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1. Key Personnel: Identification of key management positions and proposed appointments - include when management structure is a crucial aspect of negotiations

2. Conditions Precedent: Key conditions that must be met before proceeding with the final agreement - include when specific regulatory approvals or third-party consents are anticipated

3. Cost Sharing: Agreement on how costs during the negotiation period will be shared - include when significant due diligence or preliminary costs are expected

4. Dispute Resolution: Preliminary agreement on how disputes will be handled - include when parties want to establish binding dispute resolution procedures for the LOI phase

5. Break-up Fee: Provisions for compensation if one party terminates negotiations - include in high-stakes negotiations or when significant preliminary investments are required

6. Language Clause: Specification of dual-language requirements and which version prevails - include when one or more parties require documentation in multiple languages

1. Schedule A - Proposed Business Plan Overview: High-level summary of the proposed business plan and key objectives

2. Schedule B - Preliminary Capital Structure: Initial proposal for shareholding and capital contribution structure

3. Schedule C - Key Milestones: Timeline of critical dates and milestones for the proposed transaction

4. Schedule D - Due Diligence Requirements: List of key documents and information required for due diligence

5. Appendix 1 - Corporate Information: Basic corporate information and registration documents of all parties

6. Appendix 2 - Required Regulatory Approvals: List of anticipated governmental or regulatory approvals needed