during the preliminary period

2. Break Fee: Include when parties agree on compensation if one party withdraws from negotiations

3. Intellectual Property: Required when preliminary activities involve sharing or creating intellectual property

4. Due Diligence: Include when preliminary contract covers due diligence process and information sharing

5. Costs and Expenses: Used when there's a need to specify how preliminary phase expenses will be allocated

6. Force Majeure: Include when parties want to address potential disruptions to preliminary obligations

1. Schedule 1 - Timeline: Detailed timeline for negotiations and key milestones towards the main agreement

2. Schedule 2 - Required Information: List of documents and information to be exchanged during the preliminary period

3. Schedule 3 - Term Sheet: Key commercial terms agreed for inclusion in the main agreement

4. Appendix A - Form of NDA: Standard form of confidentiality agreement if not included in main text

5. Appendix B - Contact Details: List of key contacts and authorized representatives for each party