Non Binding Offer for Singapore

Non Binding Offer Template for Singapore

A Non-Binding Offer Template under Singapore law serves as a preliminary document outlining proposed terms and conditions for a potential transaction or agreement. This document explicitly states its non-binding nature while providing a structured framework for initial negotiations. Governed by Singapore's Contract Law Act and common law principles, it offers parties the flexibility to explore commercial opportunities while maintaining legal clarity regarding the preliminary nature of discussions.

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What is a Non Binding Offer?

The Non-Binding Offer Template is a crucial document in the early stages of business negotiations under Singapore jurisdiction. It provides a formal structure for presenting initial terms while explicitly maintaining their non-binding nature. This document typically includes key commercial terms, conditions, timelines, and any specific requirements for moving forward. The template is particularly valuable when parties need to demonstrate serious intent while retaining flexibility before committing to a binding agreement. It serves as a fouNDAtion for further negotiations while providing clear documentation of preliminary discussions.

What sections should be included in a Non Binding Offer?

1. Offer Details: Specific terms of the offer including price, product/service description, and quantity

2. Non-Binding Statement: Clear disclaimer stating the non-binding nature of the offer and that this does not constitute a legally binding agreement

3. Validity Period: Timeframe during which the offer remains open for consideration

4. Contact Information: Details of the offering party and recipient, including full legal names and addresses

What sections are optional to include in a Non Binding Offer?

1. Conditions Precedent: Any conditions that need to be met before proceeding, used when offer is contingent on specific events

2. Confidentiality Statement: Terms regarding the confidential treatment of the offer information and any disclosed materials

3. Due Diligence Requirements: Information about required due diligence process and documentation requirements

What schedules should be included in a Non Binding Offer?

1. Product/Service Specifications: Detailed technical specifications or service descriptions including scope and deliverables

2. Pricing Schedule: Detailed breakdown of pricing components, payment terms, and any conditional pricing arrangements

3. Proposed Timeline: Proposed implementation or delivery schedule with key milestones and dates

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

Singapore

Publisher

Genie AI

Document Type

Letter of Intent

Cost

Free to use
Industries

Contract Law Act 1999: Primary legislation governing contract formation and enforcement in Singapore, including basic principles of offer, acceptance, and consideration

Common Law Principles: Singapore's legal system is based on English common law, which provides fundamental principles for contract interpretation and enforcement

Invitation to Treat Doctrine: Legal distinction between a formal offer and an invitation to treat under Singapore contract law, crucial for non-binding offers

Preliminary Agreements Framework: Singapore law principles governing preliminary agreements and letters of intent, essential for establishing non-binding nature

Sale of Goods Act: Legislation governing the sale of goods and commercial transactions in Singapore

Unfair Contract Terms Act: Legislation controlling the use of unfair terms in contracts, ensuring fairness and reasonableness

Electronic Transactions Act: Law governing electronic communications and transactions, relevant for digitally transmitted offers

Competition Act: Legislation ensuring fair competition and preventing anti-competitive practices in business dealings

Gay Choon Ing v Loh Sze Ti Terence Peter [2009]: Key case law defining bouNDAries between binding and non-binding agreements in Singapore

Chwee Kin Keong v Digilandmall.com: Significant case law regarding contract formation and validity of offers in Singapore

Language Requirements: English as primary language of business and law in Singapore, requiring clear and unambiguous language in legal documents

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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