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1. Parties: Identification and details of all parties involved in the pre-agreement

2. Background: Context of the proposed transaction or relationship, including the parties' intentions to enter into a final agreement

3. Definitions: Key terms used throughout the document

4. Purpose and Scope: Clear statement of the preliminary nature of the agreement and its intended purpose

5. Key Terms Under Discussion: Outline of the main terms and conditions that will form the basis of the final agreement

6. Negotiation Process: Framework for how parties will proceed with negotiations, including timelines and milestones

7. Binding and Non-Binding Provisions: Clear distinction between which provisions are binding (like confidentiality) and which are non-binding

8. Confidentiality: Obligations regarding the protection of confidential information exchanged during negotiations

9. Exclusivity: Terms regarding exclusive negotiations during the pre-agreement period

10. Duration and Termination: Period of validity for the pre-agreement and conditions for termination

11. Costs and Expenses: Allocation of costs incurred during the negotiation phase

12. Governing Law and Jurisdiction: Specification of Dutch law as governing law and jurisdiction for disputes

1. Timeline and Milestones: Detailed schedule of negotiation phases and key dates

2. Initial Terms Sheet: Preliminary outline of key commercial terms under discussion

3. Contact Details: List of key contacts and their roles in the negotiation process

4. Due Diligence Requirements: List of documents and information required for due diligence

5. Confidentiality Requirements: Detailed procedures for handling confidential information

6. Form of Final Agreement: Draft structure or key terms of the contemplated final agreement

7. Required Approvals: List of necessary internal and external approvals required for final agreement