A Franchise Letter of Intent is commonly used in Singapore when parties are seriously considering entering into a franchise relationship but need to establish preliminary terms before committing to a full franchise agreement. The document typically precedes extensive due diligence and detailed negotiations, serving as a roadmap for the transaction. While Singapore doesn't have specific franchise legislation, the LOI must comply with general commercial law principles and common business practices. It typically includes provisions for confidentiality, exclusivity periods, basic commercial terms, and the timeline for completing the transaction. This document helps parties align their expectations and protect their interests during the negotiation phase.
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1. Introduction: Identification of parties and basic intent to enter franchise relationship
2. Purpose Statement: Clear statement of intent to negotiate franchise agreement
3. Proposed Terms: Basic outline of key business terms being considered, including proposed business model, territory, and financial terms
4. Due Diligence: Process and requirements for information exchange and evaluation period
5. Timeline: Proposed schedule for negotiations and execution of definitive agreements
6. Confidentiality: Obligations regarding confidential information exchanged during negotiations
7. Binding Effect: Clear statement of which provisions are binding and non-binding
1. Exclusivity Period: Period during which parties agree not to negotiate with others regarding similar arrangements
2. Deposit Terms: Details of any initial payments or deposits required during the negotiation period
3. Break Fee: Terms regarding compensation if negotiations terminate under specific circumstances
4. Governing Law: Specification of Singapore law as governing law for binding provisions
5. Dispute Resolution: Process for resolving any disputes arising during the negotiation period
1. Initial Business Plan: Preliminary outline of proposed franchise operation and business model
2. Territory Map: Proposed territorial rights and exclusivity zones for the franchise
3. Financial Requirements: Preliminary outline of financial obligations, including estimated investment and fees
4. Timeline Schedule: Detailed timeline for due diligence, negotiations, and execution of definitive agreements
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