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1. Parties: Identification and details of all contracting parties
2. Background: Context and purpose of the provisional agreement
3. Definitions: Key terms and their meanings as used in the agreement
4. Subject Matter: Core provisions and obligations of the agreement
5. Duration: Term of the provisional agreement and conditions for conversion to final agreement
6. Consideration: Financial terms and payment provisions
7. Termination: Circumstances and process for ending the agreement
1. Conditions Precedent: Prerequisites that must be fulfilled, use when agreement depends on specific conditions
2. Warranties and Representations: Parties' assurances, include for complex transactions
3. Confidentiality: Information protection provisions, include when sensitive information is involved
4. Force Majeure: Provisions for unforeseen circumstances, include for longer-term agreements
5. Assignment: Rights transfer provisions, include when transfer rights are relevant
1. Schedule of Assets: Detailed list of assets covered by the agreement
2. Payment Schedule: Breakdown of payment terms and timelines
3. Due Diligence Requirements: List of required documentation and verifications
4. Form of Final Agreement: Template or key terms of the intended final agreement
5. Contact Details: Key contact information for all parties
Effective Date
Completion Date
Business Day
Parties
Confidential Information
Definitive Agreement
Subject Matter
Consideration
Force Majeure Event
Intellectual Property Rights
Material Adverse Change
Representatives
Term
Working Hours
Conditions Precedent
Default Event
Governing Law
Notice
Permitted Purpose
Consideration
Term and Duration
Subject Matter
Confidentiality
Representations and Warranties
Termination
Force Majeure
Notices
Assignment
Governing Law
Dispute Resolution
Entire Agreement
Amendment and Variation
Due Diligence
Exclusivity
Costs and Expenses
Payment Terms
Non-Binding Provisions
Conversion to Definitive Agreement
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