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Preliminary Contract Template for Singapore

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Key Requirements PROMPT example:

Preliminary Contract

"I need a Preliminary Contract under Singapore law for a potential joint venture between my tech company and a manufacturing partner, with strong confidentiality provisions and a 6-month exclusivity period starting March 2025."

Document background
The Preliminary Contract is a crucial document used in Singapore business transactions when parties need to formalize their initial understanding while maintaining flexibility for detailed negotiations. It typically precedes more comprehensive agreements, particularly in complex transactions such as mergers, acquisitions, or joint ventures. This document includes essential terms, timelines, and obligations while adhering to Singapore's legal framework. The Preliminary Contract helps manage expectations, protect parties' interests during negotiations, and can include binding elements such as confidentiality and exclusivity provisions.
Suggested Sections

1. Parties: Identification and details of contracting parties

2. Background: Context and purpose of the preliminary contract

3. Definitions: Key terms used throughout the document

4. Subject Matter: Core agreement details and scope

5. Duration: Timeframe of the preliminary contract

6. Binding Effect: Extent to which the preliminary contract is legally binding

Optional Sections

1. Exclusivity: Used when parties agree not to negotiate with others during the preliminary period

2. Break Fee: Include when there's an agreement on compensation if negotiations fail

3. Conditions Precedent: When certain conditions must be met before proceeding to main agreement

4. Cost Allocation: Include when parties need to specify who bears what costs during preliminary phase

Suggested Schedules

1. Timeline Schedule: Detailed timeline for negotiations and completion of final agreement

2. Required Documentation: List of documents to be provided during the preliminary phase

3. Due Diligence Checklist: If preliminary contract involves due diligence process

4. Term Sheet: Summary of key commercial terms to be included in final agreement

Authors

Alex Denne

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

Relevant legal definitions

















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Industries

Contract Law Act 1999: Primary legislation governing contract formation, validity, and enforcement in Singapore

Civil Law Act (Cap. 43): Fundamental legislation governing civil matters including contract formation requirements and enforcement

Electronic Transactions Act: Legislation governing the formation and validity of electronic contracts and digital signatures in Singapore

Sale of Goods Act: Specific legislation governing contracts involving the sale and purchase of goods

Unfair Contract Terms Act: Legislation regulating and restricting the use of unfair terms in contracts

Consumer Protection (Fair Trading) Act: Legislation protecting consumer rights and regulating fair trading practices in consumer contracts

Singapore Limitation Act: Legislation setting time limits for bringing legal actions relating to contracts

Rules of Court: Procedural rules governing litigation and dispute resolution in Singapore courts

Common Law Principles: Legal principles derived from English common law that supplement Singapore's statutory contract law

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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