Get heads of terms drafted or reviewed to capture the key commercial positions early

Heads of terms can help lock in the commercial direction of a deal before time is spent on a longer contract. They are often useful where the parties broadly agree on price, scope or structure, but still need the full legal detail worked through later. A well-written document can highlight open issues early, such as exclusivity, IP ownership, liability positions or service expectations. That can make the next drafting stage more efficient and reduce confusion about what was only discussed versus what was actually agreed in principle.

It depends on how the document is written and what the parties intend. Some heads of terms are largely non-binding, while certain clauses such as confidentiality, exclusivity, costs or governing law may be intended to have immediate effect. That is one reason wording matters. If the document is vague, one side may later argue that a commercial point was already locked in when the other side thought it was still open. Part of this service is helping frame the document so the intended legal effect is clearer from the outset.

That depends on the deal, but common topics include the parties, the transaction structure, the commercial scope, pricing or payment approach, milestones, timing, confidentiality, exclusivity, intellectual property treatment, service levels, liability positions, conditions to proceed and broad exit concepts. The document is usually shorter than the final agreement, but it still needs enough detail to be commercially meaningful. If a key issue is left out at this stage, it can create friction later when the long-form contract is being negotiated.

The drafting usually turns on the type of transaction and how far the parties have already progressed. A services deal, software arrangement, supply relationship or investment discussion can each raise different priorities. We would usually need to know the commercial structure, the main points already agreed, any sticking points still under discussion, and whether clauses like exclusivity, confidentiality, IP ownership or staged payments are important. Another key issue is whether any provisions are intended to bind the parties now rather than later in the final contract.

Yes, it can be. A template may look simple, but heads of terms often sit at a sensitive stage where expectations are forming quickly. Generic wording can leave uncertainty about whether a clause is binding, fail to reflect the actual commercial structure, or skip over issues like IP, service levels or conditions to proceed. That can create problems when one party believes the deal was settled on one basis and the other party disagrees. Tailored drafting is usually more useful where the transaction has meaningful commercial or legal complexity.

As an online law firm, we eliminate the headaches of paying us by the hour and finding time to meet with a lawyer in person. We charge a fixed fee, with upfront quotes and transparent pricing, and communicate via phone, email and video chat - whichever suits you! You'll be guided through our process by our expert lawyers, who are Australian-qualified and specialise in technology, intellectual property, contract drafting, corporate and commercial law.

At Sprintlaw, our pricing is transparent and designed for startups and small businesses. Many one-off legal services, including document drafting and reviews, are provided for a fixed fee with an upfront quote before you proceed.

Prices typically range from $250 to $2,500 AUD depending on the complexity and scope of the work. For ongoing support, Sprintlaw Memberships include options such as legal templates, consultations, a legal helpline and credits for services.

If your project is larger or more complex, we will provide a tailored quote after understanding what you need.

Our law firm operates completely online, which means we can help you wherever you are in Australia. We work at The Commons Central - a cool co-working space in Chippendale, Sydney - but our lawyers often work flexibly across various locations.

Our lawyers also work from co-working spaces and home offices in Sydney, Melbourne, Brisbane, Adelaide and Perth, so clients can get help online without needing to meet in person.