This type of agreement is commonly referred to as a “procedural agreement” because it defines in writing the procedure by which the parties agreed that they would endeavour to finalize the documentation of a transaction. Of course, this does not immediately bind the parties to the completion of the transaction in accordance with the reference date, but obliges them to do everything in their power to formalize a full form agreement on the basis of these conditions and, if necessary, bind them to obligations such as confidentiality and exclusivity. The reality is that an agreement of the heads of state or government could be binding or not. In general, however, the objective is that the contract is not binding on the “key conditions of a proposed agreement between the parties” but on issues such as “exclusivity, confidentiality, duty of care and intellectual property.” Since an HOA intends to cover the essential conditions of a legal relationship, it may contain anything relevant to what you have agreed with the other party. In general, you can expect it to be described: A contract head document should only serve as an introductory agreement to the fundamental terms of a transaction or partnership. This is done during the pre-contract phase of the negotiations. An agreement will not be conceptually comprehensive enough to cover all the details necessary for a binding formal agreement. But its lack of detail is also its strength; parties are less likely to find something they disagree on. Sackar J. also cited several cases concerning the importance of the courts in order to examine the context in which a written agreement had been reached. The parties may wonder whether such an obligation is worth the time and effort, but we believe that it should not be costly or tedious to make an agenda a legal “interim arrangement” or “procedural agreement” as noted above, to be an expensive or tedious task – especially when the parties have already negotiated and agreed on the main trading conditions.
In addition, there may be significant benefits: once both parties reach a broad consensus on a partnership or transaction and have signed a contractual document, the next step is to involve lawyers and accountants to reduce the details. These details may contain a number of preconditions that must be met before a final agreement is reached. The next step is the signing of a binding contract, although a contract change can be terminated at any time by both parties with some reservations. However, these documents may be legally binding when the treaty document contains terms or languages that explicitly refer to a binding intention. Similarly, a letter that does not contain expression on whether its terms should be binding may be considered binding because of the language used. (see RTS Flexible Systems Ltd/Molkerei Alois Muller GmbH – Co KG ) It also depends on the circumstances of the transaction and includes the behaviour of the parties themselves.   A duly drawn-up agreement is a non-binding document that sets out the main conditions of a proposed agreement between the parties. Before signing contracts and entering into formal legal relations, many companies first decide to enter into a Trade Agreement (HOA).