Heads of Terms for commercial negotiations, joint ventures or acquisitions. Sets out the agreed framework before the full contract is drafted. From £4.99.
Heads of Terms — also called a Letter of Intent or Memorandum of Understanding — is a preliminary document recording the key commercial terms agreed between parties before the full contract is drafted. Most of the document is non-binding, with specific clauses (confidentiality, exclusivity, costs, governing law) made binding.
At the start of a substantial commercial transaction — a business sale, a major contract, a partnership, a joint venture — where the parties want to record what they have agreed in principle and signal commitment before the full legal documentation is drafted. They give both sides a written framework for negotiation.
Parties and proposed transaction structure, key commercial terms (price, payment, completion conditions, key milestones), binding provisions (confidentiality, exclusivity period, costs allocation, governing law), an express statement that the rest is non-binding and subject to definitive documentation, and the timeline for final contract drafting.
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