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LOI Contract
1. Parties: Identification of the parties entering into the LOI, including full legal names, registration numbers, and addresses
2. Background: Context of the proposed transaction or relationship, including the parties' intentions and general purpose of the LOI
3. Definitions: Key terms used throughout the LOI, ensuring consistent interpretation
4. Proposed Transaction: Overview of the main transaction or relationship being contemplated
5. Non-Binding Provisions: Clear statement of which provisions are non-binding, typically including the main commercial terms
6. Binding Provisions: Explicit listing of which provisions are legally binding, typically including confidentiality, exclusivity, and governing law
7. Due Diligence: Framework for the due diligence process, including scope and timeline
8. Timeline: Expected schedule for negotiation, due diligence, and completion of the definitive agreement
9. Confidentiality: Binding provisions regarding the protection and non-disclosure of confidential information
10. Governing Law and Jurisdiction: Specification of Danish law as governing law and jurisdiction for dispute resolution
1. Exclusivity: Binding provision preventing parties from negotiating with other parties for a specified period - include when exclusivity is required
2. Break Fee: Provisions regarding payment of fees if either party terminates negotiations - include in significant transactions
3. Costs: Allocation of costs and expenses during the negotiation period - include when significant costs are expected
4. Public Announcements: Rules regarding public statements about the potential transaction - include for sensitive or public-facing deals
5. Access to Information: Terms regarding access to additional information and facilities - include when physical due diligence is required
6. Employee Matters: Provisions regarding contact with employees and related matters - include when workforce is a key consideration
1. Term Sheet: Summary of key commercial terms and conditions proposed for the definitive agreement
2. Due Diligence Checklist: List of required documents and information for the due diligence process
3. Timeline: Detailed schedule of key dates and milestones
4. Confidentiality Provisions: Detailed confidentiality terms and NDAs if not incorporated in main document
5. Contact Details: List of key contacts and their roles for each party
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