Commercial Contract Lawyers in Melbourne

Get the words right while they are still cheap to change

Every commercial dispute we litigate started life as a document someone signed. A vague payment clause. A termination right nobody thought to include. An indemnity that nobody read before signing. Each of those was easy to fix while the document was still in draft, and a great deal harder once both parties had signed it.

MK Law drafts and reviews commercial contracts for Melbourne businesses. Call 1800 130 120 and tell us what you are signing or building. The first call is free, and you should come off it knowing what the document needs.

What we draft

Supply agreements, services agreements and SLAs. Shareholder agreements and joint-venture agreements. Distribution and agency agreements with territory and post-termination restraints. Independent contractor agreements, NDAs and confidentiality deeds, terms of trade, website T&Cs, heads of agreement, settlement deeds and personal guarantees.

Because the same firm litigates contracts, every document is drafted by someone who has seen where agreements fail. That changes what goes in: a termination clause you can actually exercise, a dispute resolution path that filters arguments before they become proceedings, and defined terms that leave nothing for two barristers to argue about. Restraint and confidentiality clauses get the same scrutiny, because the day a senior employee resigns those words decide whether you can hold them on gardening leave or watch them start at a competitor on Monday. The litigation side of the practice lives at contract lawyers Melbourne and breach of contract.

Know what you are signing while you can still change it

Once you sign, you are bound by every term, including the ones you skimmed. A review before signing tells you what you are actually agreeing to and which clauses to push back on while the other side still wants the deal done. We mark the document up, explain it in plain English, and give you the exact wording to send back. Most reviews turn around in days, faster if you have a real deadline.

Book a contract review

The clauses that decide disputes

After enough contract litigation, you learn that a handful of clauses do almost all the work when deals go wrong. Payment terms, and what happens when money is late. Termination: who can end the agreement, on what grounds, with what notice. Limitation of liability and the cap that decides whether a claim is worth running. Indemnities, which quietly shift risk that insurance may not cover. Intellectual property ownership in anything the contract creates. And the dispute resolution clause, which decides whether a disagreement costs a mediation or a trial.

When we draft or review, these are the clauses that get the most attention, and they get weighted to your side of the deal.

Some agreements also come with a second rulebook sitting over the top of them. A franchise agreement has to work alongside the Franchising Code of Conduct, so there is only so far the drafting can go before the Code decides the point for you.

Standard terms and the unfair contract terms law

If your business uses standard-form contracts with consumers or small businesses, the Australian Consumer Law now has real teeth. Since November 2023, including or relying on an unfair contract term is banned outright, with corporate penalties up to the greater of $50 million, three times the benefit obtained, or 30 percent of adjusted turnover, and the ban applies per term. The small business definition also widened to counterparties with fewer than 100 employees or under $10 million annual turnover, which pulls most B2B standard terms into scope.

Auto-renewal traps, one-sided variation rights and broad indemnities are the usual offenders. If your T&Cs were drafted before the rules changed, that is a good reason to call this month rather than putting it on the someday list. An audit and redraft is a contained piece of work, and it is far less disruptive than explaining the term to a regulator who found it first.

Formalities: writing, signing, deeds

Most commercial contracts in Victoria need no special form. The main exceptions are contracts for the sale of land and certain guarantees, which must be in writing to be enforceable. Electronic signatures work for most agreements. Deeds are the special case: they carry their own execution formalities and a fifteen-year limitation period instead of six, which is exactly why some obligations belong in a deed. Choosing the right instrument is part of the drafting brief, and we will tell you when a deed earns its extra formality.

One firm for the drafting and the fallout

If a deal you have already signed has gone wrong, start at contract disputes, and for company-level agreements between owners see shareholder disputes. For everything still in draft, call 1800 130 120 or use the form on this page. Tell us the deal, and sign with your eyes open.