Record the key commercial terms agreed in principle before the full contract is drawn up, with clear “subject to contract” wording and the few clauses that are intended to be binding – confidentiality, exclusivity and costs.
Contracts & terms
Heads of Terms and Letter of Intent
About this document
Heads of terms (also called a letter of intent, memorandum of understanding or term sheet) set out the main points the parties have agreed so far – such as price, scope, timetable and conditions – so that solicitors can draft the full agreement. They are usually not legally binding, except for a few clauses such as confidentiality and exclusivity. This template makes that distinction clear to avoid an accidental contract.
The document is laid out in the sections below. Each one comes with a plain-English guidance note explaining what it does and what to change.
Our templates are professionally structured starting points for UK businesses, not legal advice. For anything complex, unusual or high-value, have your final version checked by a solicitor.
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Contracts & terms
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Editable Microsoft Word files
Guidance notes in every document
Written for UK businesses
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