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Letter Of Intent Between Two Companies
1. Date and Place: Clear indication of when and where the LOI is issued
2. Parties: Full legal names and addresses of both companies, including company registration numbers (CVR)
3. Background: Brief context of the proposed transaction or collaboration
4. Definitions: Key terms used throughout the document
5. Purpose and Scope: Clear statement of the intended transaction or collaboration
6. Key Terms: Main commercial and technical points of the proposed arrangement
7. Timeline: Expected timeline for negotiation and execution of definitive agreements
8. Binding/Non-binding Nature: Clear statement of which provisions are binding and non-binding
9. Confidentiality: Basic confidentiality obligations regarding the negotiations
10. Governing Law: Specification of Danish law as governing law
11. Signatures: Execution block for authorized representatives of both parties
1. Exclusivity: Used when parties want to negotiate exclusively for a specified period
2. Cost Allocation: Include when parties need to specify who bears the costs of negotiations and due diligence
3. Break Fee: Used in significant transactions where compensation is needed if one party withdraws
4. Due Diligence: Include when preliminary access to information and due diligence process needs to be outlined
5. Press Releases: Include when public announcements need to be controlled
6. Non-Solicitation: Used when parties want to prevent poaching of employees during negotiations
7. Dispute Resolution: Include when specific dispute resolution mechanisms are desired beyond standard court jurisdiction
1. Term Sheet: High-level summary of key commercial terms being considered
2. Timeline Overview: Detailed schedule of key dates and milestones
3. Contact Details: List of key contact persons from each party
4. Initial Due Diligence Requirements: Preliminary list of required documentation and information
5. Proposed Transaction Structure: Basic diagram or description of the proposed structure, if complex
Authors
Business Day
Confidential Information
Definitive Agreement
Due Diligence
Effective Date
Exclusivity Period
Letter of Intent
Parties
Proposed Transaction
Representatives
Target Business
Term
Transaction Documents
Binding Provisions
Non-Binding Provisions
Permitted Purpose
Related Entities
Governing Law
Working Hours
Intellectual Property Rights
Material Adverse Change
Territory
Background
Definitions
Purpose
Scope of Agreement
Binding Effect
Non-Binding Effect
Confidentiality
Exclusivity
Due Diligence
Timeline
Good Faith
Costs
Break Fee
Governing Law
Press Announcements
Non-Solicitation
Termination
Notices
Authority
Assignment
Entire Agreement
Amendments
Severability
Counterparts
Signatures
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