Agreement Term Sheet
I. Overview
This Term Sheet serves to outline the principal terms and conditions for the proposed transaction between [Your Company Name] and [Counterparty Company Name]. This document will act as a framework to move forward with more detailed negotiations and does not constitute a legally binding agreement except where specifically stated.
This summary is intended to facilitate further discussions and is confidential. It is intended solely for the information of the party to whom it is addressed.
II. Parties Involved
[Your Company Name], located at [Your Company Address], and [Counterparty Company Name], located at [Counterparty Address], are entering into this preliminary agreement articulated in accordance with the terms stated herein.
The principals representing each party are [Your Name], [Your Department] at [Your Company Name], and [Counterparty Representative Name], [Counterparty Department] at [Counterparty Company Name].
III. Term of Agreement
The term of this agreement shall commence upon the execution of this Term Sheet and shall continue until [End Date] or until superseded by a definitive agreement. Either party may terminate this agreement with written notice [Specify Notice Period] days prior to the intended date of termination.
During the term, both parties agree to negotiate in good faith to reach a definitive agreement based on the terms outlined herein and any other terms that are subsequently agreed upon.
IV. Key Terms
Type of Transaction: [Type of Transaction]
Valuation: [Valuation] as agreed upon after due diligence.
Contributions: [Your Company Name] will contribute [Your Contribution], and [Counterparty Company Name] will contribute [Counterparty Contribution]. Said contributions, valuations, and transaction types are subject to adjustment based on further analysis and mutual agreement.
V. Confidentiality
All negotiations and agreements are considered confidential and shall not be disclosed to third parties without express written consent from both [Your Company Name] and [Counterparty Company Name].
Furthermore, all proprietary information exchanged during the negotiation shall be treated with strict confidentiality and not utilized for any purpose outside the scope of this transaction.
VI. Legal and Regulatory
Both parties agree to comply with all applicable laws and regulations in their respective jurisdictions. Compliance with additional regulatory requirements specific to this transaction shall be identified and addressed during the due diligence phase.
This Term Sheet is not legally binding in relation to the transaction envisaged herein except for the sections stipulated under 'Confidentiality' and 'Legal and Regulatory', which shall form binding obligations of the parties.
VII. Signatures
The undersigned representatives of [Your Company Name] and [Counterparty Company Name] acknowledge that this Term Sheet is not a definitive agreement but serves as a mutual understanding of the principal terms for the proposed transaction.
Name: [Your Name]
Date: [Date Signed]
Name: [Counterparty Name]
Date: [Date Signed]
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