PRELIMINARY AGREEMENT Clause Samples
A Preliminary Agreement is a clause that establishes the initial understanding or intent between parties before a final, comprehensive contract is executed. It typically outlines the basic terms, such as price, scope, or key obligations, and may specify which provisions are binding (like confidentiality or exclusivity) and which are non-binding. This clause serves to provide a framework for negotiations, ensuring both parties are aligned on essential points and reducing the risk of misunderstandings or wasted effort before committing to a full agreement.
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PRELIMINARY AGREEMENT. 3.1 While this Agreement is f inal, it is, nonetheless preliminary in nature; the TCAs and SANDAG shall, from time to t ime when reasonably necessary, and in any event at least six (6) months prior to the scheduled expiration of its term pursuant to provision (i) of Subparagraph 2.2, revisit the systems, processes and methodologies established hereby and attempt to reach or renew agreement on the matters set forth herein. In this regard, TCAs and SANDAG may agree to extend this Agreement or enter into a new agreement or agreements periodically, as is necessary, from t ime to time. The parties “ agree to negotiate reasonably and in good faith in order to accomplish the goals set forth in Paragraph 3 as well as Recital C above. However, the TCAs and ▇▇▇▇▇▇ also acknowledge and agree that the terms and provisions of this Agreement or any new agreement may need to be modified and amended based upon new or different information, including advances in technology.
3.2 TCAs and ▇▇▇▇▇▇ agree that this Agreement is entered into solely for the purpose of toll collection on the Toll Roads. In the event that either party proposes to enter into an agreement with another entity for use of the other party’s Transponders to pay for other toll collection or non-toll collection services (e.g., parking fees), each of TCA and SANDAG agree that there shall be no obligation by the other party to honor such agreement for its Patrons until such time as TCAs and SANDAG agree on processing fees and/or other compensation acceptable to the other party. Neither TCAs nor SANDAG may contract for the use of the other party’s Transponders or other toll collect ion facilities or devices with any third party. Similarly in this regard, the parties acknowledge and agree that the terms and provisions of this Agreement, as well as its operation, relate solely to Transactions. The requirements and obligations of this Subparagraph shall apply to TCAs, SANDAG and their respect ive agents, contract ors, subcontractors and related parties.
PRELIMINARY AGREEMENT. You are hereby requested, M▇. ▇▇▇▇▇▇, acting as Notary Public in and for Lima to enter in your Registry of Deeds one evidencing an Option Assignment Agreement entered into by and between SOCIEDAD MINERA C▇▇▇▇▇ ▇.▇., identified by Tax ID Number (RUC) 20217427593, with principal place of business at A▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇ ▇▇▇▇ 450, Barranco, Lima, Peru, acting by and through S▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, identified by National Identity Card (DNI) 0▇▇▇▇▇▇▇, and E▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, identified by National Identity Card (DNI) 0▇▇▇▇▇▇▇, as per power of attorney evidenced in Point 2 of the Final Provisions of the bylaws of SOCIEDAD MINERA C▇▇▇▇▇ ▇.▇., registered with Entry 17, on Card 040033, of the Registry of Contracting Companies and Other Legal Entities (Registry of Companies) of the Public Records Office in and for Lima (hereinafter referred to as “CORONA”); and MINERA PERU COPPER SYNDICATE S.A., with Tax ID Number (RUC) 20506675457, with principal place of business at C▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇, Piso 5, San Borja, Lima, Peru, acting by and through J▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, identified by American Passport 1▇▇▇▇▇▇▇▇, duly authorized by power of attorney registered with Entry 1 on Card 11532703, of the Registry of Companies of the Public Records Office in and for Lima (hereinafter referred to as “PERU COPPER SYNDICATE”) under the following terms and conditions: On June 11, 2▇▇▇ ▇▇▇▇ COPPER SYNDICATE and CENTROMIN PERU S.A. signed an Option Transfer Agreement, whereby the option term set forth in the said agreement, once PERU COPPER SYNDICATE executed the option, it will sign an Option Transfer Agreement with CENTROMIN PERU S.A., whereby, it will transfer to PERU COPPER SYNDICATE S.A., among other property, the so-called mining concessions configuring the Toromocho Project. Included in the mining concessions forming part of the Toromocho Project, is the concession known as TOROMOCHO THREE, registered as 4357-N, located in the District of Morococha, Province of Yauli, Department of Junin, with an area of 113.6 ha. The above-mentioned mining concession encompasses an area known as “Buenaventura Area”, with an area of 36,1509 ha, defined according to the following coordinates: 1. 8 715 666 546 375 048 796 2. 8 715 468 623 375 084 089 3. 8 715 415 955 374 749 166 4. 8 715 186 558 374 784 083 5. 8 715 095 483 374 206 526 6. 8 715 285 660 374 176 300 7. 8 715 306 330 374 291 980 8. 8 715 340 000 3▇▇ ▇▇▇ ▇▇▇ 9. 8 715 314 381 374 103 248 10. 8 715 508 524 374 069 322 11. 8 715 540 604 374 ...
PRELIMINARY AGREEMENT. To be returned before 21th of March 2023: Deutsche Delegation im CISM KdoSKBAusbSKTrSKRefSport Fontainengraben 150 D - 53123 Bonn Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇.▇▇▇ Universität der Bundeswehr München SportFGrp Bw München Werner-▇▇▇▇▇▇▇▇▇▇-▇▇▇ ▇▇ D - 85579 Neubiberg Email: ▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇.▇▇▇ NATION : TOTAL NUMBER OF PARTICIPANTS: Officials Athletes Total Men Women Total MEANS OF TRANSPORT : _ DATE: _ : _ SIGNATURE OF CHIEF OF DELEGATION RANK/NAME: Your Contact Rank/Name Phone Fax
PRELIMINARY AGREEMENT. Recital 1. PROFITS - the profits of the Company as determined by the Managing Member, which profits shall be determined quarterly in accordance with GAAP and by reference to the principles set forth on Exhibit B.
PRELIMINARY AGREEMENT. Subject to the terms and conditions --------------------- contained herein, for the purposes of Russian law and solely to the extent Russian law is applicable, (i) this Deposit Agreement shall be considered a preliminary agreement (predvaritelnyi dogovor) and not a transaction involving securities (sdelka s tsennymi bumagami); (ii) by virtue of entering into this Deposit Agreement, (A) no party shall be obligated to transfer any Shares or shall be considered to have offered any securities to any party and (B) no party shall be obligated to acquire or accept a deposit of any securities; and (iii) the Initial Deposit contemplated hereby and the related rights and actions with respect to the Shares shall constitute a transaction involving securities (sdelka s tsennymi bumagami), and in no event shall such transaction take place prior to the registration of the Placement Report with the Russian Federal Commission on the Securities Markets, if and to the extent such registration is required under Russian law. This Section 7.10 shall have no adverse effect on the interpretation of this Deposit Agreement under the laws of the State of New York, by which the Deposit Agreement is expressed to be governed, pursuant to Section 7.09 hereof. Immediately upon registration of the Placement Report with the Russian Federal Commission on the Securities Markets (by which time the Initially Deposited Shares shall be fully paid), the Company and the Depositary shall execute and deliver an Initial Deposit Agreement (osnovnoi dogovor) in the form of Exhibit B (the "Initial Deposit Agreement") which shall incorporate this Deposit Agreement by reference (other than this Section 7.10).
PRELIMINARY AGREEMENT. To be returned before 15 MARCH 2018. Missions intending to compete must ensure that they submit these forms timeously and no later than the date indicated. The Organizing Nation shall not have any obligation towards member nations which have not provided the official final entry within the deadline set in the invitation file (Article 8.3, item 4, CISM Regulations, Edition July 2017). Championship Coordinator Cdr ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇.▇▇▇▇▇▇▇▇@▇▇▇.▇▇ Championship Office ▇▇▇▇▇▇▇▇@▇▇▇.▇▇ ▇▇▇▇▇▇▇▇@▇▇▇▇▇.▇▇▇ NATION : TOTAL NUMBER OF PARTICIPANTS: Officials Athletes CSC members Total Men Women Total DATE: SIGNATURE OF CHIEF OF DELEGATION RANK/NAME: Means of transport: ____________________________ Your Contact Rank/Name Phone E-Mail
PRELIMINARY AGREEMENT. The HS has agreed to assist the URA by:
PRELIMINARY AGREEMENT. 3.1 SANDAG and [Insert Agency Name] agree that this Agreement is entered into solely for the purpose of toll collection on the toll facilities. In the event that either party proposes to enter into an agreement with another entity for use of the other party’s Transponders to pay for other toll collection or non-toll collection services (e.g., parking fees), SANDAG and [Insert Agency Name] agree that there shall be no obligation by the other party to honor such agreement for its Patrons until such time as SANDAG and [Insert Agency Name] agree on processing fees and/or other compensation acceptable to the other party. Neither SANDAG nor [Insert Agency Name] may contract for the use of the other party’s Transponders or other toll collection facilities or devices with any third party. Similarly in this regard, the parties acknowledge and agree that the terms and provisions of this Agreement, as well as its operation, relate solely to Transactions. The requirements and obligations of this Subparagraph shall apply to SANDAG and [Insert Agency Name] and their respective agents, contractors, subcontractors and related parties.
PRELIMINARY AGREEMENT. To be returned before February 01st 2018 to: NATION: TOTAL NUMBER OF PARTICIPANTS: Officials Shooters Total Men Women Total MEANS OF TRANSPORT : ______ DATE: ________________ :_________________________________ SIGNATURE CHIEF OF DELEGATION RANK/NAME: ______________________________ To be returned before March 01st 2018 to: LAND COMPONENT ▇▇▇ ▇▇/▇▇▇▇▇ ▇▇▇ ▇'▇▇▇▇▇, ▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇ Tel: +▇▇ (▇)▇ ▇▇.▇▇▇▇▇ Email: ▇▇▇▇▇▇▇▇▇▇-▇▇-▇▇▇▇▇@▇▇▇.▇▇ NATION : DATE TIME PLACE Flight Nbr MEANS OF TRANSPORT :______________________________________ DATE: ________________ :_________________________________ SIGNATURE CHIEF OF DELEGATION RANK/NAME: ______________________________ To be returned before March the 01st, 2018 to:
PRELIMINARY AGREEMENT. For the avoidance of doubt, the mutual irrevocable undertakings of the Offeror and the Offeree set out in § 1 and § 2 of this Agreement constitute a binding and legally enforceable preliminary agreement (Vorvertrag) in respect of a sale, purchase, transfer and acquisition of the Offeree Shares. The sale, purchase, transfer and acquisition of the Offeree Shares are effected by way of making, accepting, consummating and settling the Acceptable Takeover Offer. The binding nature of the other undertakings given in § 1 and § 2 of this Agreement shall remain unaffected.
