FOR OPEN TERMS
parties have not yet reached agreement on the following terms of the proposed
(list open terms). Unless the parties actually agree on these terms in writing,
the parties do not intend to be bound, and there shall be no contract binding
them to perform the proposed transactions. Although the parties intend to
negotiate in good faith to reach actual agreement on the terms specified above,
they expressly agree that neither party can be held liable for an alleged
breach of an obligation to negotiate in good faith. The parties further agree
that neither party can be held liable for expenses incurred or opportunities
foregone by the other in reliance on this ___________________________________
(specify type of instrument, such as: letter of intent).
This is a UCC-buying and selling provision. It is designed to supplement UCC buying and selling forms found in this category.