Notice after Completion of Due Diligence: Each Party must tell the other that it has completed its due diligence and that it is ready to move forward with the development of the business. Either Party has the option to cancel if the other doesn’t give this notice within 120 days.
Licensing Document: After the completion of due diligence by both Parties, the licensing agreement will be signed by each Party and the full development of the project will begin. In addition, certain fees are due and payable upon execution of the licensing document.
The Parties agree that except for paragraphs expressly identified as binding, the document is only a proposal of their intention regarding the Proposed Transaction and is non-binding. Because the letter is non-binding, each Party is given the right to withdraw from negotiations by notifying the other Party in writing.