Commercial Contracts and Advisory

Businesses run on relationships, and whether written or verbal, agreements between them form legal contracts. Whether you are engaging a new supplier, onboarding a client or protecting your IP, carefully considered contracts can make your business smarter, more efficient and better protected.

At Dexterity Law, we work with businesses and institutions across a wide range of industries to draft, review, and negotiate their key commercial agreements. Our clients include technology companies, manufacturers, professional services firms, logistics operators, and consumer businesses. What they have in common is a need for commercial contracts that are clear, practical, and built to support the way they actually operate.

Many of our clients come to us for a single agreement and stay for years. We get to know your business, your industry, and your risk appetite, which means each new agreement builds on what we already understand about how you work.

Our Services

  • If your business provides services to clients, your service agreement is one of the most important documents you have. It defines what you will deliver, how you will be paid, what happens if things go wrong, and how the relationship can be ended.

    Our approach is to use each agreement as a chance to empower you as the client to understand your legal rights and obligations.

    We draft and negotiate service agreements for a wide range of businesses, from IT consultancies and SaaS providers to cleaning companies, planning advisors, and PR agencies. We also review service agreements that clients have been asked to sign by their customers, helping them understand the obligations they are taking on and negotiate terms that are commercially reasonable.

    For businesses that engage multiple clients on similar terms, we develop template service agreements that can be reused with minimal customisation. This saves time and cost on each new engagement while maintaining a consistent standard of legal protection.

    Recently, we helped a Fintech client develop a bespoke template services agreement that it rolled out to its own major end users.  This was an opportunity for our client to build trust and cement existing relationships by documenting a formal, fair agreement with users.

  • Every business that sells products or services needs clear terms and conditions (T&Cs). Whether you operate an online platform, a SaaS product, a supply business, or a professional services firm, your T&Cs set the legal framework for your customer relationships.

    We draft T&Cs for businesses at every stage, from startups launching their first product to established companies updating their terms to reflect new services or regulatory changes. We also review and advise on T&Cs that our clients have been presented with by their counterparties.

    When you work with us you can walk away with T&Cs that you fully understand and reflect your business values. We aim for terms that are fair, commercially sensible, and straightforward enough that your clients will actually read and accept them.

    A recent example for us was helping a Melbourne-based logistics firm prepare its first set of its own T&Cs.  The client had been using generic T&Cs and found that they were excessively protective and overly complex.  We helped them prepare a three-page document that streamlined the process for their own customers and improved their onboarding process.

  • Businesses that manufacture, distribute, or supply physical products operate in a world of complex supply chain relationships. The agreements governing these relationships need to address pricing, delivery, quality, risk allocation, exclusivity, and termination in a way that reflects commercial reality.

    We draft and negotiate supply agreements, distribution agreements, and offtake agreements for businesses across manufacturing, resources, logistics, and consumer goods. We also advise on the legal aspects of entering new supply relationships, including due diligence on counterparties and assessment of contractual risk.

    At the start of this year we helped a mid-size Australian homewares retailer develop a bespoke supply agreement it could use with artisan suppliers.  We worked with them to draft an agreement in plain-English that they could use to build trust with suppliers and fairly allocate responsibilities between the parties.

  • Non-Disclosure Agreements (NDAs) are one of the most frequently requested legal documents in commercial practice. They are used at the start of almost every significant business discussion, from potential partnerships and joint ventures to M&A negotiations and technology licensing.

    We draft standalone NDAs, mutual NDAs for commercial negotiations, and confidentiality frameworks for more complex arrangements. We also review NDAs that our clients have been asked to sign, which is important because the terms of an NDA can have real commercial consequences if they are too broad, too long, or poorly drafted.

    We don’t like to ‘overcook’ NDAs.  For long term clients, we can usually complete a very swift red-flag review so their plans aren’t held up in legal.  For clients who use NDAs regularly, we develop template NDAs that can be deployed quickly and consistently.

    By way of example, we help a few Melbourne-based tech clients with very sensitive IP by performing a short, sharp red-flag review of every NDA they enter.  By understanding their risk appetite we can do this is a cost-effective and timely manner.

  • For many businesses, intellectual property is their most valuable asset. Whether you are commercialising a new technology, licensing your IP to a partner, or protecting your brand through trademark registration, the legal framework around your IP needs to be right.

    We advise on IP assignments and licensing agreements, trademark registration and enforcement, research collaboration agreements, and the IP aspects of commercial transactions such as business sales and joint ventures. We work with clients across technology, manufacturing, and professional services, where IP is often central to the business model.

    For technology businesses in particular, we understand that IP protection needs to keep pace with rapid product development. We help our clients put practical frameworks in place that protect their position without slowing them down.

    Last year, we helped an Australian education provider negotiate a key IP-licence agreement with a partner institution, which formed the bedrock of their future business plan.  Working closely with the client we were able to help them manage the relationship and negotiate an agreement that met each of their commercial goals.

  • Restraint of trade clauses are common in employment agreements, business sale agreements, and shareholder arrangements. When they work, they protect legitimate business interests. When they are poorly drafted, they are unenforceable and give you a false sense of security.

    We advise on both sides of restraint issues. For businesses, we draft restraint clauses that are tailored to what a court would actually enforce, taking into account the nature of the business, the role of the individual, and the geographic and temporal scope that is reasonable in the circumstances. For individuals who are subject to restraints, we advise on the enforceability of the clause and the practical options available.

    We also advise international businesses on how Australian restraint law differs from other jurisdictions, which can be significant for companies establishing operations in Australia or hiring Australian-based staff.

    Last year, we helped a client navigate the restrictions imposed by several competing restraints affecting different founders of their business.  This led to a series of negotiations with a former employer, which were successfully resolved and documented between all parties.

  • A commercial lease is one of the largest ongoing commitments a business makes. Whether you are entering a new lease, renewing an existing one, or dealing with a lease dispute, the terms matter.

    We review and negotiate commercial leases for tenants and landlords, advise on lease renewals and variations, and help clients understand their obligations under existing leases. We also advise on the property-related aspects of business transactions, including lease assignments and transfers that arise in the context of a business sale.

  • We have a particular interest in working with technology companies and growth-stage businesses. Many of our long-standing client relationships began when the client’s business was in its early stages and needed practical legal support to establish its commercial foundations.

    For technology businesses, the legal priorities often include protecting intellectual property, putting service agreements and T&Cs in place for customers, structuring contractor and employee arrangements for a growing team, and navigating the regulatory requirements around data, privacy, and cyber security.

    We understand that growing businesses need legal advice that is responsive, commercially sensible, and conscious of budget. We are used to working with founders and management teams who move quickly and need lawyers who can keep up. The services described on this page are the legal building blocks that growing businesses need. We help you put them in place in the right order.

 

Testimonials

I engaged Pippin Barry at Dexterity Law for an important commercial transaction earlier this year. Pippin was diligent, thorough, efficient and dedicated. He offered expert advice from the initial consultation right up until completion of the transaction.

The transaction went far more smoothly than I could have anticipated, and this was in large part due to Pippin’s expertise and experience. As a start up, we have also consulted Pippin on a number of ad hoc matters, and he has shown the same service excellence on small discreet advice to support our growing business.

Pippin also helpfully provided valuable referrals to other professionals and legal services which were of great assistance in the start up phase. I highly recommend Pippin at Dexterity Law.
— Bethany Rose, Director of Farrell & Rose
We were referred to Dexterity Law for drafting terms of service for our SaaS startup, and we’re thoroughly impressed. Pip’s attention to detail was remarkable, ensuring every aspect was covered. Communication was flawless, with prompt responses and clear guidance from start to finish. The final terms of service exceeded our expectations! Highly recommended for anyone seeking exceptional legal support. Thanks again!
— Nikias Leigh, Founder of Real Creator
 

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