| 1 | Heads of terms in commercial transactions A practice note setting out the main issues to consider when drafting, reviewing or entering into heads of terms documents. | Practice note: overview | Maintained |
| 2 | Preliminary agreements: international acquisitions Overview of main documents entered into in early stages of an international acquisition: letter of intent, confidentiality agreement, exclusivity, break fee. Country specific information (updated periodically) for Australia, Canada, China, France, Germany, Hong Kong, Italy, Japan, Mexico, The Netherlands, Russian Federation, Singapore, South Korea, UK and US (New York). | Practice note: overview | 12-Sep-2011 |
| 3 | Protecting confidential information: overview This overview summarises the main considerations relating to the protection of confidential information in a commercial setting, especially where intellectual property rights such as patents cannot assist. The note does not cover the law of privacy, but concentrates on confidentiality in a commercial setting. | Practice note: overview | Maintained |
| 4 | Break fees and other deal protection measures This practice note addresses the legal constraints to which parties to acquisitions and takeover offers are subject when considering entering into break fee arrangements. In the context of the introduction of the general prohibition on such arrangements in the Takeover Code, the note also examines the impact of the prohibition on other types of deal protection measures. The note also considers the legal issues relating to break fee arrangements (where these are permitted), how they may be structured and trigger events for the payment of a break fee. | Practice notes | Maintained |
| 5 | Confidentiality agreements in property transactions An outline of confidentiality issues that can arise in property transactions, with links to standard documents and more detailed practice notes. | Practice notes | Maintained |
| 6 | Confidentiality: acquisitions Confidentiality agreements (also known as non-disclosure agreements) are usually signed during the early stages of the acquisition process and seek to ensure that confidential information disclosed (normally by the seller) during the negotiations remains confidential and is not used other than for the purpose disclosed. This note explains why a written confidentiality agreement is considered to be necessary and considers common provisions of the confidentiality agreement and the enforcement of confidentiality obligations. | Practice notes | Maintained |
| 7 | Engagement letters Engagement letters are used by accountants, investment banks and other advisers to limit their liability when giving advice. This note deals with the issues that arise when limiting liability and summarises the provisions most commonly found in engagement letters. | Practice notes | Maintained |
| 8 | Exclusivity agreements in property transactions A practice note giving an outline of the main considerations arising in exclusivity agreements (also known as lock-out agreements) in relation to property transactions. It also considers drafting and negotiating issues. | Practice notes | Maintained |
| 9 | Exclusivity: acquisitions Exclusivity agreements (also known as lock-out, shut-out or no-shop agreements) may be used in acquisitions to protect a prospective buyer against losing out to a rival bidder after spending significant time and money on negotiations. This note sets out the principal considerations arising in exclusivity agreements. | Practice notes | Maintained |
| 10 | Heads of terms in property transactions An outline of the main considerations arising in heads of terms relating to property transactions, with links to a number of precedents and to more detailed notes. | Practice notes | Maintained |
| 11 | Heads of terms: acquisitions Heads of terms (also known as letters of intent, memoranda of understanding or heads of agreement) set out the terms of a commercial transaction agreed in principle between the parties. This note sets out the main considerations arising in heads of terms used in private company acquisitions (shares or assets). | Practice notes | Maintained |
| 12 | Preliminary agreements: Australia: International Acquisitions This Q&A provides country-specific commentary on Practice note, Preliminary agreements: International Acquisitions, and forms part of our international acquisitions transaction guide. | Practice notes | 15-Jan-2010 |
| 13 | Preliminary issues: private equity A note explaining the preliminary steps of a management buyout and issues to be addressed, including the structure of the buyout and director-related issues. The note also covers preliminary agreements such as confidentiality agreements, heads of terms, exclusivity arrangements and costs indemnities. | Practice notes | Maintained |