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The Memorandum of Understanding Between Supplier And Buyer is a crucial preliminary document used in Canadian business transactions to establish the framework for commercial relationships before entering into binding contracts. It's particularly valuable when parties need to document their preliminary understanding while conducting due diligence, negotiating details, or seeking internal approvals. The document typically includes proposed commercial terms, responsibilities, timelines, and next steps, while maintaining its non-binding nature (except for specific clauses like confidentiality). Subject to Canadian federal and provincial laws, this MOU serves as a roadmap for negotiating detailed agreements while protecting both parties' interests during preliminary discussions. It's commonly used in complex transactions, long-term supply arrangements, or when significant commercial relationships are being established.

1. Parties: Identification and details of the supplier and buyer, including full legal names, addresses, and registration numbers if applicable

2. Background: Context of the proposed relationship, including the purpose of the MOU and general objectives of both parties

3. Definitions: Key terms used throughout the document, ensuring clear understanding between parties

4. Purpose and Scope: Detailed outline of what the parties hope to achieve and the boundaries of their proposed relationship

5. Roles and Responsibilities: General description of each party's anticipated roles in the proposed relationship

6. Proposed Commercial Terms: Overview of the basic commercial arrangement being considered, including general pricing principles

7. Duration and Timeline: Expected timeframe for the MOU and anticipated timeline for moving toward a formal agreement

8. Confidentiality: Basic terms regarding the handling of confidential information exchanged during discussions

9. Non-Binding Nature: Clear statement that the MOU is not legally binding except for specific clauses like confidentiality

10. Next Steps: Outline of the process for moving toward a formal agreement

11. Signatures: Space for authorized representatives to sign, with date and title